CenterPoint Energy to begin pipe replacement projects in Pascagoula

Pascagoula – March 1, 2019 – CenterPoint Energy will begin replacing more than 8,210 feet of gas pipe in the Twin Oaks area this spring as part of a larger effort to inspect and replace approximately 10 miles of gas main within the City of Pascagoula over the next three years. CenterPoint Energy acquired the city's gas system as of January 1.                               

"We are surveying gas pipes throughout the city, with plans to replace up to six miles of pipe within the next 12 months, "said Jason Fabre, district director for CenterPoint Energy. "This will help ensure the safety and reliability of the gas system for our customers."               

The company has been using leading gas leak detection technology called Picarro to survey the current gas system. The technology is 1,000 times more sensitive than traditional leak detection technology and will help in identifying areas of the gas system that need to be repaired and replaced.  

Recently, the company surveyed the gas facilities serving Singing River Island, a portion of which crosses the Pascagoula River, and approximately 10% of the Pascagoula natural gas system.                                                                                       

"We want to thank Pascagoula Mayor Dane Maxwell and the city council for their continued support," said Fabre. "It has been essential in our progress to serve the city of Pascagoula."

2019-03-01T06:00:00Z
CenterPoint Energy reports full-year 2018 earnings of $0.74 per diluted share; $1.60 earnings per diluted share on a guidance basis, excluding impacts associated with the merger

Houston – Feb. 28, 2019 - CenterPoint Energy, Inc. (NYSE: CNP) today reported full-year income available to common shareholders of $333 million, or $0.74 per diluted share, compared with $1,792 million, or $4.13 per diluted share in 2017.

On a guidance basis, full-year 2018 earnings were $1.60 per diluted share, excluding impacts associated with the Vectren merger (the merger). Full-year 2017 earnings, on a guidance basis, were $1.37 per diluted share, excluding a one-time tax benefit of $1,113 million related to the Tax Cuts and Jobs Act (TCJA) federal income tax rate reduction.

Fourth quarter 2018 earnings were $0.18 per diluted share, compared to $2.99 per diluted share for the fourth quarter of 2017. On a guidance basis, fourth quarter 2018 earnings were $0.36 per diluted share, excluding impacts associated with the merger. Excluding the TCJA tax benefit, on a guidance basis, fourth quarter 2017 earnings were $0.33 per diluted share.

“I am very pleased with our 2018 results as they represent another solid year of meeting the financial goals we set,” said Scott M. Prochazka, president and chief executive officer of CenterPoint Energy. “Our recently completed merger expands our utility businesses to eight states, provides opportunities to leverage and expand our competitive energy businesses across a larger U.S. footprint, and gives us greater confidence in putting forward long-term financial targets.”

Business Segments

Electric Transmission & Distribution

The electric transmission & distribution segment reported full-year 2018 operating income of $623 million, consisting of $568 million from the regulated electric transmission and distribution utility operations (TDU) and $55 million related to securitization bonds. Operating income for 2017 was $636 million, consisting of $561 million from the TDU and $75 million related to securitization bonds.

Operating income for the TDU benefited primarily from rate relief, customer growth and higher equity return related to the annual true-up of transition charges. These benefits were partially offset by higher operation and maintenance expenses, lower revenues reflecting the lower federal corporate income tax rate due to the TCJA, and higher depreciation and amortization expense.

The retrospective adoption of the accounting standard for compensation-retirement benefits (ASU 2017-07) resulted in an increase to TDU operating income and a corresponding decrease to other income of $26 million for 2017.

Natural Gas Distribution

The natural gas distribution segment reported full-year 2018 operating income of $266 million, compared with $348 million in 2017.

Full-year 2018 operating income for natural gas distribution improved primarily as a result of rate relief and customer growth. These increases were more than offset by lower revenues reflecting the lower federal corporate income tax rate due to the TCJA, higher operation and maintenance expenses and higher depreciation and amortization expense.

The retrospective adoption of ASU 2017-07 resulted in an increase to natural gas distribution operating income and a corresponding decrease to other income of $20 million for 2017.

Energy Services

The energy services segment reported a full-year operating loss of $47 million, which included a mark-to-market loss of $110 million, compared with operating income of $126 million for 2017, which included a mark-to-market gain of $79 million. Excluding mark-to-market adjustments, operating income was $63 million in 2018 compared to $47 million in 2017. Operating income increased primarily due to improved margin and volumes. This increase was partially offset by higher operation and maintenance expenses primarily associated with growth.

Midstream Investments

The midstream investments segment reported full-year 2018 equity income of $307 million, compared with $265 million in 2017.

Other Operations

The other operations segment reported an operating loss of $11 million for full-year 2018, compared with operating income of $26 million in 2017. This decrease is primarily due to merger-related costs.

Earnings Outlook

  • 2018 - 2023 target of 5 - 7% compound annual guidance basis EPS growth, using $1.60 as the starting EPS
  • 2019 guidance basis EPS range of $1.60 - $1.70, excluding certain impacts associated with the merger:
    • Integration and transaction-related fees and expenses, including severance and other costs to achieve anticipated cost savings as a result of the merger
    • Merger financing impacts in January, prior to the completion of the merger, due to the issuance of debt and equity securities to fund the merger that resulted in higher net interest expense and higher common stock share count
    • 2020 guidance basis EPS range of $1.75 - $1.90

Both the 2019 and 2020 guidance ranges consider operations performance to date and assumptions for certain significant variables that may impact earnings, such as customer growth (approximately 2% for electric operations and 1% for natural gas distribution) and usage including normal weather, throughput, commodity prices, recovery of capital invested through rate cases and other rate filings, effective tax rates, financing activities and related interest rates, and regulatory and judicial proceedings as well as the volume of work contracted in our infrastructure services business. The ranges also consider anticipated cost savings as a result of the merger and the estimated cost and timing of technology integration projects. The 2019 guidance range assumes Enable Midstream Partners, LP’s (Enable) 2019 guidance range for net income attributable to common units of $435 - $505 million, provided on Enable’s 4th quarter earnings call on February 19, 2019. The 2020 guidance range utilizes a range of CenterPoint Energy scenarios for Enable’s 2020 net income attributable to common units.

In providing this guidance, CenterPoint Energy uses a non-GAAP measure of adjusted diluted earnings per share that does not consider other potential impacts, such as changes in accounting standards or unusual items, including those from Enable, earnings or losses from the change in the value of the ZENS securities and the related stocks, or the timing effects of mark-to-market accounting in the company’s Energy Services business, which, along with the certain excluded impacts associated with the merger, could have a material impact on GAAP reported results for the applicable guidance period. CenterPoint Energy is unable to present a quantitative reconciliation of forward looking adjusted diluted earnings per share because changes in the value of ZENS and related securities and mark-to-market gains or losses resulting from the company’s Energy Services business are not estimable as they are highly variable and difficult to predict due to various factors outside of management’s control.

Filing of Form 10-K for CenterPoint Energy, Inc.

