8-KRegulation FDExhibits & Filings

DTE ENERGY CO 8-K Report, Regulation FD Disclosure (May 7, 2021)

Filed May 7, 2021For Securities:DTEDTKDTBDTGDTW

Summary

DTE Energy Company (DTE) filed an 8-K on May 7, 2021, primarily to disclose information shared with investors during meetings on May 12, 2021. The core of this disclosure revolves around the company's 2021 operating earnings guidance and the non-GAAP financial measure Adjusted EBITDA. Investors should note that DTE Energy explicitly states that reconciliations to GAAP for these forward-looking metrics are not provided, citing the inability to reliably forecast future non-recurring items, mark-to-market adjustments, discontinued operations, impairments, or other significant charges that could impact reported earnings. The furnishing of this information under Regulation FD signifies that DTE Energy is providing updated guidance and operational outlook. While the specific details are in the furnished slide presentation (Exhibit 99.1), the 8-K itself serves as the official notification to the market. Investors are cautioned that the provided guidance excludes certain items, and the impact of these excluded items on reported earnings cannot be reliably predicted. The filing also reiterates the forward-looking nature of the statements and directs readers to incorporate by reference risk factors disclosed in prior SEC filings.

Key Highlights

  • 1DTE Energy is providing 2021 operating earnings guidance and discussing Adjusted EBITDA through a slide presentation furnished with this 8-K.
  • 2The company is not providing GAAP reconciliations for its 2021 operating earnings guidance or Adjusted EBITDA.
  • 3Reasons for non-GAAP reconciliations include the inability to reliably forecast future non-recurring items, mark-to-market adjustments, discontinued operations, impairments, and other charges.
  • 4These excluded items may significantly impact reported earnings and fluctuate significantly period-over-period.
  • 5The furnished slide presentation (Exhibit 99.1) contains the detailed investor information.
  • 6The information is furnished under Regulation FD and is not deemed 'filed' for purposes of Section 18 of the Exchange Act.
  • 7Forward-looking statements are subject to risks and uncertainties, and investors should refer to DTE's 10-K and 10-Q filings for comprehensive risk factors.

Frequently Asked Questions

The main purpose of this 8-K filing is to formally disclose information, including 2021 operating earnings guidance and details on Adjusted EBITDA, that DTE Energy presented to investors in meetings held on May 12, 2021. A slide presentation containing these details is furnished as an exhibit.

DTE Energy states that it cannot provide reliable forecasts for the specific line items that would be needed to reconcile operating earnings or Adjusted EBITDA to GAAP. These unpredictable items include future non-recurring events, certain mark-to-market adjustments, discontinued operations, asset impairments, and other charges, which can significantly impact reported earnings.

The specific details of the 2021 operating earnings guidance and Adjusted EBITDA discussion are contained within the slide presentation dated May 12, 2021, which is furnished as Exhibit 99.1 to this 8-K filing. This presentation is also available on DTE Energy's website.

When information is furnished under Regulation FD and specified as not 'filed' for the purposes of Section 18 of the Securities Exchange Act of 1934, it means that the company is not subject to the liabilities associated with that specific section for that particular disclosure. However, it is still considered material information made available to the public.