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    CenterPoint Energy Inc (Holding Co) filed SEC Form 8-K: Regulation FD Disclosure

    5/9/25 4:08:19 PM ET
    $CNP
    Electric Utilities: Central
    Utilities
    Get the next $CNP alert in real time by email
    8-K
    falsefalse00011303100001042773true 0001130310 2025-05-09 2025-05-09 0001130310 cnp:CenterPointEnergyResourcesCorpMember 2025-05-09 2025-05-09 0001130310 cnp:NewYorkStockExchangeMember us-gaap:CommonStockMember 2025-05-09 2025-05-09 0001130310 cnp:NewYorkStockExchangeMember cnp:CenterPointEnergyResourcesCorpMember cnp:SixPointSixTwoFiveSeniorNotesDueTwentyThirtySevenMember 2025-05-09 2025-05-09
     
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
     
     
    FORM
    8-K
     
     
    CURRENT REPORT
    Pursuant to Section 13 or 15(d)
    of the Securities Exchange Act of 1934
    Date of Report (Date of earliest event reported): May 9, 2025
    Registrant, State or Other Jurisdiction
    of Incorporation or Organization
     
    Commission
    File Number
     
    Address of Principal Executive Offices, Zip Code
    and Telephone Number
     
    IRS Employer
    Identification No.
     
     
     
    1-31447
     
    CenterPoint Energy, Inc.
     
    74-0694415
     
    (a Texas corporation)
    1111 Louisiana
     
     
    Houston
     
    Texas
     
    77002
     
       
    (713)
    207-1111
       
     
     
     
    1-13265
     
    CenterPoint Energy Resources Corp.
     
    76-0511406
     
    (a Delaware corporation)
    1111 Louisiana
     
     
    Houston
     
    Texas
     
    77002
     
       
    (713)
    207-1111
       
     
     
    Check the appropriate box below if the Form
    8-K
    filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
     
    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
    ☐
    Soliciting material pursuant to Rule
    14a-12
    under the Exchange Act (17 CFR
    240.14a-12)
     
    ☐
    Pre-commencement
    communications pursuant to Rule
    14d-2(b)
    under the Exchange Act (17 CFR
    240.14d-2(b))
     
    ☐
    Pre-commencement
    communications pursuant to Rule
    13e-4(c)
    under the Exchange Act (17 CFR
    240.13e-4(c))
    Securities registered pursuant to Section 12(b) of the Act:
     
    Registrant
     
    Title of each class
     
    Trading
    Symbol(s)
     
    Name of each exchange
    on which registered
    CenterPoint Energy, Inc.   Common Stock, par value $0.01 per share   CNP  
    The New York Stock Exchange
    NYSE Texas
    CenterPoint Energy Resources Corp.   6.625% Senior Notes due 2037  
    n/a
      The New York Stock Exchange
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule
    12b-2
    of the Securities Exchange Act of 1934
    (§240.12b-2).
    Emerging growth company ☐
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
     
     
     

    Item 7.01
    Regulation FD Disclosure.
    On May 9, 2025, CenterPoint Energy, Inc. (the “Company”) issued press releases announcing the (A) early tender results and (B) pricing, respectively, of the Tender Offers (as defined below). Copies of the press releases are furnished as Exhibit 99.1 and Exhibit 99.2 hereto and are incorporated herein by reference.
    The information furnished in Item 7.01, Exhibit 99.1 and Exhibit 99.2 is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
     
    Item 8.01
    Other Events.
    On May 9, 2025, the Company announced the early tender results and pricing of its previously announced cash tender offers (each, a “Tender Offer” and collectively, the “Tender Offers”) to purchase (i) up to $600,000,000 aggregate purchase price (excluding accrued and unpaid interest) (the “CenterPoint Energy Notes Maximum Amount”) of its 5.25% Senior Notes due 2026, 3.70% Senior Notes due 2049, 4.25% Senior Notes due 2028, 5.40% Senior Notes due 2029, 2.95% Senior Notes due 2030 and 2.65% Senior Notes due 2031 (collectively, the “CenterPoint Energy Notes”) and (ii) up to $400,000,000 aggregate purchase price (excluding accrued and unpaid interest) (the “CERC Notes Maximum Amount”) of the 4.10% Senior Notes due 2047, 5.40% Senior Notes due 2033, 5.25% Senior Notes due 2028, 5.40% Senior Notes due 2034 and 4.40% Senior Notes due 2032 (collectively, the “CERC Notes” and, together with the CenterPoint Energy Notes, the “Notes”) issued by its wholly-owned subsidiary, CenterPoint Energy Resources Corp. The sum of the CenterPoint Energy Notes Maximum Amount and the CERC Notes Maximum Amount is $1,000,000,000 (the “Aggregate Maximum Amount”).
    Because the Company expects to accept for purchase the Aggregate Maximum Amount of Notes, no additional Notes will be purchased pursuant to the Tender Offers after May 13, 2025, the early settlement date for such Notes validly tendered and accepted for purchase by the Company.
    The Tender Offers are made upon the terms and subject to the conditions set forth in the Offer to Purchase dated April 25, 2025.
     
    Item 9.01
    Financial Statements and Exhibits.
    (d)
    Exhibits
    .
     
    Exhibit Number
     
    Exhibit Description
     99.1   Press Release issued by the Company on May 9, 2025.
     99.2   Press Release issued by the Company on May 9, 2025.
    104   Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

    SIGNATURE
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
         
    CENTERPOINT ENERGY, INC.
    Date: May 9, 2025     By:  
    /s/ Kristie L. Colvin
          Kristie L. Colvin
          Senior Vice President and Chief Accounting Officer
    SIGNATURE
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
         
    CENTERPOINT ENERGY RESOURCES CORP.
    Date: May 9, 2025     By:  
    /s/ Kristie L. Colvin
          Kristie L. Colvin
          Senior Vice President and Chief Accounting Officer
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