8-KRegulation FDExhibits & Filings

CMS ENERGY CORP 8-K Report, Regulation FD Disclosure (Jun 4, 2009)

Filed June 4, 2009For Securities:CMSCMS-PCCMSACMSCCMSD

Summary

CMS Energy Corporation (CMS) filed an 8-K on June 4, 2009, primarily to disclose management's upcoming investor meetings on June 4-5, 2009, and a panel discussion by Consumers Energy Company's President and COO at the Citi Power, Gas and Utilities Conference. The handout provided as Exhibit 99.1 is intended to supplement these discussions. Investors should note that this information is furnished under Regulation FD and is not considered 'filed' for purposes of Section 18 of the Securities Exchange Act, meaning it does not automatically become part of the company's formal SEC filings unless expressly incorporated. The company also reiterates its reliance on forward-looking statements and directs investors to review the "FORWARD-LOOKING STATEMENTS AND INFORMATION" and "RISK FACTORS" sections of its and its subsidiary's latest 10-K and 10-Q filings for a comprehensive understanding of potential risks and uncertainties that could impact future results. The primary purpose of this 8-K is informational, signaling active engagement with the investment community.

Key Highlights

  • 1CMS Energy announced upcoming investor meetings on June 4-5, 2009.
  • 2Consumers Energy Company's President and COO participated in a panel discussion on 'Managing Regulatory Risk in a Recessionary Environment' on June 4, 2009.
  • 3A webcast of the panel discussion was available on the CMS Energy website.
  • 4An investor handout (Exhibit 99.1) was furnished with this 8-K.
  • 5Information provided is furnished under Regulation FD and not considered 'filed' under Section 18 of the Exchange Act.
  • 6The filing references forward-looking statements and directs investors to review risk factors in prior 10-K and 10-Q filings.
  • 7The CFO, Thomas J. Webb, signed the filing on behalf of both CMS Energy and Consumers Energy Company.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose information related to CMS Energy's investor outreach activities, including upcoming meetings and a panel discussion, and to furnish an accompanying investor handout. It also serves to remind investors about the company's use of forward-looking statements and where to find risk factor disclosures.

No, the information furnished under Item 7.01 (Regulation FD Disclosure) and Exhibit 99.1 are not considered 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, nor are they deemed incorporated by reference into any registration statement under the Securities Act of 1933, unless expressly stated.

The filing directs investors to consult the "FORWARD-LOOKING STATEMENTS AND INFORMATION" and "RISK FACTORS" sections within the Management's Discussion and Analysis of CMS Energy Corporation's and Consumers Energy Company's latest Form 10-K (for the year ended December 31, 2008) and Form 10-Q (for the quarter ended March 31, 2009), as these sections are incorporated by reference.

The panel discussion, featuring the President and Chief Operating Officer of Consumers Energy Company, was entitled 'Managing Regulatory Risk in a Recessionary Environment'.