CenterPoint Energy linemen head east to help with aftermath of Hurricane Michael

Houston – Oct. 10, 2018 – This morning, more than 100 CenterPoint Energy linemen, contractors and support personnel departed for Florida to assist Gulf Power with anticipated power outages resulting from Hurricane Michael.

Crews are expected to arrive to their destination on Thursday and will work 12- to 16-hour days restoring power. "Our thoughts are with those in the path of Hurricane Michael," said Steve Greenley, vice president of Distribution Operations for CenterPoint Energy. "Once the storm has passed, our dedicated team will work to restore service as safely and quickly as possible."

CenterPoint Energy is also sending transmission crews to help with repairs. "Our transmission crews will help repair high-voltage power lines so electricity can be distributed to homes and businesses in the impacted areas," said Martin Narendorf, vice president of High Voltage Operations for CenterPoint Energy.

CenterPoint Energy is part of electric utility mutual assistance programs which provide access to thousands of linemen and tree trimmers from around the country to lend a hand during widespread power outage emergencies. Over the years, CenterPoint Energy crews have restored power to hundreds of thousands of customers throughout the country who were left in the dark following hurricanes, ice storms, tornadoes and severe thunderstorms.

For updates, follow CenterPoint Energy on Facebook and Twitter.

2018-10-10T05:00:00Z
CenterPoint Energy provides important flood safety tips

Minneapolis – Oct. 09, 2018 – With flooding expected in parts of Minnesota, CenterPoint Energy reminds residents of some important natural gas safety tips.

Before a flood:

  • Do not turn off natural gas at the meter. The gas meter should be left on to maintain proper pressure in the gas piping within the house and to prevent water from entering the lines should flooding occur.
  • If a customer wishes to discontinue gas service, the gas should be turned off at each appliance.

After a flood:

  • If your home was flooded and your natural gas meter was underwater, call CenterPoint Energy to schedule an inspection. The meter may need to be replaced.
  • Have flooded appliances inspected by a qualified technician, like HSP before operating the equipment.  This includes outdoor gas appliances such as pool heaters, gas grills and gaslights.
  • If your home did not flood and your natural gas is turned off at the meter, call CenterPoint Energy to reconnect service.
    • Be alert for leaking gas as you return to your home or business. If you smell gas, leave the area immediately on foot and tell others to do the same.
    • Do not turn the lights on or off, smoke, strike a match, use a cell phone or operate anything that may cause a spark, including a flashlight or driving your car.
    • Do not attempt to turn natural gas valves on or off.
    • Once safely away from the area, call the 24 hours emergency gas leak hot line number 1-800-296-9815 and 911 to report the location and description of the leak.

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. The utility also operates a non-regulated business in Minnesota called Home Service Plus®.  For more information, please visit CenterPointEnergy.com.

2018-10-09T05:00:00Z
Call CenterPoint Energy now for Cold Weather Rule protection

Minneapolis – Oct. 08, 2018 – CenterPoint Energy is reminding customers about certain rights and their responsibilities as it relates to the Cold Weather Rule (CWR). The CWR protects residential customers who are experiencing difficulty paying their natural gas bill from having their natural gas service disconnected between Oct. 15, 2018 and April 15, 2019.

While the CWR does not prevent customers from being disconnected for nonpayment, it does provide customers with extra protection as defined in the CWR. However, residential customers must contact CenterPoint Energy to set up a payment plan.

"The Minnesota Cold Weather Rule isn't just for customers who may have trouble paying their natural gas bill during cold winter months," said Brad Tutunjian, vice president of CenterPoint Energy Gas Operations in Minnesota.  "It is also there for customers whose service is currently disconnected.  If you are a customer in this position, I urge you to call us now to set up a payment plan under the rule. We can work together to create a payment plan so that you get service throughout the heating season."

Customers who anticipate having trouble paying their entire natural gas bill, have received a Notice of Proposed Disconnection, or need gas service reconnected are all urged to call CenterPoint Energy to establish a payment plan. A payment plan will include what is owed and the amount to be billed. The plan will also take into consideration a customer's financial situation and any other special circumstances. The plan must be agreeable to both the customer and CenterPoint Energy. If an agreed-upon payment plan cannot be reached, customers have a right to appeal under the CWR.

Under the CWR, special payment terms are available to customers who:

  • Apply for and receive Low Income Home Energy Assistance Program (LIHEAP) funding assistance in Minnesota; or
  • Meet income guidelines set by the state of Minnesota and provide proof of income.

Other helpful information:

  • In addition to calling CenterPoint Energy to discuss and establish a payment plan, company representatives are available to refer customers to social service agencies who may have energy assistance funds;
  • Customers interested in helping others pay their natural gas bill can support the Salvation Army's HeatShare program. Visit The Salvation Army's website to make a donation.