Today, CenterPoint Energy, Inc. filed with the Securities and Exchange Commission (SEC) its Annual Report on Form 10-K for the fiscal year ended December 31, 2018. A copy of that report is available on the company’s website, under the Investors section. Other filings the company makes with the SEC and certain documents relating to its corporate governance can also be found under the Investors section.

Webcast of Earnings Conference Call

CenterPoint Energy’s management will host an earnings conference call on Thursday, February 28, 2019, at 9:00 a.m. Central time/10:00 a.m. Eastern time. Interested parties may listen to a live audio broadcast of the conference call on the company’s website under the Investors section. A replay of the call can be accessed approximately two hours after the completion of the call and will be archived on the website for at least one year.

Headquartered in Houston, Texas, CenterPoint Energy, Inc. is an energy delivery company with regulated utility businesses in eight states and a competitive energy businesses footprint in nearly 40 states. Through its electric transmission & distribution, power generation and natural gas distribution businesses, the company serves more than 7 million metered customers in Arkansas, Indiana, Louisiana, Minnesota, Mississippi, Ohio, Oklahoma and Texas. CenterPoint Energy's competitive energy businesses include natural gas marketing and energy-related services; energy efficiency, sustainability and infrastructure modernization solutions; and construction and repair services for pipeline systems, primarily natural gas. 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 that owns, operates and develops strategically located natural gas and crude oil infrastructure assets. With approximately 14,000 employees and nearly $30 billion in assets, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, visit CenterPointEnergy.com.


This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based upon assumptions of management which are believed to be reasonable at the time made and are subject to significant risks and uncertainties. Actual events and results may differ materially from those expressed or implied by these forward-looking statements. Any statements in this news release regarding future earnings, and future financial performance and results of operations, including, but not limited to earnings guidance, targeted dividend growth rate and any other statements that are not historical facts are forward-looking statements. Each forward-looking statement contained in this news release speaks only as of the date of this release.

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 Midstream Partners, LP (Enable), the amount of cash distributions CenterPoint Energy receives from Enable, Enable’s ability to redeem the Enable 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 goodwill, long-lived asset or other than temporary impairment charges by or related to Enable; (F) changes in tax status; and (G) access to debt and equity capital; (2) CenterPoint Energy’s expected benefits of the merger with Vectren Corporation (Vectren) and integration, including the outcome of shareholder litigation filed against Vectren that could reduce anticipated benefits of the merger, as well as the ability to successfully integrate the Vectren businesses and realize anticipated benefits and the risk that the credit ratings of the combined company or its subsidiaries may be different from what CenterPoint Energy expects; (3) industrial, commercial and residential growth in CenterPoint Energy’s service territories and changes in market demand, including the demand for CenterPoint Energy’s non-utility products and services and effects of energy efficiency measures and demographic patterns; (4) timely and appropriate rate actions that allow recovery of costs and a reasonable return on investment, including Houston Electric’s anticipated rate case in 2019, the outcome of which may not result in expected rates or recovery of costs; (5) future economic conditions in regional and national markets and their effect on sales, prices and costs; (6) weather variations and other natural phenomena, including the impact of severe weather events on operations and capital; (7) 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; (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; (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) the availability and prices of raw materials and services and changes in labor for current and future construction projects; (15) local, state and federal legislative and regulatory actions or developments relating to the environment, including those related to global climate change; (16) the impact of unplanned facility outages; (17) 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; (18) CenterPoint Energy’s ability to invest planned capital and the timely recovery of CenterPoint Energy’s investments; (19) CenterPoint Energy’s ability to control operation and maintenance costs; (20) the sufficiency of CenterPoint Energy’s insurance coverage, including availability, cost, coverage and terms and ability to recover claims; (21) the investment performance of CenterPoint Energy’s pension and postretirement benefit plans; (22) 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; (23) changes in rates of inflation; (24) inability of various counterparties to meet their obligations to CenterPoint Energy; (25) non-payment for CenterPoint Energy’s services due to financial distress of its customers; (26) the extent and effectiveness of CenterPoint Energy’s and Enable’s risk management and hedging activities, including but not limited to, financial and weather hedges and commodity risk management activities; (27) 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; (28) 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 a portion of the Enable common units it owns in the public equity markets or otherwise, subject to certain limitations), which CenterPoint Energy and Enable cannot assure will be completed or will have the anticipated benefits to CenterPoint Energy or Enable; (29) acquisition and merger activities involving CenterPoint Energy or its competitors, including the ability to successfully complete merger, acquisition and divestiture plans; (30) CenterPoint Energy’s or Enable’s ability to recruit, effectively transition and retain management and key employees and maintain good labor relations; (31) the outcome of litigation; (32) the ability of retail electric providers (REPs), including REP affiliates of NRG Energy, Inc. and Vistra Energy Corp., formerly known as TCEH Corp., to satisfy their obligations to CenterPoint Energy and its subsidiaries; (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, 2018 and other reports CenterPoint Energy or its subsidiaries may file from time to time with the Securities and Exchange Commission.

Use of Non-GAAP Financial Measures by CenterPoint Energy in Providing Guidance

In addition to presenting its financial results in accordance with generally accepted accounting principles (GAAP), including presentation of income available to common shareholders and diluted earnings per share, CenterPoint Energy also provides guidance based on adjusted income and adjusted diluted earnings per share, which are non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s historical or future financial performance that excludes or includes amounts that are not normally excluded or included in the most directly comparable GAAP financial measure. CenterPoint Energy’s adjusted income and adjusted diluted earnings per share calculation excludes from income available to common shareholders and diluted earnings per share, respectively, the impact of ZENS and related securities and mark-to-market gains or losses resulting from the company’s Energy Services business. CenterPoint Energy’s guidance for 2019 also does not reflect certain impacts associated with the Vectren merger, which are integration and transaction-related fees and expenses, including severance and other costs to achieve anticipated cost savings as a result of the merger and merger financing impacts in January, prior to the completion of the merger due to the issuance of debt and equity securities to fund the merger that resulted in higher net interest expense and higher common stock share count. CenterPoint Energy is unable to present a quantitative reconciliation of forward looking adjusted net income and adjusted diluted earnings per share because changes in the value of ZENS and related securities and mark-to-market gains or losses resulting from the company’s Energy Services business are not estimable as they are highly variable and difficult to predict due to various factors outside of management’s control. These excluded items, along with the excluded impacts associated with the merger, could have a material impact on GAAP reported results for the applicable guidance period.

Management evaluates the company’s financial performance in part based on adjusted income and adjusted diluted earnings per share. Management believes that presenting these non-GAAP financial measures enhances an investor’s understanding of CenterPoint Energy’s overall financial performance by providing them with an additional meaningful and relevant comparison of current and anticipated future results across periods. The adjustments made in these non-GAAP financial measures exclude items that Management believes does not most accurately reflect the company’s fundamental business performance. These excluded items are reflected in the reconciliation tables of this news release, where applicable. CenterPoint Energy’s adjusted income and adjusted diluted earnings per share non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, income available to common shareholders and diluted earnings per share, which respectively are the most directly comparable GAAP financial measures. These non-GAAP financial measures also may be different than non-GAAP financial measures used by other companies.

