8-KRegulation FDExhibits & Filings

CMS ENERGY CORP 8-K Report, Regulation FD Disclosure (Oct 9, 2012)

Filed October 9, 2012For Securities:CMSCMS-PCCMSACMSCCMSD

Summary

This 8-K filing by CMS Energy Corporation (CMS) on October 9, 2012, primarily serves as a disclosure regarding upcoming investor meetings scheduled between October 9-12, 2012. The key piece of information furnished is a handout provided to investors during these meetings, which is attached as Exhibit 99.1. This handout likely contains updates on the company's performance, strategic initiatives, and financial outlook, intended to inform potential and current investors. Investors should note that this filing is made under Regulation FD and the information furnished, including the handout, is not considered 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, meaning it does not carry the same legal implications as a formally filed document. However, it represents management's direct communication with the investment community and should be reviewed in conjunction with the company's previously filed 10-K and 10-Q reports for a comprehensive understanding of CMS Energy's business and risks.

Key Highlights

  • 1CMS Energy Corporation management is scheduled to meet with investors from October 9-12, 2012.
  • 2A handout provided to investors during these meetings is furnished as Exhibit 99.1 to this 8-K.
  • 3The filing is made under Regulation FD, indicating a disclosure of material non-public information to the public.
  • 4Information furnished under Item 7.01 is not deemed 'filed' under Section 18 of the Exchange Act.
  • 5The company references forward-looking statements and advises investors to review risk factors in its 10-K and 10-Q filings.
  • 6The filing includes signatures from Thomas J. Webb, Executive Vice President and Chief Financial Officer for both CMS Energy Corporation and Consumers Energy Company.

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose that CMS Energy Corporation management will be meeting with investors and to furnish the handout that will be used during these meetings as Exhibit 99.1.

No, information furnished under Regulation FD (Item 7.01) in this 8-K, including the handout, is not considered 'filed' for the purposes of Section 18 of the Securities Exchange Act of 1934. Therefore, it does not carry the same legal liabilities as formally filed documents, though it is important for investor awareness.

The filing directs investors to review the 'FORWARD-LOOKING STATEMENTS AND INFORMATION' and 'RISK FACTORS' sections of CMS Energy Corporation's and Consumers Energy Company's Form 10-K for the year ended December 31, 2011, and their Forms 10-Q for the quarters ended March 31, 2012, and June 30, 2012. These documents are incorporated by reference and provide crucial context.

This report was signed by Thomas J. Webb, who serves as the Executive Vice President and Chief Financial Officer for both CMS Energy Corporation and Consumers Energy Company.