Call CenterPoint Energy to set up a payment plan at 1-612-372-4680 or 1-800-729-6164. For additional information, please visit CenterPointEnergy.com/ReadyForWinter.

 

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. The utility also operates a non-regulated business in Minnesota called Home Service Plus®.  For more information, please visit CenterPointEnergy.com.

2018-10-08T05:00:00Z
CenterPoint Energy Inc. announces closing of $1.5 billion senior notes offering

Houston - Oct. 5, 2018 - CenterPoint Energy, Inc. (NYSE: CNP) today announced the closing of its offering and sale of $1.5 billion of senior notes comprised of $500 million aggregate principal amount of 3.60% senior notes due 2021, $500 million aggregate principal amount of 3.85% senior notes due 2024; and $500 million aggregate principal amount of 4.25% senior notes due 2028.

CenterPoint Energy intends to use the net proceeds from the offering to finance a portion of the cash consideration payable by CenterPoint Energy in connection with its pending merger with Vectren Corporation (Vectren Merger), as well as a portion of the related fees and expenses. If for any reason the Vectren Merger is not completed on or prior to Oct. 31, 2019, CenterPoint Energy will be required to redeem all of the senior notes at a redemption price equal to 101% of the principal amount of the senior notes plus accrued and unpaid interest, if any, to, but excluding the date of redemption.

Goldman Sachs & Co. LLC, Morgan Stanley, Mizuho Securities, MUFG and RBC Capital Markets served as joint bookrunners. Additional joint book-running managers were PNC Capital Markets LLC, Regions Securities LLC, TD Securities and US Bancorp. Senior co-managers were BNY Mellon Capital Markets, LLC and Comerica Securities. Guggenheim Securities, LLC and Loop Capital Markets served as co-managers.

This news release does not constitute an offer to sell, or the solicitation of any offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years.

This press release includes forward-looking statements that are not historical facts. Actual events and results may differ materially from those projected. Forward-looking statements in this press release include, but are not limited to, the use of proceeds from the offering and the Vectren Merger.  Factors that could affect actual results include, but are not limited to, the factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, CenterPoint Energy's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018, and June 30, 2018, and CenterPoint Energy's other SEC filings.

Factors that could affect the company's ability to complete the Vectren Merger include, but are not limited to, the satisfaction of the conditions to the Vectren Merger discussed in the prospectus supplement and accompanying base prospectus and other factors discussed in the company's SEC filings.

2018-10-05T05:00:00Z
CenterPoint Energy partners with Akin Gump for Houston Volunteer Lawyers-sponsored will clinic

Houston – Oct. 3, 2018 – As part of its ongoing commitment to community involvement, CenterPoint Energy partnered with Akin Gump, a leading international law firm, to provide pro bono will preparation services to Houston residents at a recent Houston Volunteer Lawyers Will Clinic sponsored in partnership with the City of Houston Department of Neighborhoods.

Through the will clinic, lawyers from CenterPoint Energy and Akin Gump's Houston office collaborated to provide will preparation services to more than 30 Houstonians in need. The will signing took place on Thurs., Sept.13, in the historically significant Emancipation Cultural Center. The center is located in the park of the same name that was established by African American Houstonians in the 1870s as a home for Juneteenth celebrations of the signing of the Emancipation Proclamation.

"CenterPoint Energy's Legal Department participates in a number of volunteer events each year. We are especially proud to support Mayor Turner's 'Complete Communities' initiative and the important work performed by Houston Volunteer Lawyers," said Monica Karuturi, vice president and AGC of Corporate and Securities for CenterPoint Energy. "We are also grateful for the generous support of Akin Gump, our partner in this community service."  

Akin Gump Partner Robert Shearer, who led Akin Gump's participation in the clinic, added, "We have been thrilled to partner with our client, CenterPoint Energy, and a great organization like Houston Volunteer Lawyers to be able to provide meaningful assistance to residents of Houston."

Houston Volunteer Lawyers serves as the pro bono legal aid arm of the Houston Bar Association, and helps thousands of people across the Houston area each year with their most pressing legal needs. This will clinic is one of several that the organization will sponsor in underserved communities throughout Houston this year.

The clinic is part of Houston Mayor Sylvester Turner's "Complete Communities" initiative for the City of Houston, an initiative aimed at improving neighborhoods so that all of Houston's residents and business owners can have access to quality services and amenities.

About CenterPoint Energy

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years.

About Akin Gump

Founded in 1945, Akin Gump Strauss Hauer & Feld LLP is a leading international law firm with more than 900 lawyers in offices throughout the United States, Europe, Asia and the Middle East.