2019-02-28T06:00:00Z
Snow accumulation can block vents and freeze natural gas meters

Minneapolis – Feb. 27, 2019 – CenterPoint Energy would like to remind the public of important safety tips, which also help to prevent service interruption and ensure proper meter operation.

Snow and ice accumulation on or near the natural gas meter set and/ or on the roof above a meter can lead to potentially dangerous conditions, including natural gas buildup in homes and businesses and service disruptions. 

Knowing how the gas meter operates and recognizing these warning signs can help prevent potential problems:

  • Regulators are designed to maintain a constant pressure, ensure safe delivery of natural gas and vent natural gas safely to the atmosphere.
  • Accumulations of snow and ice on the meter set can also cause the regulator to malfunction by blocking the vent and freezing the regulator, which can potentially lead to natural gas venting inside the home rather than outside. 
  • Thawing snow or ice dams from rooftops above the meter should be kept clear to prevent ice from encasing the meter or chunks of ice falling on the meter causing potential damage.

Additionally, customers should maintain a path clear of snow or debris to provide easy access to the natural gas meter.

CenterPoint Energy would also like to remind the public of important winter natural gas safety tips:

  • Do not deposit snow piles on or near the meter.
  • Do not use a snow blower or shovel near the meter or attempt to remove ice from the meter yourself. You can use a broom to keep the snow cleared around and on top of the meter and piping.
  • Call 1-800-296-9815 if there is ice on the meter or one or more of the following conditions exist:
    • Meter is located below a downspout
    • Overhang or eave does not fully extend over the meter
    • Meter is located below a roof valley without a gutter
    • Meter is located below an exterior water spout

If you suspect a natural gas leak, leave the area immediately on foot and tell others to do the same.

  • Do not start or drive your car into or near a gas leak or vapor cloud
  • Do not use electric switches, telephones (including cell phones), or anything that could cause a spark
  • Once safely away from the area, call the CenterPoint Energy emergency gas leak hot line at 1-800-296-9815 and 911 to report the location and description of the leak and CenterPoint Energy will dispatch a trained service technician immediately

For more natural gas safety tips, visit the company's website at CenterPointEnergy.com/BeSafe.



2019-02-27T06:00:00Z
CenterPoint Energy Services named number one Natural Gas Marketer in North America by Mastio & Company

Houston – Feb. 27, 2019 – CenterPoint Energy Services (CES) has been ranked as the number one major Natural Gas Marketer in Mastio & Company's recent Natural Gas Marketer Customer Value/Loyalty Benchmarking Study.

"We are honored to receive this recognition," said Joe Vortherms, CenterPoint Energy's Competitive Energy Businesses lead. "Our number one ranking is a testament to our employees and their commitment to providing safe and dependable services to our customers."

CES is a leading provider of a wide range of competitive energy services to meet the unique needs of customers across the United States. CES delivers reliable natural gas and energy services to natural gas utilities, large industrials and municipalities, as well as to other large-volume market segments.
 
In its 22nd edition report, Mastio analyzed customers' responses to determine their perceptions about the best supplier based on the company's prices and the benefits it offers. CES ranked highest in several categories, including reliability of natural gas supply, speed of contract negotiations and the sales team's knowledge.

The 2018 findings were based on interviews with more than 500 natural gas customers. The analysis also included approximately 2,400 responses to five open-ended questions regarding suppliers. The data was gathered through telephone interviews with key decision makers from August through November 2018.


2019-02-27T06:00:00Z
CenterPoint Energy and Vectren complete merger

Houston and Evansville, Ind. – Feb. 1, 2019 – CenterPoint Energy, Inc. (NYSE: CNP) and Vectren Corporation (NYSE: VVC) today announced the successful completion of their merger. The combined company, which is named CenterPoint Energy and headquartered in Houston, has regulated electric and natural gas utility businesses in eight states that serve more than 7 million metered customers and a competitive energy businesses' footprint in nearly 40 states.

"Today, we come together as one company. With a greater level of business operations, resources and capabilities, we plan to execute a unified business strategy focused on the safe and reliable delivery of electricity, natural gas and energy-related services," said Scott M. Prochazka, president and chief executive officer of CenterPoint Energy. "It is a time of transformation for our industry, and I believe CenterPoint Energy will be well positioned to deliver traditional energy services with innovative solutions that meet customers' evolving needs and expectations."

With the merger, CenterPoint Energy has assets totaling approximately $29 billion, an enterprise value of $27 billion and approximately 14,000 employees. CenterPoint Energy's businesses include:

  • Electric utility business CenterPoint Energy maintains the wires, poles and electric infrastructure serving 2.4 million metered customers in the greater Houston area and 145,000 customers in Indiana. The company also owns and operates nearly 1,300 megawatts of power generation capacity in Indiana. CenterPoint Energy's Texas electric utility business is headquartered in Houston and its Indiana electric utility business is headquartered in Evansville, Ind.
  • Natural gas utility business – CenterPoint Energy sells and delivers natural gas to 4.5 million homes and businesses in eight states: Arkansas, Indiana, Louisiana, Minnesota, Mississippi, Ohio, Oklahoma and Texas, including the high-growth areas of Houston and Minneapolis. The company's natural gas utility business is headquartered in Evansville.
  • Competitive energy businesses – CenterPoint Energy's competitive energy businesses include: natural gas marketing and energy-related services; energy efficiency, sustainability and infrastructure modernization solutions; and construction and repair services for pipeline systems, primarily natural gas. The company's competitive energy businesses are led from Houston.

CenterPoint Energy will continue to trade under the ticker symbol "CNP" on the New York Stock Exchange (NYSE) and the Chicago Stock Exchange.

Under the terms of the merger agreement, which was announced on April 23, 2018, Vectren shareholders will receive $72.00, along with a prorated dividend of $0.41145, in cash for each share of Vectren common stock owned as of the close of business on Feb. 1, 2019. Additionally, Vectren common stock, which previously traded under the ticker symbol "VVC," has ceased trading on and was delisted from the NYSE effective today.

"I look forward to watching the newly combined company thrive in this evolving industry," said Carl Chapman, outgoing Vectren chairman, president and chief executive officer. "CenterPoint Energy was the right partner for Vectren and I am confident this merger will have a positive impact on all stakeholders. I sincerely thank the employees and shareholders who have been part of the Vectren journey."

A CenterPoint Energy fact sheet can be found here.

 

CenterPoint Energy

Headquartered in Houston, Texas, CenterPoint Energy, Inc. is an energy delivery company with regulated utility businesses in eight states and a competitive energy businesses footprint in nearly 40 states. Through its electric transmission & distribution, power generation and natural gas distribution businesses, the company serves more than 7 million metered customers primarily in Arkansas, Indiana, Louisiana, Minnesota, Mississippi, Ohio, Oklahoma and Texas. CenterPoint Energy's competitive energy businesses include natural gas marketing and energy-related services; energy efficiency, sustainability and infrastructure modernization solutions; and construction and repair services for pipeline systems, primarily natural gas. 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 that owns, operates and develops strategically located natural gas and crude oil infrastructure assets. With approximately 14,000 employees and nearly $29 billion in assets, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, visit CenterPointEnergy.com.

