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Long-Term Debt
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
LONG-TERM DEBT LONG-TERM DEBT
The following table is a summary of our long-term debt outstanding as of December 31:
20242023
(in millions)Maturity DateWeighted Average Interest RateBalanceWeighted Average Interest RateBalance
WEC Energy Group Senior Notes (unsecured)2025-20334.13 %$6,045.0 3.68 %$5,320.0 
WEC Energy Group Junior Notes (unsecured) (1) (2)
20556.72 %750.0 7.75 %500.0 
WE Debentures (unsecured)2025-20954.55 %3,935.0 4.22 %3,285.0 
WEPCo Environmental Trust (secured, nonrecourse) (5) (10)
2025-20351.58 %88.0 1.58 %97.0 
WPS Senior Notes (unsecured)2025-20514.17 %2,275.0 4.11 %1,975.0 
WG Debentures (unsecured)2025-20463.92 %840.0 3.35 %790.0 
PGL First and Refunding Mortgage Bonds (secured) (3)
2027-20473.56 %1,995.0 3.53 %2,070.0 
NSG First Mortgage Bonds (secured) (4)
2027-20433.81 %177.0 3.81 %177.0 
MERC Senior Notes (unsecured)2025-20473.04 %210.0 3.04 %210.0 
MGU Senior Notes (unsecured)2025-20473.45 %175.0 3.18 %150.0 
UMERC Senior Notes (unsecured)20293.26 %160.0 3.26 %160.0 
Bluewater Gas Storage Senior Notes (unsecured) (5)
2025-20474.07 %131.9 3.76 %109.8 
ATC Holding Senior Notes (unsecured)2025-20304.05 %475.0 4.05 %475.0 
We Power Subsidiaries Notes (secured, nonrecourse) (5) (6)
2025-20415.67 %814.3 5.65 %856.4 
WECC Notes (unsecured)20286.94 %50.0 6.94 %50.0 
WECI Wind Holding I Senior Notes (secured, nonrecourse) (5) (7)
2025-20322.75 %246.4 2.75 %307.7 
WECI Wind Holding II Senior Notes (secured, nonrecourse) (5) (8)
2025-20316.38 %167.6 6.38 %191.4 
WECI Energy Holding III Senior Notes (secured, nonrecourse) (5) (9)
2025-20395.73 %488.7 — %— 
Total 19,023.9 16,724.3 
Jayhawk acquisition7.5 7.5 
Unamortized debt issuance costs(103.2)(80.2)
Unamortized discount, net and other(21.1)(20.5)
Total long-term debt, including current portion18,907.1 16,631.1 
Current portion of long-term debt(1,729.0)(1,264.2)
Total long-term debt$17,178.1 $15,366.9 

(1)    In December 2024, we redeemed the remaining outstanding balance of our 2007 Junior Notes. The variable rate for our 2007 Junior Notes was 7.75% as of December 31, 2023.

(2)    In December 2024, we issued our 2024A Junior Notes and 2024B Junior Notes. Our 2024A Junior Notes and 2024B Junior Notes are fixed-to-fixed reset rate junior subordinated notes. The rate for our 2024A Junior Notes was 6.69% as of December 31, 2024. The rate for our 2024A Junior Notes will reset on June 15, 2030. The rate for our 2024B Junior Notes was 6.74% as of December 31, 2024. The rate for our 2024B Junior Notes will reset on June 15, 2035.

(3)    PGL's First Mortgage Bonds are subject to the terms and conditions of PGL's First Mortgage Indenture dated January 2, 1926, as supplemented. Under the terms of the Indenture, substantially all property owned by PGL is pledged as collateral for these outstanding debt securities.

PGL has used certain First Mortgage Bonds to secure tax exempt interest rates. The Illinois Finance Authority has issued Tax Exempt Bonds, and the proceeds from the sale of these bonds were loaned to PGL. In return, PGL issued $100 million of collateralized First Mortgage Bonds.

(4)    NSG's First Mortgage Bonds are subject to the terms and conditions of NSG's First Mortgage Indenture dated April 1, 1955, as supplemented. Under the terms of the Indenture, substantially all property owned by NSG is pledged as collateral for these outstanding debt securities.

(5)    The long-term debt of Bluewater, WECI Wind Holding I, WECI Wind Holding II, WECI Energy Holding III, WEPCo Environmental Trust, and We Power's subsidiaries requires periodic principal payments.