 

2018-10-03T05:00:00Z
CenterPoint Energy closes concurrent upsized public offerings of $2.8 billion in net proceeds

Houston – Oct. 1, 2018 – CenterPoint Energy, Inc. (NYSE: CNP) today announced it has closed its concurrent underwritten public offerings of approximately 69,633,027 shares of common stock at a price of $27.25 per share and 19,550,000 depositary shares, each representing a 1/20th interest in a share of its 7.00% Series B Mandatory Convertible Preferred Stock (Series B Preferred Stock), at a price of $50 per depositary share. The amounts sold include 9,082,568 shares of common stock and 2,550,000 depositary shares issued pursuant to the exercise in full of the options granted to the underwriters in each of the respective offerings to purchase additional shares of common stock and depositary shares, respectively.

CenterPoint Energy intends to use the net proceeds from the common stock and depositary share offerings of approximately $1.85 billion and $0.95 billion, respectively, in each case after deducting issuance costs and discounts for the respective offerings, to finance a portion of the cash consideration payable by CenterPoint Energy in connection with its pending merger with Vectren Corporation (Vectren Merger), as well as a portion of the related fees and expenses. If for any reason the Vectren Merger is not completed, CenterPoint Energy expects to use the net proceeds from these offerings for general corporate purposes, which may include, at its sole discretion, exercising its option to redeem the Series B Preferred Stock and the corresponding depositary shares for cash, debt repayment, including repayment of commercial paper, capital expenditures, investments and repurchases of its common stock at the discretion of its board of directors.

Each depositary share entitles the holder of such depositary share, through the depository, to a proportional fractional interest in the rights and preferences of the Series B Preferred Stock,
including conversion, dividend, liquidation and voting rights, subject to the terms of the deposit
agreement.

The depositary shares have been authorized for listing, upon official notice of issuance, on the New York Stock Exchange under the symbol CNPPRB. CenterPoint Energy's common stock is listed on the New York Stock Exchange and the Chicago Stock Exchange under the symbol CNP.

Joint book-running managers and representatives of the underwriters of the concurrent offerings were Morgan Stanley, Goldman Sachs & Co. LLC, Citigroup and Wells Fargo Securities.

Additional joint book-running managers of the concurrent offerings were Barclays, Credit Suisse, Deutsche Bank Securities and J.P. Morgan.

Senior co-managers of the concurrent offerings were Mizuho Securities, MUFG and RBC Capital Markets.

Co-managers of the concurrent offerings were BNY Mellon Capital Markets, LLC, BTIG (common stock offering only), Comerica Securities, Evercore ISI, PNC Capital Markets LLC, R. Seelaus & Co., Inc. (a diversity and inclusion firm (D&I)), Ramirez and Co., Inc., (D&I), Regions Securities LLC, TD Securities, The Williams Capital Group, L.P. (D&I), Wolfe Capital Markets and Advisory, and US Bancorp (depositary share offering only).

Each offering was made pursuant to CenterPoint Energy's effective shelf registration statement on Form S-3, as amended, previously filed with the Securities and Exchange Commission (SEC).

Each offering was made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Copies of the prospectus supplement and accompanying base prospectus meeting such requirements related to each offering may be obtained free of charge from the SEC's website at www.sec.gov or from:

 
Morgan Stanley & Co. LLC
Attention: Prospectus Department
180 Varick St. 2nd Fl.
New York, New York 10014
 
Goldman Sachs & Co. LLC
Attention: Prospectus Department
200 West Street
New York, New York 10282
Telephone: 1-866-471-2526
Email: prospectus-ny@ny.email.gs.com
Citigroup
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: 1-800-831-9146
Wells Fargo Securities, LLC
Attention: Equity Syndicate Department
375 Park Avenue
New York, New York 10152
Telephone:  1-800-326-5897
Email: cmclientsupport@wellsfargo.com

 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years.

This press release includes forward-looking statements that are not historical facts. Actual events and results may differ materially from those projected. Forward-looking statements in this press release include, but are not limited to, the use of proceeds from the proposed offerings, the anticipated conversion date of the Series B Preferred Stock and the Vectren Merger.  Factors that could affect the company's ability to complete the proposed offerings include, but are not limited to, general market conditions, investor acceptance of the proposed offerings, the satisfaction of the conditions to the proposed offerings discussed in the prospectus supplements and accompanying base prospectuses and other factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, CenterPoint Energy's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018, and June 30, 2018, and CenterPoint Energy's other SEC filings.

Factors that could affect the company's ability to complete the Vectren Merger include, but are not limited to, the satisfaction of the conditions to the Vectren Merger discussed in the prospectus supplement and accompanying base prospectus and other factors discussed in the company's SEC filings.