Forward-Looking Statement

The statements in this press release contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact included in this press release are forward-looking statements made in good faith by us and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.  When used in this press release, the words "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "goal," "intend," "may," "objective," "plan," "potential," "predict," "projection," "should," "target," "will" or other similar words are intended to identify forward-looking statements. These forward-looking statements are based upon assumptions of management which are believed to be reasonable at the time made and are subject to significant risks and uncertainties. Actual events and results may differ materially from those expressed or implied by these forward-looking statements. Forward-looking statements include, but are not limited to, statements relating to benefits of the merger, integration plans and expected synergies and anticipated future financial measures and operating performance and results, including estimates for growth and other matters affecting future operations. Each forward-looking statement contained in this press release speaks only as of the date of this release. 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) difficulties that may arise in successfully integrating the businesses of CenterPoint Energy and Vectren, which may result in the combined company not operating as efficiently and effectively as anticipated; (2) the ability of the combined company to achieve expected cost savings and synergies or it taking longer than expected for those savings and synergies to materialize; (3) potential unexpected costs or unexpected liabilities associated with the merger; (4) potential differences in the actual credit ratings of CenterPoint Energy, Vectren or their subsidiaries from the companies' anticipated ratings; (5) future regulatory or legislative actions that could adversely affect the combined company; (6) other economic, business or competitive factors that could adversely affect the combined company and (7) 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, June 30, 2018 and September 30, 2018 and other reports CenterPoint Energy or its subsidiaries may file from time to time with the Securities and Exchange Commission.

 

 

2019-02-01T06:00:00Z
CenterPoint Energy Announces Intent to Voluntarily Delist Outstanding Vectren Utility Holdings Notes from NYSE

Houston – Feb. 1, 2019 – CenterPoint Energy, Inc. (NYSE: CNP) today announced that Vectren Utility Holdings, Inc. (VUHI), a wholly owned subsidiary of CenterPoint Energy, has notified the New York Stock Exchange (NYSE) of its intention to voluntarily delist VUHI's 6.10% Senior Notes due December 1, 2035 (NYSE: VVC.HB) (the "Notes") from the NYSE.  VUHI also intends to terminate the registration of the Notes and the related guarantees, and the reporting obligations of VUHI with respect to the Notes and guarantees, under the Securities Exchange Act of 1934, as amended (the "Exchange Act").

VUHI plans to file a Notification of Removal from Listing on Form 25 with the Securities and Exchange Commission (SEC) on or about February 11, 2019, and the listing of the Notes on the NYSE will terminate 10 days after the Form 25 is filed. 

CenterPoint Energy and VUHI's decision to withdraw the Notes from listing on the NYSE and to terminate registration of the Notes under the Exchange Act was based on their determination that, in light of CenterPoint Energy's merger with Vectren Corporation, the administrative costs and burdens associated with maintaining the listing of the Notes on the NYSE and the registration of the Notes under the Exchange Act exceed the benefits given the small number of holders of the Notes.

After the delisting and deregistration of the Notes, the Notes will remain outstanding and the holders of the Notes will continue to interact and receive their respective principal and interest payments through the trustee, U.S. Bank National Association. VUHI has not arranged for the listing or registration of the Notes on another national securities exchange or for the quotation of the Notes in a quotation medium.

CenterPoint Energy

Headquartered in Houston, Texas, CenterPoint Energy, Inc. is an energy delivery company with regulated utility businesses in eight states and a competitive energy businesses footprint in nearly 40 states. Through its electric transmission & distribution, power generation and natural gas distribution businesses, the company serves more than 7 million metered customers primarily in Arkansas, Indiana, Louisiana, Minnesota, Mississippi, Ohio, Oklahoma and Texas. CenterPoint Energy's competitive energy businesses include natural gas marketing and energy-related services; energy efficiency, sustainability and infrastructure modernization solutions; and construction and repair services for pipeline systems, primarily natural gas. 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 that owns, operates and develops strategically located natural gas and crude oil infrastructure assets. With nearly 14,000 employees and nearly $29 billion in assets, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, visit CenterPointEnergy.com.

Forward-Looking Statement

The statements in this press release contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact included in this press release are forward-looking statements made in good faith by us and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.  When used in this press release, the words "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "goal," "intend," "may," "objective," "plan," "potential," "predict," "projection," "should," "target," "will" or other similar words are intended to identify forward-looking statements. These forward-looking statements are based upon assumptions of management which are believed to be reasonable at the time made and are subject to significant risks and uncertainties. Actual events and results may differ materially from those expressed or implied by these forward-looking statements. Forward-looking statements include, but are not limited to, statements relating to the termination of registration of the Notes, the related guarantees and the reporting obligations of VUHI with respect to the Notes and guarantees and the termination of listing of the Notes on the NYSE. Each forward-looking statement contained in this press release speaks only as of the date of this release. Important factors that could cause actual results to differ materially from those indicated by the provided forward-looking information include risks and uncertainties 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, June 30, 2018 and September 30, 2018 and other reports CenterPoint Energy or its subsidiaries may file from time to time with the Securities and Exchange Commission.

For more information contact

Media:

John Sousa

Phone 713.207.1111

Investors:

Dave Mordy

Phone 713.207.6500

2019-02-01T06:00:00Z
CenterPoint Energy’s Minnesota Foodservice and Home Energy Squad energy efficiency programs receive national honor

Minneapolis – Jan. 25, 2019 – In a national review, CenterPoint Energy's Minnesota Foodservice and Home Energy Squad programs were selected to receive Exemplary Program awards by the American Council for an Energy-Efficient Economy (ACEEE), based on their innovation and effectiveness in helping customers achieve greater levels of energy efficiency.

"These programs are delivering energy savings that help customers reduce their costs and maintain comfortable, durable, safe homes and productive businesses. They also make an important environmental contribution by reducing pollution from the use of fossil fuels," said Rachel Gold, ACEEE's Utilities Program senior manager.

CenterPoint Energy's programs were identified by ACEEE among 53 outstanding programs profiled in the full report.

Minnesota Foodservice program

CenterPoint Energy's Minnesota Foodservice program offers energy efficiency rebates and access to the company's Foodservice Learning Center to commercial, large-volume cooking customers, as well as foodservice trade allies.

"Many foodservice customers do not have the ability to test new, high-efficiency natural gas foodservice equipment prior to purchasing it," said Todd Berreman, director of Energy Efficiency for CenterPoint Energy. "CenterPoint Energy's complimentary Foodservice Learning Center presents an opportunity for end-use customers to learn via hands-on and lecture style training about the benefits of high-efficiency equipment."

This program has a long-standing history of promoting efficient natural gas foodservice equipment to all market segments in the company's Minnesota service territory. As the foodservice industry grows and evolves, CenterPoint Energy has led the way in foodservice, promoting energy efficiencies where possible, saving customers as they invest for today and tomorrow.