(6)    We Power's subsidiaries' senior notes are secured by a collateral assignment of the leases between We Power's subsidiaries and WE related to PWGS and ERGS, as applicable.
(7)    WECI Wind Holding I's Senior Notes are secured by a first priority security interest in the ownership interest of its subsidiaries, as well as a pledge of equity in WECI Wind Holding I.

(8)    WECI Wind Holding II's Senior Notes are secured by a first priority security interest in the ownership interest of its subsidiaries, as well as a pledge of equity in WECI Wind Holding II.

(9)    WECI Energy Holding III's Senior Notes are secured by a first priority security interest in the ownership interest of its subsidiaries, as well as a pledge of equity in WECI Energy Holding III.

(10)    WEPCo Environmental Trust’s ETBs are secured by a pledge of and lien on environmental control property, which includes the right to impose, collect and receive a non-bypassable environmental control charge paid by all of WE's retail electric distribution customers, the right to obtain true-up adjustments of the environmental control charges, and all revenues or other proceeds arising from those rights and interests. See Note 23, Variable Interest Entities, for more information.

We amortize debt premiums, discounts, and debt issuance costs over the life of the debt and we include the costs in interest expense.

In December 2024, the DOE issued to WE a conditional commitment for a federal loan guarantee for up to $2.5 billion of borrowings that would be used by WE to fund a portion of the costs to construct certain utility-scale renewable generation projects. The conditional commitment was issued pursuant to provisions of the IRA. Under the conditional commitment, the guaranteed borrowings would be senior, unsecured borrowings of WE made through the Federal Financing Bank and reduce WE's issuance of senior, unsecured obligations in the capital markets. Final approval and issuance of a loan guarantee by the DOE is subject to numerous conditions, including negotiation of definitive agreements, completion of due diligence by the DOE, receipt of any necessary regulatory approvals, and the satisfaction of other conditions. In addition, in January 2025, President Trump issued an executive order that requires all federal agencies to immediately halt the disbursement of funds under the IRA and to review their processes for issuing, among other things, loan guarantees. There can be no assurance that the DOE will issue the loan guarantee for WE.

WEC Energy Group, Inc.

In January and February 2024, pursuant to a tender offer, we purchased $122.1 million aggregate principal amount of the $500.0 million outstanding of our 2007 Junior Notes for $115.2 million with proceeds from issuing commercial paper. We recorded a $6.4 million gain related to the early settlement. Additionally, in May 2024, we repurchased $19.0 million aggregate principal amount of the $377.9 million outstanding of our 2007 Junior Notes for $18.7 million, plus accrued interest, with proceeds received from issuing commercial paper. We recorded a $0.2 million gain related to the early settlement. In December 2024, we redeemed the remaining $358.9 million outstanding principal at par, plus accrued interest, of our 2007 Junior Notes with the proceeds we received from the issuance of our 2024A Junior Notes and 2024B Junior Notes.

In March 2024, our $600.0 million of 0.80% Senior Notes, due March 15, 2024, matured, and outstanding principal and accrued interest were paid with proceeds received from issuing commercial paper.

In December 2024, we issued $254.0 million of 6.69% Junior Notes, due June 15, 2055 and $496.0 million of 6.74% Junior Notes due June 15, 2055 and used the net proceeds to repay the remaining aggregate principal amount of our 2007 Junior Notes and for other general corporate purposes.

In December 2024, pursuant to a tender offer, we repurchased $250.0 million aggregate principal amount of the $600.0 million outstanding of our 5.60% Senior Notes due September 12, 2026 and repurchased $150.0 million aggregate principal amount of the $450.0 million outstanding of our 1.80% Senior Notes due October 15, 2030, for $380.9 million, plus accrued interest, with proceeds received from issuing commercial paper. As a result of the repurchase, we recorded a $16.5 million gain on debt extinguishment.

Convertible Senior Notes

In the second quarter of 2024, we issued $862.5 million of 2027 Notes and $862.5 million of 2029 Notes. The 2027 Notes and 2029 Notes are senior unsecured obligations and bear interest at an annual rate of 4.375%, payable semiannually beginning on December 1, 2024. Proceeds from the offerings were used to repay short-term debt and for general corporate purposes.