2018-10-01T05:00:00Z
CenterPoint Energy Services expands natural gas services in Illinois

Houston – Sept. 27, 2018 – CenterPoint Energy, Inc. (NYSE: CNP) today announced that its competitive natural gas sales and services business, CenterPoint Energy Services, has expanded its retail natural gas supply to residential customers and businesses of all sizes in Illinois. The expansion of services, which began this month, builds on CenterPoint Energy Services' established presence in Illinois where it currently serves more than 6,000 commercial and industrial customers.

"CenterPoint Energy Services has a proven track record, having served commercial and industrial customers in Illinois for more than 30 years," said Joe Vortherms, senior vice president of CenterPoint Energy Services. "We have worked hard to meet our customers' wide range of needs, giving them competitive rates and superior customer service. We are pleased to have expanded our services to residential and business customers of all sizes."

Customers in unbundled energy markets, such as Illinois, have the ability to select a natural gas supplier who then delivers the gas to them through the local utility.

"We now offer a variety of plan options to customers in the Nicor Gas, People's Gas and North Shore Gas service territories. Our plans cater to a variety of customer needs, whether it's the predictability that comes with a fixed rate or the freedom that comes with choosing a flexible natural gas plan," added Vortherms.

CenterPoint Energy Services is ranked one of the largest natural gas marketers in the nation by Natural Gas Intelligence. It is backed by more than a century of energy experience through its Fortune 500 parent company, CenterPoint Energy.

For more information regarding natural gas rates and plans, visit www.CenterPointEnergyRetail.com/ILChoice or call 1-888-549-1089.

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission and distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners owns, operates and develops natural gas and crude oil infrastructure assets. With nearly 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, please visit www.CenterPointEnergy.com.

2018-09-27T05:00:00Z
CenterPoint Energy prices concurrent upsized public offerings of $1.65 billion Common Stock and $850 million Depositary Shares representing interests in Series B Mandatory Convertible Preferred Stock

Houston – Sept. 26, 2018 – CenterPoint Energy, Inc. (NYSE: CNP) today announced the pricing of its concurrent underwritten public offerings of approximately $1,650,000,000 of shares of common stock at a price of $27.25 per share and 17,000,000 depositary shares, each representing a 1/20th interest in a share of its 7.00% Series B Mandatory Convertible Preferred Stock (Series B Preferred Stock), at a price of $50 per depositary share. Each share of Series B Preferred Stock will have a liquidation preference of $1,000 (equivalent to $50 per depositary share). In addition, CenterPoint Energy has granted the underwriters in each respective offering a 30-day option to purchase up to an additional approximately $247,500,000 of shares of common stock and up to an additional 2,550,000 depositary shares.

CenterPoint Energy intends to use the net proceeds from the common stock and depositary share offerings of approximately $1.60 billion and $0.83 billion, respectively, in each case after deducting issuance costs and discounts for the respective offerings, to finance a portion of the cash consideration payable by CenterPoint Energy in connection with its pending merger with Vectren Corporation (Vectren Merger), as well as a portion of the related fees and expenses. If for any reason the Vectren Merger is not completed, CenterPoint Energy expects to use the net proceeds from these offerings for general corporate purposes, which may include, at its sole discretion, exercising its option to redeem the Series B Preferred Stock and the corresponding depositary shares for cash, debt repayment, including repayment of commercial paper, capital expenditures, investments and repurchases of its common stock at the discretion of its board of directors. The concurrent offerings are expected to close on October 1, 2018, subject to customary closing conditions.

The common stock and the depositary share offerings are separate registered public offerings made by means of separate prospectus supplements and are not contingent on one another. In addition, neither offering is or will be contingent on the consummation of the proposed Vectren Merger.

Morgan Stanley, Goldman Sachs & Co. LLC, Citigroup and Wells Fargo Securities are acting as joint book-running managers and representatives of the underwriters of the concurrent offerings. Additionally, Barclays, Credit Suisse, Deutsche Bank Securities and J.P. Morgan are acting as joint book-running managers of the concurrent offerings.

Each depositary share entitles the holder of such depositary share, through the depository, to a proportional fractional interest in the rights and preferences of the Series B Preferred Stock, including conversion, dividend, liquidation and voting rights, subject to the terms of the deposit agreement. Unless previously converted or redeemed, each share of Series B Preferred Stock will automatically convert on or around September 1, 2021, into between 30.5820 and 36.6980 shares of CenterPoint Energy's common stock (and correspondingly, the conversion rate for each depositary share will be between 1.5291 and 1.8349 shares of CenterPoint Energy's common stock), subject to customary anti-dilution adjustments, depending on the volume-weighted average price of CenterPoint Energy's common stock over a 20 consecutive trading day averaging period prior to that date. Dividends on the Series B Preferred Stock will be payable on a cumulative basis when, as and if declared by CenterPoint Energy's board of directors, at an annual rate of 7.00% on the liquidation preference of $1,000 per share of Series B Preferred Stock (or $50 per depositary share), on each March 1, June 1, September 1 and December 1 of each year, commencing on December 1, 2018, and ending on, and including, September 1, 2021.