"Our Foodservice Learning Center, conveniently located near downtown Minneapolis, is one of only a handful of centers of its kind in the country," added Berreman.

Home Energy Squad

Home Energy Squad (HES) is a comprehensive energy efficiency program for residential customers of CenterPoint Energy and Xcel Energy. It is jointly administered by the companies, and implemented by the Center for Energy and Environment (CEE).

"HES is a successful example of a utility collaboration to achieve whole-house gas and electric energy savings for a wide range of customers and income levels," said Berreman.

HES provides a suite of home-visit options, including energy audits (including blower door test and infrared scan), direct installation of energy-efficient measures, and additional engagement services designed to help participants move forward with energy efficiency opportunities identified in the audit.

The program generates immediate savings through direct install services, and drives additional savings by providing an easy channel for customers to move forward with home insulation upgrades and other related services. This customer support, engagement and convenience in a "one-stop" design has cost-effectively increased implementation of recommended upgrades.

2019-01-25T06:00:00Z
CenterPoint Energy and Vectren merger receives final order from the Indiana Utility Regulatory Commission

Houston and Evansville, Ind. - Jan. 16, 2019 - CenterPoint Energy, Inc. (NYSE: CNP) and Vectren Corporation (NYSE: VVC) today announced that they have received a final order from the Indiana Utility Regulatory Commission (IURC). The order concludes the IURC's proceeding on the pending merger. Subject to the satisfaction or waiver of the remaining order with the Public Utilities Commission of Ohio (PUCO), the merger is expected to close in the first quarter of 2019.

"We appreciate the Indiana Utility Regulatory Commission's thorough review of our pending merger," said CenterPoint Energy President and Chief Executive Officer Scott M. Prochazka. "The final order marks a key milestone in creating a combined company that will be well positioned to meet our customers' energy delivery needs through a combination of traditional and innovative solutions."

Under a merger agreement announced in April 2018, the combined company, which will be named CenterPoint Energy and headquartered in Houston, is expected to have regulated electric and natural gas utility businesses in eight states that serve more than 7 million metered customers and a competitive energy businesses footprint in nearly 40 states. The combined company will also have approximately 14,000 employees with assets totaling approximately $29 billion and an enterprise value of $27 billion.

The IURC's final order satisfies one of the two remaining conditions for the closing of the transaction. The pending merger has already received Vectren shareholder approval and approvals from the Federal Energy Regulatory Commission and Federal Communications Commission. It has also cleared the Hart-Scott-Rodino waiting period. The remaining condition is the issuance of an order by the PUCO in response to the companies' joint informational filing with respect to the merger. 

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, 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 more than 8,000 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, go to www.CenterPointEnergy.com.

 

About Vectren Corporation

Vectren Corporation is an energy holding company headquartered in Evansville, Ind. Vectren's energy delivery subsidiaries provide gas and/or electricity to more than 1 million customers in

adjoining service territories that cover nearly two-thirds of Indiana and about 20 percent of Ohio,

primarily in the west central area. Vectren's nonutility subsidiaries and affiliates currently offer energy-related products and services to customers throughout the U.S. These include infrastructure services and energy services. To learn more about Vectren, visit www.vectren.com.

Forward-Looking Statement

The statements in this press release contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact included in this press release are forward-looking statements made in good faith by us and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.  When used in this press release, the words "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "goal," "intend," "may," "objective," "plan," "potential," "predict," "projection," "should," "target," "will" or other similar words are intended to identify forward-looking statements.  Forward-looking statements include, but are not limited to, statements relating to: (1) CenterPoint Energy's proposed acquisition of Vectren, (2) regulatory approval, (3) the completion of the proposed transactions, (4) benefits of the proposed transactions, (5) the expected timing of completion of the transactions and (6) anticipated future financial information.  

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 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, (2) the risk that a condition to the closing of the proposed transactions or the committed financing may not be satisfied, (3) the outcome of any legal proceedings, regulatory proceedings or enforcement matters that may be instituted relating to the proposed transactions, (4) the receipt of an unsolicited offer from another party to acquire assets or capital stock of Vectren that could interfere with the proposed transactions, (5) the timing to consummate the proposed transactions, (6) the costs incurred to consummate the proposed transactions, (7) 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, (8) the risk that the companies may not realize fair values from properties that may be required to be sold in connection with the merger, (9) the credit ratings of the companies following the proposed transactions, (10) disruption from the proposed transactions making it more difficult to maintain relationships with customers, employees, regulators or suppliers and (11) the diversion of management time and attention on the proposed transactions.

Risks Related to CenterPoint Energy

Important factors related to CenterPoint Energy, its affiliates, and its and their operations 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 Midstream Partners, LP (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 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) tax reform and legislation, including the effects of the comprehensive tax reform legislation informally referred to as the TCJA and uncertainties involving state commissions' and local municipalities' regulatory requirements and determinations regarding the treatment of excess deferred taxes and CenterPoint Energy's rates; (8) CenterPoint Energy's ability to mitigate weather impacts through normalization or rate mechanisms, and the effectiveness of such mechanisms; (9) the timing and extent of changes in commodity prices, particularly natural gas, and the effects of geographic and seasonal commodity price differentials; (10) 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; (11) local, state and federal legislative and regulatory actions or developments relating to the environment, including those related to global climate change; (12) the impact of unplanned facility outages; (13) any direct or indirect effects on CenterPoint Energy'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; (14) CenterPoint Energy's ability to invest planned capital and the timely recovery of CenterPoint Energy's investment in capital; (15) CenterPoint Energy's ability to control operation and maintenance costs; (16) actions by credit rating agencies; (17) the sufficiency of CenterPoint Energy's insurance coverage, including availability, cost, coverage and terms; (18) the investment performance of CenterPoint Energy's pension and postretirement benefit plans; (19) 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; (20) changes in interest rates and their impact on CenterPoint Energy's costs of borrowing and the valuation of its pension benefit obligation; (21) changes in rates of inflation; (22) inability of various counterparties to meet their obligations to CenterPoint Energy; (23) non-payment for CenterPoint Energy's services due to financial distress of its customers; (24) the extent and effectiveness of CenterPoint Energy's risk management and hedging activities, including, but not limited to, its financial and weather hedges; (25) timely and appropriate regulatory actions allowing securitization for any future hurricanes or natural disasters or other recovery of costs, including costs associated with Hurricane Harvey; (26) 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, whether through its 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 it or Enable; (27) acquisition and merger activities involving CenterPoint Energy or its competitors; (28) CenterPoint Energy's or Enable's ability to recruit, effectively transition and retain management and key employees and maintain good labor relations; (29) the ability of GenOn Energy, Inc. (formerly known as RRI Energy, Inc., Reliant Energy and RRI), a wholly-owned subsidiary of NRG Energy, Inc. (NRG), and its subsidiaries, which completed its reorganization and emerged from Chapter 11 in December 2018, to satisfy their obligations to CenterPoint Energy, including indemnity obligations; (30) the outcome of litigation; (31) the ability of retail electric providers (REPs), including REP affiliates of NRG and Vistra Energy Corp., formerly known as TCEH Corp., to satisfy their obligations to CenterPoint Energy and its subsidiaries; (32) changes in technology, particularly with respect to efficient battery storage or the emergence or growth of new, developing or alternative sources of generation; (33) the timing and outcome of any audits, disputes and other proceedings related to taxes; (34) the effective tax rates; and (35) the effect of changes in and application of accounting standards and pronouncements.