The 2027 Notes will mature on June 1, 2027, and the 2029 Notes will mature on June 1, 2029, unless earlier converted or repurchased in accordance with their terms, or in the case of the 2029 Notes, redeemed by us. No sinking fund is provided for either
series of the notes. Upon the occurrence of a fundamental change, as defined in the related indenture, holders may require us to repurchase for cash all or any portion of their 2027 or 2029 Notes. We may not redeem the 2027 Notes prior to their maturity date. We may redeem for cash all or part of the 2029 Notes, at our option, on or after June 1, 2027 and on or before the 41st scheduled trading day immediately preceding their maturity date, if the last reported sale price per share of our common stock has been at least 130% of the conversion price of the 2029 Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period. Any redemptions or fundamental change repurchases of the 2027 Notes or 2029 Notes will be at a price equal to 100% of the principal amount, plus accrued and unpaid interest.

Holders may convert all or any portion of their notes at their option at any time prior to the close of business on the business day immediately preceding March 1, 2027, in the case of the 2027 Notes, and March 1, 2029, in the case of the 2029 Notes, only under the following circumstances:

•During any calendar quarter commencing after the calendar quarter ending on September 30, 2024 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price of such series of notes on each applicable trading day;

•During the five consecutive business day period immediately after any ten consecutive trading day period (measurement period) in which the trading price per $1,000 principal amount of notes of such series for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate of such series of notes on each such trading day;

•Upon the occurrence of specified corporate events, as defined in the related indenture;

•In the case of the 2029 Notes only, if we call any of the 2029 Notes for redemption, at any time prior to the close of business on the second scheduled trading day prior to the redemption date, but only with respect to the 2029 Notes called (or deemed called) for redemption.

Holders may convert all or any portion of their notes at any time, regardless of the foregoing circumstances, on or after March 1, 2027, in the case of the 2027 Notes, or March 1, 2029, in the case of the 2029 Notes, until the close of business on the second scheduled trading day immediately preceding the maturity date of such series of notes.

Upon conversion, we will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver cash, shares of our common stock, or a combination of cash and shares of our common stock, at our election, in respect of the remainder, if any, of our conversion obligation in excess of the aggregate principal amount of the notes being converted.

The initial conversion rate for both the 2027 Notes and 2029 Notes is 10.1243 shares of common stock per $1,000 principal amount, which is equivalent to an initial conversion price of approximately $98.77 per share of our common stock. The conversion rate is subject to adjustment upon the occurrence of certain specified events, as defined in the related indenture, but will not be adjusted for accrued and unpaid interest. In addition, upon the occurrence of a make-whole fundamental change, as defined in the related indenture, we will, in certain circumstances, increase the conversion rate by a number of additional shares of common stock for conversions in connection with the make-whole fundamental change.

As of December 31, 2024, none of the conditions allowing holders to convert their notes were met. In accordance with the guidance in ASC Subtopic 470-20, Debt – Debt with Conversion and Other Options, the 2027 Notes and 2029 Notes were accounted for in their entirety as a liability on our balance sheet. The following is a summary of our convertible debt instruments as of December 31, 2024:
(in millions)
Principal Amount
Unamortized Debt Issuance Costs
Net Carrying Amount
Fair Value Amount (1)
2027 Notes
$862.5 $(8.0)$854.5 $920.6 
2029 Notes
862.5 (8.8)853.7 929.1 

(1)    The fair values are categorized in Level 2 of the fair value hierarchy. See Note 1(r), Fair Value Measurements, for more information on the levels of the fair value hierarchy.
The following table provides a summary of the interest expense recorded for each of the 2027 Notes and 2029 Notes for the year ended December 31:
(in millions)2024
2027 Notes
Contractual interest expense
$22.3 
Amortization of debt issuance costs
1.9 
Total interest expense – 2027 Notes24.2 
2029 Notes
Contractual interest expense
22.3 
Amortization of debt issuance costs
1.2 
Total interest expense – 2029 Notes$23.5 

Wisconsin Electric Power Company

In May 2024, WE issued $350.0 million of 5.00% Debentures, due May 15, 2029, and used the net proceeds to repay short-term debt and for other general corporate purposes.