Each offering is being made pursuant to CenterPoint Energy's effective shelf registration statement on Form S-3, as amended, previously filed with the Securities and Exchange Commission (SEC). Each offering is being made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Copies of the prospectus supplement and accompanying base prospectus meeting such requirements related to each offering may be obtained free of charge from the SEC's website, www.sec.gov or from:

 

Morgan Stanley & Co. LLC

Attention: Prospectus Department

180 Varick St. 2nd Fl.

New York, New York 10014

 

 

Goldman Sachs & Co. LLC

Attention: Prospectus Department

200 West Street

New York, New York 10282

Telephone: 1-866-471-2526

Email: prospectus-ny@ny.email.gs.com

Citigroup

c/o Broadridge Financial Solutions

1155 Long Island Avenue

Edgewood, New York 11717

Telephone: 1-800-831-9146

 

Wells Fargo Securities, LLC

Attention: Equity Syndicate Department

375 Park Avenue

New York, New York 10152

Telephone:  1-800-326-5897

Email: cmclientsupport@wellsfargo.com

Currently, no public market exists for the depositary shares. CenterPoint Energy intends to apply to list the depositary shares on the New York Stock Exchange under the symbol CNPPRB. CenterPoint Energy's common stock is listed on the New York Stock Exchange and the Chicago Stock Exchange under the symbol CNP.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any shares of common stock, any depositary shares, any shares of Series B Preferred Stock or any other securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years.

This press release includes forward-looking statements that are not historical facts. Actual events and results may differ materially from those projected. Forward-looking statements in this press release include, but are not limited to, statements regarding expectations on the completion and timing of the proposed offerings, the use of proceeds from the proposed offerings, the anticipated conversion date of the Series B Preferred Stock, listing of the depositary shares on the New York Stock Exchange and the Vectren Merger.  Factors that could affect the company's ability to complete the proposed offerings include, but are not limited to, general market conditions, investor acceptance of the proposed offerings, the satisfaction of the conditions to the proposed offerings discussed in the prospectus supplements and accompanying base prospectuses and other factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, CenterPoint Energy's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018, and June 30, 2018, and CenterPoint Energy's other SEC filings.  Factors that could affect the company's ability to complete the Vectren Merger include, but are not limited to, the satisfaction of the conditions to the Vectren Merger discussed in the prospectus supplement and accompanying base prospectus and other factors discussed in the company's SEC filings.

2018-09-26T05:00:00Z
CenterPoint Energy announces concurrent public offerings of $1.50 billion of Common Stock and $0.75 billion of Depositary Shares representing interests in Series B Mandatory Convertible Preferred Stock

Houston – Sept. 24, 2018 – CenterPoint Energy, Inc. (NYSE: CNP) today announced the commencement of concurrent underwritten public offerings of $1,500,000,000 of shares of common stock and 15,000,000 depositary shares, each representing a 1/20th interest in a share of its Series B Mandatory Convertible Preferred Stock (Series B Preferred Stock), subject to market and other conditions. Each share of Series B Preferred Stock will have a liquidation preference of $1,000 (equivalent to $50 per depositary share). In addition, CenterPoint Energy intends to grant the underwriters in each respective offering a 30-day option to purchase up to an additional $225,000,000 of shares of common stock and up to an additional 2,250,000 depositary shares.

CenterPoint Energy intends to use the net proceeds from these offerings to finance a portion of the cash consideration in connection with its pending merger with Vectren Corporation (Vectren Merger), as well as a portion of the related fees and expenses. If for any reason the Vectren Merger is not completed, CenterPoint Energy expects to use the net proceeds from these offerings for general corporate purposes, which may include, at its sole discretion, exercising its option to redeem the Series B Preferred Stock and the corresponding depositary shares for cash, debt repayment, including repayment of commercial paper, capital expenditures, investments and repurchases of its common stock at the discretion of its board of directors.

The common stock and the depositary share offerings are separate registered public offerings made by means of separate prospectus supplements and are not contingent on one another. In addition, neither offering is or will be contingent on the consummation of the proposed Vectren Merger.

Morgan Stanley, Goldman Sachs & Co. LLC, Citigroup and Wells Fargo Securities are acting as joint book-running managers of the concurrent offerings. 