Risks Related to Vectren

Important factors related to Vectren, its affiliates, and its and their operations that could cause actual results to differ materially from those indicated by the provided forward-looking information include risks and uncertainties relating to:

(1) factors affecting utility operations such as unfavorable or unusual weather conditions; catastrophic weather-related damage; unusual maintenance or repairs; unanticipated changes to coal and natural gas costs; unanticipated changes to gas transportation and storage costs, or availability due to higher demand, shortages, transportation problems or other developments; environmental or pipeline incidents; transmission or distribution incidents; unanticipated changes to electric energy supply costs, or availability due to demand, shortages, transmission problems or other developments; or electric transmission or gas pipeline system constraints, (2) new or proposed legislation, litigation and government regulation or other actions, such as changes in, rescission of or additions to tax laws or rates, pipeline safety regulation and environmental laws and regulations, including laws governing air emissions, carbon, waste water discharges and the handling and disposal of coal combustion residuals that could impact the continued operation, and/or cost recovery of generation plant costs and related assets; compliance with respect to these regulations could substantially change the operation and nature of Vectren's utility operations, (3) catastrophic events such as fires, earthquakes, explosions, floods, ice storms, tornadoes, terrorist acts, physical attacks, cyber attacks, or other similar occurrences could adversely affect Vectren's facilities, operations, financial condition, results of operations, and reputation, (4) approval and timely recovery of new capital investments related to the electric generation transition plan, including timely approval to build and own generation, ability to meet capacity requirements, ability to procure resources needed to build new generation at a reasonable cost, ability to appropriately estimate costs of new generation, the effects of construction delays and cost overruns, ability to fully recover the investments made in retiring portions of the current generation fleet, scarcity of resources and labor, and workforce retention, development and training, (5) increased competition in the energy industry, including the effects of industry restructuring, unbundling, and other sources of energy, (6) regulatory factors such as uncertainty surrounding the composition of state regulatory commissions, adverse regulatory changes, unanticipated changes in rate-setting policies or procedures, recovery of investments and costs made under regulation, interpretation of regulatory-related legislation by the Indiana Utility Regulatory Commission and/or Public Utilities Commission of Ohio and appellate courts that review decisions issued by the agencies, and the frequency and timing of rate increases, (7) financial, regulatory or accounting principles or policies imposed by the Financial Accounting Standards Board; the SEC; the Federal Energy Regulatory Commission; state public utility commissions; state entities which regulate electric and natural gas transmission and distribution, natural gas gathering and processing, electric power supply; and similar entities with regulatory oversight, (8) economic conditions including the effects of inflation, commodity prices, and monetary fluctuations, (9) economic conditions, including increased potential for lower levels of economic activity; uncertainty regarding energy prices and the capital and commodity markets; volatile changes in the demand for natural gas, electricity, and other nonutility products and services; economic impacts of changes in business strategy on both gas and electric large customers; lower residential and commercial customer counts; variance from normal population growth and changes in customer mix; higher operating expenses; and reductions in the value of investments, (10) volatile natural gas and coal commodity prices and the potential impact on customer consumption, uncollectible accounts expense, unaccounted for gas and interest expense, (11) volatile oil prices and the potential impact on customer consumption and price of other fuel commodities, (12) direct or indirect effects on Vectren's business, financial condition, liquidity and results of operations resulting from changes in credit ratings, changes in interest rates, and/or changes in market perceptions of the utility industry and other energy-related industries, (13) the performance of projects undertaken by Vectren's nonutility businesses and the success of efforts to realize value from, invest in and develop new opportunities, including but not limited to, Vectren Infrastructure Services Company, Vectren Energy Services Company, and remaining ProLiance Holdings, LLC assets, (14) factors affecting Infrastructure Services, including the level of success in bidding contracts; fluctuations in volume and mix of contracted work; mix of projects received under blanket contracts; unanticipated cost increases in completion of the contracted work; funding requirements associated with multiemployer pension and benefit plans; changes in legislation and regulations impacting the industries in which the customers served operate; the effects of weather; failure to properly estimate the cost to construct projects; the ability to attract and retain qualified employees in a fast growing market where skills are critical; cancellation and/or reductions in the scope of projects by customers; credit worthiness of customers; ability to obtain materials and equipment required to perform services; and changing market conditions, including changes in the market prices of oil and natural gas that would affect the demand for infrastructure construction, (15) factors affecting Energy Services, including unanticipated cost increases in completion of the contracted work; changes in legislation and regulations impacting the industries in which the customers served operate; changes in economic influences impacting customers served; failure to properly estimate the cost to construct projects; risks associated with projects owned or operated; failure to appropriately design, construct, or operate projects; the ability to attract and retain qualified employees; cancellation and/or reductions in the scope of projects by customers; changes in the timing of being awarded projects; credit worthiness of customers; lower energy prices negatively impacting the economics of performance contracting business; and changing market conditions, (16) employee or contractor workforce factors including changes in key executives, collective bargaining agreements with union employees, aging workforce issues, work stoppages, or pandemic illness, (17) risks associated with material business transactions such as acquisitions and divestitures, including, without limitation, legal and regulatory delays; the related time and costs of implementing such transactions; integrating operations as part of these transactions; and possible failures to achieve expected gains, revenue growth and/or expense savings from such transactions, and (18) costs, fines, penalties and other effects of legal and administrative proceedings, settlements, investigations, claims, including, but not limited to, such matters involving compliance with federal and state laws and interpretations of these laws.

The foregoing list of factors is not all-inclusive because it is not possible to predict all factors, and any and all differences between the  risk factors under the headings "Risks Related to CenterPoint Energy" or "Risks Related to Vectren," except where context dictates otherwise, are not intended to be, and should not be read as, a representation, warranty, statement, affirmation or acknowledgement of any kind by CenterPoint Energy, Vectren or their respective affiliates that  any risk factors present under one heading, but absent under the other, are not potential risk factors for CenterPoint Energy or Vectren, or their respective affiliates, as applicable. Furthermore, it may not be possible to assess the impact of any such factor on CenterPoint Energy's or Vectren's respective businesses or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement.  Additional risks and uncertainties will be discussed in other materials that CenterPoint Energy and Vectren will file with the SEC in connection with the proposed transactions. Other risk factors are detailed from time to time in CenterPoint Energy's and Vectren's annual reports on Form 10-K and quarterly reports on Form 10-Q filed with the SEC, but any specific factors that may be provided should not be construed as exhaustive.  Each forward-looking statement speaks only as of the date of the particular statement. While we believe these forward-looking statements to be reasonable, there can be no assurance that they will approximate actual experience or that the expectations derived from them will be realized. Further, we undertake no obligation to update or revise any of our forward-looking statements whether as a result of new information, future events or otherwise.