In September 2024, WE issued $300.0 million of 4.60% Debentures due October 1, 2034 and $300.0 million of 5.05% Debentures due October 1, 2054, and used the net proceeds to repay short-term debt and for other general corporate purposes.

In December 2024, WE's $300.0 million 2.05% Debentures due December 15, 2024, matured and the outstanding principal and accrued interest were paid with the proceeds received from issuing commercial paper.

Wisconsin Public Service Corporation

In December 2024, WPS issued $300.0 million of 4.55% Senior Notes due December 1, 2029, and used the net proceeds to repay short-term debt.

Wisconsin Gas LLC

In October 2024, WG issued $100.0 million of 4.86% Debentures due November 1, 2029 and $100.0 million of 5.18% Debentures due November 1, 2034, and used the net proceeds to repay short-term debt.

In November 2024, WG's $150.0 million 2.38% Debentures due November 1, 2024, matured, and the outstanding principal and accrued interest were paid with the proceeds we received from the issuance of WG's Debentures in October 2024.

The Peoples Gas Light and Coke Company

In November 2024, PGL's $75.0 million 2.64% Bonds, series HHH, due November 1, 2024, matured, and the outstanding principal and accrued interest were paid with the proceeds received from issuing commercial paper.

Michigan Gas Utilities Corporation

In October 2024, MGU issued $10.0 million of 4.85% Senior Notes due November 1, 2029 and $15.0 million of 5.23% Senior Notes due November 1, 2034, and used the net proceeds to repay intercompany short-term debt to its parent, Integrys.

Bluewater Gas Storage, LLC

In October 2024, Bluewater issued $25.0 million of 5.41% Senior Notes due November 1, 2041, and used the net proceeds for general limited liability company purposes.
WEC Infrastructure Energy Holding III LLC

In December 2024, WECI Energy Holding III issued $488.7 million of 5.73% Senior Notes due December 31, 2039, and used the net proceeds to return a portion of WECI's previously invested capital in the subsidiaries of WECI Energy Holding III.

Maturities of Long-Term Debt Outstanding

The following table shows the long-term debt securities maturing within one year of December 31, 2024:
(in millions)Interest Rate
Maturity Date (1)
Principal Amount
MGU Senior Notes (unsecured)2.69%May$60.0 
MERC Senior Notes (unsecured)2.69%May50.0 
WE Debentures (unsecured)3.10%June250.0 
WEC Energy Group Senior Notes (unsecured)3.55%June120.0 
WEC Energy Group Senior Notes (unsecured)5.00%September500.0 
WG Debentures (unsecured)3.53%September200.0 
WPS Senior Notes (unsecured)5.35%November300.0 
ATC Holding (unsecured)4.18%December85.0 
WEPCo Environmental Trust (secured, nonrecourse)1.58%Semi-annually9.2 
Bluewater Gas Storage Senior Notes (unsecured)3.76%Semi-annually3.0 
Bluewater Gas Storage Senior Notes (unsecured)5.41%Semi-annually0.9 
We Power Subsidiaries Notes – PWGS (secured, nonrecourse) 4.91%Monthly8.4 
We Power Subsidiaries Notes – ERGS (secured, nonrecourse)5.209%Semi-annually16.3 
We Power Subsidiaries Notes – ERGS (secured, nonrecourse) 4.673%Semi-annually12.2 
We Power Subsidiaries Notes – PWGS (secured, nonrecourse)6.00%Monthly7.5 
WECI Wind Holding I Senior Notes (secured, nonrecourse)2.75%Semi-annually44.4 
WECI Wind Holding II Senior Notes (secured, nonrecourse)6.38%Semi-annually19.6 
WECI Energy Holding III Senior Notes (secured, nonrecourse)5.73%Semi-annually42.5 
Total $1,729.0 

(1)    Maturity dates listed as semi-annually and monthly are associated with debt that requires periodic principal payments.

The following table shows the future maturities of our long-term debt outstanding as of December 31, 2024:
(in millions)Payments
2025$1,729.0 
20261,519.4 
20272,137.3 
20282,303.2 
20292,643.4 
Thereafter8,691.6 
Total$19,023.9 

Certain long-term debt obligations contain financial and other covenants related to payment of principal and interest when due, maintaining certain total funded debt to capitalization ratios, and various other obligations. Failure to comply with these covenants could result in an event of default, which could result in the acceleration of outstanding debt obligations.