Each depositary share entitles the holder of such depositary share, through the depositary, to a proportional fractional interest in the rights and preferences of the Series B Preferred Stock, including conversion, dividend, liquidation and voting rights, subject to the terms of the deposit agreement. Unless previously converted or redeemed, each share of Series B Preferred Stock will automatically convert on or around September 1, 2021, into a number of shares of CenterPoint Energy's common stock based on the applicable conversion rate, and each depositary share will automatically convert into a number of shares of common stock equal to a proportionate fractional interest in such shares of common stock. The conversion rates, dividend rate and other terms of the Series B Preferred Stock will be determined at the time of pricing of the offering of the depositary shares.

Each offering will be made pursuant to CenterPoint Energy's effective shelf registration statement on Form S-3, as amended, previously filed with the Securities and Exchange Commission (SEC). Each offering will be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Copies of the prospectus supplement and accompanying base prospectus meeting such requirements related to each offering may be obtained free of charge from the SEC's website, www.sec.gov or from:

 

Morgan Stanley & Co. LLC

Attention: Prospectus Department

180 Varick St. 2nd Fl.

New York, New York 10014

 

Goldman Sachs & Co. LLC

Attention: Prospectus Department

200 West Street

New York, New York 10282

Telephone: 1-866-471-2526

Email: prospectus-ny@ny.email.gs.com

 

Citigroup

c/o Broadridge Financial Solutions

1155 Long Island Avenue

Edgewood, New York 11717

Telephone: 1-800-831-9146

 

 

Wells Fargo Securities, LLC

Attention: Equity Syndicate Department

375 Park Avenue

New York, New York 10152

Telephone:  1-800-326-5897

Email: cmclientsupport@wellsfargo.com

Currently, no public market exists for the depositary shares. CenterPoint Energy intends to apply to list the depositary shares on the New York Stock Exchange under the symbol CNPPRB. CenterPoint Energy's common stock is listed on the New York Stock Exchange and the Chicago Stock Exchange under the symbol CNP.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any shares of common stock, any depositary shares, any shares of Series B Preferred Stock or any other securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

CenterPoint Energy, Inc., headquartered in Houston, Texas, is a domestic energy delivery company that includes electric transmission & distribution, natural gas distribution and energy services operations. The company serves more than five million metered customers primarily in Arkansas, Louisiana, Minnesota, Mississippi, Oklahoma, and Texas. The company also owns 54.0 percent of the common units representing limited partner interests in Enable Midstream Partners, LP, a publicly traded master limited partnership it jointly controls with OGE Energy Corp. Enable Midstream Partners, LP owns, operates and develops natural gas and crude oil infrastructure assets. With more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years.

This press release includes forward-looking statements that are not historical facts. Actual events and results may differ materially from those projected. Forward-looking statements in this press release include, but are not limited to, statements regarding expectations on the granting of the options to the underwriters to purchase additional shares of common stock or depositary shares, the timing and sizing of the proposed offerings, the use of proceeds from the proposed offerings, the anticipated conversion date of the Series B Preferred Stock, listing of the depositary shares on the New York Stock Exchange and the Vectren Merger.  Factors that could affect the company's ability to complete the proposed offerings include, but are not limited to, general market conditions, investor acceptance of the proposed offerings, the satisfaction of the conditions to the proposed offerings discussed in the prospectus supplements and accompanying base prospectuses and other factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, CenterPoint Energy's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018, and June 30, 2018, and CenterPoint Energy's other SEC filings.  Factors that could affect the company's ability to complete the Vectren Merger include, but are not limited to, the satisfaction of the conditions to the Vectren Merger discussed in the prospectus supplement and accompanying base prospectus and other factors discussed in the company's SEC filings.

 

2018-09-24T05:00:00Z
CenterPoint Energy announces internal spin of Enable Midstream interests from CenterPoint Energy Resources Corp.

Houston – Sep. 4, 2018 - CenterPoint Energy, Inc. (NYSE: CNP) today reported the completion of an internal spin of its Enable Midstream Partners, LP (Enable) common units and interests in Enable's general partner, Enable GP, LLC (Enable GP), from CenterPoint Energy Resources Corp. (CERC) to CenterPoint Energy Midstream, Inc. (CNP Midstream).  The newly established CNP Midstream now holds all of CenterPoint Energy's interest in Enable and Enable GP except for CenterPoint Energy's investment in $363 million of Enable's 10% perpetual preferred securities.

CNP Midstream is a direct subsidiary of and is capitalized by CenterPoint Energy.  Legacy midstream indebtedness will be reduced at CERC by capital contributions in the near term and is expected to be reduced at the holding company by other sources by year-end.  CNP Midstream is not expected to be a separate Securities and Exchange Commission (SEC) registrant, nor is it expected to have its own public credit rating.