 

2019-01-16T06:00:00Z
Keep your family safe and healthy by preventing carbon monoxide exposure

Minneapolis – Dec. 13, 2018 Carbon monoxide (CO) exposure incidents increase during the winter months and CO is often called the silent killer.  It is a colorless, odorless, tasteless gas that when inhaled, enters the blood stream preventing proper absorption of oxygen, leading to illness and even death.  According to the National Fire Incident Reporting System, municipal fire departments across the country respond to more than 60,000 CO incidents each year.

"Natural gas furnaces provide heating to thousands of Minnesotans safely and efficiently; however, home heating and cooking equipment that burn fuel inadequately can be sources of dangerous levels of carbon monoxide.  Additionally, poorly maintained fuel-burning equipment and appliances can cause fuels to burn incompletely and accumulate," said Dean Headlee, pipeline safety manager of Gas Operations for CenterPoint Energy.  "There is an even greater risk of exposer if you don't have an adequate CO alarm. It's important to check your CO alarms as they may be expired and need replaced."

Important safety tips about how to recognize the symptoms of and avoid CO exposure:

  • Flu-like symptoms including headaches, nausea, fatigue, confusion and dizziness that disappear when a person breathes fresh air.
  • Unusually high indoor humidity with persistent heavy condensation on walls and windows and soot or water collecting near a burner or vent can be an indication of CO.
  • Stuffy, stale or noticeably poor indoor air quality.
  • If you suspect CO exposure, leave the area immediately taking your pets with you and tell others to do the same. Once you are safely away from the area, call 911 to report the suspected CO incident.

Treatment for CO exposure is fresh air or oxygen. Severe exposure requires medical attention. Do not return to your home or building until the source of the problem is discovered and corrected.  To prevent CO build up:

  • As required by Minnesota law, purchase a CO detection device with an audible alarm and digital display and install it no more than 10 feet from each sleeping quarter.
  • Never operate an automobile, lawn mower or any combustion engine, barbecue grill or similar equipment in an enclosed area such as your home, garage, tent, fish house, trailer or place of business, even with the door open. Any pollutants in the air from the garage, such as a car engine running, can travel into the structure and CO can accumulate.
  • Fuel-burning appliances and combustible engines all produce CO that can reach dangerous levels if improperly operated or maintained.   Have fuel-burning equipment regularly checked by a qualified technician according to manufacturer's recommendation.

  • Never leave a fire smoldering in a fireplace.

  • Equipment that uses natural gas should produce a clear blue flame. A yellow or orange flame may indicate a qualified technician should check for a potential problem with the equipment.

  • Provide adequate combustion air for all your appliances.

  • Keep vents, fresh air intakes and chimneys clear of debris or other obstructions to vent to outdoors and check for vent pipes that have gaps, leaks, and spaces or are rusted through.

  • Never attempt to heat a room with a range, oven or clothes dryer

For more information about natural gas safety, visit CenterPointEnergy.com/BeSafe or call 612-372-4727 or 1-800-245-2377.

 

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.

2018-12-13T06:00:00Z
CenterPoint Energy announces executive leadership team for combined company following close of pending Vectren merger

Houston – Dec. 3, 2018 – CenterPoint Energy, Inc. (NYSE: CNP) today announced the executive team that will lead the combined company following the close of the pending merger with Vectren Corporation (NYSE: VVC), which is expected in the first quarter of 2019.

As previously announced, at the closing of the merger CenterPoint Energy President and Chief Executive Officer Scott M. Prochazka will be appointed to the same role for the combined company. The combined company will be named CenterPoint Energy, headquartered in Houston and execute a unified business strategy focused on the safe and reliable delivery of electricity, natural gas and related services to customers.

"This talented and experienced group of leaders is uniquely qualified to drive value for our shareholders, customers, employees and communities, while enhancing growth opportunities for our businesses," said CenterPoint Energy President and Chief Executive Officer Scott M. Prochazka. "I look forward to working alongside this team to further advance our vision to lead the nation in delivering energy, service and value."

The following leaders will be members of the company's executive leadership team, reporting to Prochazka as of the close of the transaction. Unless otherwise noted, the leaders will be based in Houston.

Tracy Bridge, currently CenterPoint Energy's executive vice president and president, Electric Division, will lead the company's Texas electric utility business. He will be responsible for electric transmission, distribution, electric engineering and power delivery solutions in the greater Houston area. Bridge will also oversee the company's technology operations and enterprise-wide safety and training programs.

Lynnae K. Wilson, currently Vectren's vice president, Energy Delivery, will lead the company's Indiana electric utility business. She will be responsible for power generation operations and construction, transmission and distribution operations, electric engineering, Midwest Independent System Operator (MISO) and wholesale power marketing, key account management, and integrated resource planning. Wilson will be based in Evansville, Ind.

Scott E. Doyle, currently CenterPoint Energy's senior vice president, Natural Gas Distribution, will lead the company's natural gas utility business. He will be responsible for the company's eight-state natural gas operations utility footprint, natural gas supply, natural gas engineering, and operations support. In addition, Doyle will oversee the enterprise customer organization, including utility sales and marketing. He will be based in Evansville, Ind.

Joseph (Joe) J. Vortherms, currently senior vice president of CenterPoint Energy Services, will lead the company's competitive businesses, including natural gas supply and sales, commercial development and marketing, and Vectren's Miller Pipeline, Minnesota Limited and Energy Systems Group.

Dana O'Brien, currently CenterPoint Energy's senior vice president and general counsel, will lead the company's legal organization. She will be responsible for regulatory and government affairs, corporate and securities, litigation, audit, corporate responsibility, the corporate secretary role, and ethics, compliance and privacy. O'Brien will also have oversight of environmental and claims.

Sue Ortenstone, currently CenterPoint Energy's senior vice president and chief human resources officer, will lead the company's human resources organization. She will have responsibility for talent, compensation and benefits, labor relations, and enterprise communications and community relations. Ortenstone will also have oversight of facilities and security, as well as the charitable foundation.

Kenneth (Kenny) Mercado, currently CenterPoint Energy's integration officer, will serve as the company's integration lead. He will lead the company's integration implementation, including process improvement, change leadership, the technology integration management office, and strategic sourcing and purchasing.

The company also announced that William (Bill) D. Rogers, currently CenterPoint Energy's executive vice president and chief financial officer, plans to retire for personal and family reasons. He will remain in his current role through the first quarter of 2019 to help ensure a seamless closing of the pending merger and transition to his successor.

"I want to thank Bill for his invaluable contributions and commitment to CenterPoint Energy," said Prochazka. "He has been a valued member of the executive leadership team and played an instrumental role in driving our strategy to advance functional excellence within the finance organization and grow our businesses as we strive to better serve our customers' needs. Bill also played a key role in our pending merger with Vectren. Thanks to Bill's leadership and dedication, CenterPoint Energy is well positioned for the future."