  • CenterPoint Energy's Enable common units and general partner interests now included in newly created subsidiary, CenterPoint Energy Midstream, Inc.
  • CenterPoint Energy Midstream, Inc. is capitalized by CenterPoint Energy, Inc.

This press release includes forward-looking statements. Actual events and results may differ materially from those projected. The statements in this press release regarding the reduction of legacy midstream debt, including the timing for such events, are not historical facts and are forward-looking statements. Factors that could cause actual events and results to differ from those indicated by the forward-looking statements include factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, CenterPoint Energy's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018 and June 30, 2018, and CenterPoint Energy's other filings with the SEC.

Risks Related to CenterPoint Energy

Important factors that could cause actual results to differ materially from those indicated by the provided forward-looking information include risks and uncertainties relating to: (1) the performance of Enable, the amount of cash distributions CenterPoint Energy receives from Enable, Enable's ability to redeem the Series A Preferred Units in certain circumstances and the value of CenterPoint Energy's interest in Enable, and factors that may have a material impact on such performance, cash distributions and value, including factors such as: (A) competitive conditions in the midstream industry, and actions taken by Enable's customers and competitors, including the extent and timing of the entry of additional competition in the markets served by Enable; (B) the timing and extent of changes in the supply of natural gas and associated commodity prices, particularly prices of natural gas and natural gas liquids (NGLs), the competitive effects of the available pipeline capacity in the regions served by Enable, and the effects of geographic and seasonal commodity price differentials, including the effects of these circumstances on re-contracting available capacity on Enable's interstate pipelines; (C) the demand for crude oil, natural gas, NGLs and transportation and storage services; (D) environmental and other governmental regulations, including the availability of drilling permits and the regulation of hydraulic fracturing; (E) recording of non-cash goodwill, long-lived asset or other than temporary impairment charges by or related to Enable; (F) changes in tax status; (G) access to debt and equity capital; and (H) the availability and prices of raw materials and services for current and future construction projects; (2) industrial, commercial and residential growth in CenterPoint Energy's service territories and changes in market demand, including the demand for CenterPoint Energy's non-rate regulated products and services and effects of energy efficiency measures and demographic patterns; (3) timely and appropriate rate actions that allow recovery of costs and a reasonable return on investment; (4) future economic conditions in regional and national markets and their effect on sales, prices and costs; (5) weather variations and other natural phenomena, including the impact of severe weather events on operations and capital; (6) state and federal legislative and regulatory actions or developments affecting various aspects of CenterPoint Energy's and Enable's businesses, including, among others, energy deregulation or re-regulation, pipeline integrity and safety and changes in regulation and legislation pertaining to trade, health care, finance and actions regarding the rates charged by our regulated businesses; (7) CenterPoint Energy's expected timing, likelihood and benefits of completion of CenterPoint Energy's pending merger with Vectren Corporation (Vectren), including the timing, receipt and terms and conditions of any required approvals by governmental and regulatory agencies that could reduce anticipated benefits or cause the parties to delay or abandon the pending transactions, as well as the ability to successfully integrate the businesses and realize anticipated benefits, the possibility that long-term financing for the pending transactions may not be put in place before the closing of the pending transactions or that financing terms may not be as expected and the risk that the credit ratings of the combined company or its subsidiaries may be different from what CenterPoint Energy expects; (8) tax legislation, including the effects of the comprehensive tax reform legislation informally referred to as the Tax Cuts and Jobs Act (which includes any potential changes to interest deductibility) and uncertainties involving state commissions' and local municipalities' regulatory requirements and determinations regarding the treatment of excess deferred income taxes and CenterPoint Energy's rates; (9) CenterPoint Energy's ability to mitigate weather impacts through normalization or rate mechanisms, and the effectiveness of such mechanisms; (10) the timing and extent of changes in commodity prices, particularly natural gas, and the effects of geographic and seasonal commodity price differentials on CenterPoint Energy and Enable; (11) actions by credit rating agencies, including any potential downgrades to credit ratings; (12) changes in interest rates and their impact on CenterPoint Energy's costs of borrowing and the valuation of its pension benefit obligation; (13) problems with regulatory approval, construction, implementation of necessary technology or other issues with respect to major capital projects that result in delays or in cost overruns that cannot be recouped in rates; (14) local, state and federal legislative and regulatory actions or developments relating to the environment, including those related to global climate change; (15) the impact of unplanned facility outages; (16) any direct or indirect effects on CenterPoint Energy's or Enable's facilities, operations and financial condition resulting from terrorism, cyber-attacks, data security breaches or other attempts to disrupt CenterPoint Energy's businesses or the businesses of third parties, or other catastrophic events such as fires, earthquakes, explosions, leaks, floods, droughts, hurricanes, pandemic health events or other occurrences; (17) CenterPoint Energy's ability to invest planned capital and the timely recovery of CenterPoint Energy's investment in capital; (18) CenterPoint Energy's ability to control operation and maintenance costs; (19) the sufficiency of CenterPoint Energy's insurance coverage, including availability, cost, coverage and terms and ability to recover claims; (20) the investment performance of CenterPoint Energy's pension and postretirement benefit plans; (21) commercial bank and financial market conditions, CenterPoint Energy's access to capital, the cost of such capital, and the results of CenterPoint Energy's financing and refinancing efforts, including availability of funds in the debt capital markets; (22) changes in rates of inflation; (23) inability of various counterparties to meet their obligations to CenterPoint Energy; (24) non-payment for CenterPoint Energy's services due to financial distress of its customers; (25) the extent and effectiveness of CenterPoint Energy's risk management and hedging activities, including but not limited to, its financial and weather hedges and commodity risk management activities; (26) timely and appropriate regulatory actions, which include actions allowing securitization, for any future hurricanes or natural disasters or other recovery of costs, including costs associated with Hurricane Harvey; (27) CenterPoint Energy's or Enable's potential business strategies and strategic initiatives, including restructurings, joint ventures and acquisitions or dispositions of assets or businesses (including a reduction of CenterPoint Energy's interests in Enable, if any, whether through CenterPoint Energy's decision to sell all or a portion of the Enable common units it owns in the public equity markets or otherwise, subject to certain limitations), which CenterPoint Energy cannot assure will be completed or will have the anticipated benefits to us or Enable; (28) acquisition and merger activities involving CenterPoint Energy or its competitors, including the ability to successfully complete merger, acquisition or divestiture plans; (29) CenterPoint Energy's or Enable's ability to recruit, effectively transition and retain management and key employees and maintain good labor relations; (30) the outcome of litigation; (31) the ability of retail electric providers (REPs), including REP affiliates of NRG Energy, Inc. (NRG) and Vistra Energy Corp., formerly known as TCEH Corp., to satisfy their obligations to CenterPoint Energy and its subsidiaries; (31) the ability of GenOn Energy, Inc. (formerly known as RRI Energy, Inc., Reliant Energy, Incorporated and Reliant Resources, Inc.), a wholly-owned subsidiary of NRG , and its subsidiaries, currently the subject of bankruptcy proceedings, to satisfy their obligations to CenterPoint Energy, including indemnity obligations; (33) changes in technology, particularly with respect to efficient battery storage or the emergence or growth of new, developing or alternative sources of generation; (34) the timing and outcome of any audits, disputes and other proceedings related to taxes; (35) the effective tax rates; (36) the effect of changes in and application of accounting standards and pronouncements; and (37) other factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, CenterPoint Energy's Quarterly Report on Form 10-Q for the quarters ended March 31, 2018 and June 30, 2018 and other reports CenterPoint Energy or its subsidiaries may file from time to time with the SEC.

Risks Related to the Merger

Important factors that could cause actual results to differ materially from those indicated by the provided forward-looking information include risks and uncertainties relating to: (1) the risk that CenterPoint Energy or Vectren may be unable to obtain governmental and regulatory approvals required for the proposed transactions, or that required governmental and regulatory approvals or agreements with other parties interested therein may delay the proposed transactions or may be subject to or impose adverse conditions or costs, (2) the occurrence of any event, change or other circumstances that could give rise to the termination of the proposed transactions or could otherwise cause the failure of the proposed transactions to close, (3) the risk that a condition to the closing of the proposed transactions or the committed financing may not be satisfied, (4) the failure to obtain, or to obtain

on favorable terms, any equity, debt or other financing necessary to complete or permanently finance the proposed transactions and the costs of such financing, (5) the outcome of any legal proceedings, regulatory proceedings or enforcement matters that may be instituted relating to the proposed transactions, (6) the receipt of an unsolicited offer from another party to acquire assets or capital stock of Vectren that could interfere with the proposed transactions, (7) the timing to consummate the proposed transactions, (8) the costs incurred to consummate the proposed transactions, (9) the possibility that the expected cost savings, synergies or other value creation from the proposed transactions will not be realized, or will not be realized within the expected time period, (10) the risk that the companies may not realize fair values from properties that may be required to be sold in connection with the merger, (11) the credit ratings of the companies following the proposed transactions, (12) disruption from the proposed transactions making it more difficult to maintain relationships with customers, employees, regulators or suppliers, and (13) the diversion of management time and attention on the proposed transactions.

 

2018-09-04T05:00:00Z

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