In preparation for the completion of the merger, CenterPoint Energy and Vectren continue to work on integration planning. Until the close of the transaction, CenterPoint Energy and Vectren will operate as two separate companies under their current leadership structures.

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, 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 more than 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.

Forward-Looking Statement

The statements in this press release contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact included in this press release are forward-looking statements made in good faith by us and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.  When used in this press release, the words "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "goal," "intend," "may," "objective," "plan," "potential," "predict," "projection," "should," "target," "will" or other similar words are intended to identify forward-looking statements.  Forward-looking statements include, but are not limited to, statements relating to: (1) CenterPoint Energy's proposed acquisition of Vectren, (2) CenterPoint Energy's post-merger leadership team and timing of any leadership changes and (3) the completion and expected timing of completion of the proposed transactions.

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 regulatory approvals required for the proposed transactions, or that required 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 outcome of any legal proceedings, regulatory proceedings or enforcement matters that may be instituted relating to the proposed transactions, (5) the receipt of an unsolicited offer from another party to acquire assets or capital stock of Vectren that could interfere with the proposed transactions, (6) the timing to consummate the proposed transactions, (7) the costs incurred to consummate the proposed transactions, (8) 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, (9) the risk that the companies may not realize fair values from properties that may be required to be sold in connection with the merger, (10) the credit ratings of the companies following the proposed transactions, (11) disruption from the proposed transactions making it more difficult to maintain relationships with customers, employees, regulators or suppliers, and (12) the diversion of management time and attention on the proposed transactions.

Risks Related to CenterPoint Energy

Important factors related to CenterPoint Energy, its affiliates, and its and their operations 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 Midstream Partners, LP (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 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) tax reform and legislation, including the effects of the comprehensive tax reform legislation informally referred to as the TCJA and uncertainties involving state commissions' and local municipalities' regulatory requirements and determinations regarding the treatment of excess deferred taxes and CenterPoint Energy's rates; (8) CenterPoint Energy's ability to mitigate weather impacts through normalization or rate mechanisms, and the effectiveness of such mechanisms; (9) the timing and extent of changes in commodity prices, particularly natural gas, and the effects of geographic and seasonal commodity price differentials; (10) 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; (11) local, state and federal legislative and regulatory actions or developments relating to the environment, including those related to global climate change; (12) the impact of unplanned facility outages; (13) any direct or indirect effects on CenterPoint Energy'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; (14) CenterPoint Energy's ability to invest planned capital and the timely recovery of CenterPoint Energy's investment in capital; (15) CenterPoint Energy's ability to control operation and maintenance costs; (16) actions by credit rating agencies; (17) the sufficiency of CenterPoint Energy's insurance coverage, including availability, cost, coverage and terms; (18) the investment performance of CenterPoint Energy's pension and postretirement benefit plans; (19) 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; (20) changes in interest rates and their impact on CenterPoint Energy's costs of borrowing and the valuation of its pension benefit obligation; (21) changes in rates of inflation; (22) inability of various counterparties to meet their obligations to CenterPoint Energy; (23) non-payment for CenterPoint Energy's services due to financial distress of its customers; (24) the extent and effectiveness of CenterPoint Energy's risk management and hedging activities, including, but not limited to, its financial and weather hedges; (25) timely and appropriate regulatory actions allowing securitization for any future hurricanes or natural disasters or other recovery of costs, including costs associated with Hurricane Harvey; (26) 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, whether through its 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 it or Enable; (27) acquisition and merger activities involving CenterPoint Energy or its competitors; (28) CenterPoint Energy's or Enable's ability to recruit, effectively transition and retain management and key employees and maintain good labor relations; (29) the ability of GenOn Energy, Inc. (formerly known as RRI Energy, Inc., Reliant Energy and RRI), a wholly-owned subsidiary of NRG Energy, Inc. (NRG), and its subsidiaries, currently the subject of bankruptcy proceedings, to satisfy their obligations to CenterPoint Energy, including indemnity obligations; (30) the outcome of litigation; (31) the ability of retail electric providers (REPs), including REP affiliates of NRG and Vistra Energy Corp., formerly known as TCEH Corp., to satisfy their obligations to CenterPoint Energy and its subsidiaries; (32) changes in technology, particularly with respect to efficient battery storage or the emergence or growth of new, developing or alternative sources of generation; (33) the timing and outcome of any audits, disputes and other proceedings related to taxes; (34) the effective tax rates; and (35) the effect of changes in and application of accounting standards and pronouncements.

Risks Related to Vectren

Important factors related to Vectren, its affiliates, and its and their operations that could cause actual results to differ materially from those indicated by the provided forward-looking information include risks and uncertainties relating to: (1) factors affecting utility operations such as unfavorable or unusual weather conditions; catastrophic weather-related damage; unusual maintenance or repairs; unanticipated changes to coal and natural gas costs; unanticipated changes to gas transportation and storage costs, or availability due to higher demand, shortages, transportation problems or other developments; environmental or pipeline incidents; transmission or distribution incidents; unanticipated changes to electric energy supply costs, or availability due to demand, shortages, transmission problems or other developments; or electric transmission or gas pipeline system constraints, (2) new or proposed legislation, litigation and government regulation or other actions, such as changes in, rescission of or additions to tax laws or rates, pipeline safety regulation and environmental laws and regulations, including laws governing air emissions, carbon, waste water discharges and the handling and disposal of coal combustion residuals that could impact the continued operation, and/or cost recovery of generation plant costs and related assets; compliance with respect to these regulations could substantially change the operation and nature of Vectren's utility operations, (3) catastrophic events such as fires, earthquakes, explosions, floods, ice storms, tornadoes, terrorist acts, physical attacks, cyber attacks, or other similar occurrences could adversely affect Vectren's facilities, operations, financial condition, results of operations, and reputation, (4) approval and timely recovery of new capital investments related to the electric generation transition plan, including timely approval to build and own generation, ability to meet capacity requirements, ability to procure resources needed to build new generation at a reasonable cost, ability to appropriately estimate costs of new generation, the effects of construction delays and cost overruns, ability to fully recover the investments made in retiring portions of the current generation fleet, scarcity of resources and labor, and workforce retention, development and training, (5) increased competition in the energy industry, including the effects of industry restructuring, unbundling, and other sources of energy, (6) regulatory factors such as uncertainty surrounding the composition of state regulatory commissions, adverse regulatory changes, unanticipated changes in rate-setting policies or procedures, recovery of investments and costs made under regulation, interpretation of regulatory-related legislation by the Indiana Utility Regulatory Commission and/or Public Utilities Commission of Ohio and appellate courts that review decisions issued by the agencies, and the frequency and timing of rate increases, (7) financial, regulatory or accounting principles or policies imposed by the Financial Accounting Standards Board; the SEC; the Federal Energy Regulatory Commission; state public utility commissions; state entities which regulate electric and natural gas transmission and distribution, natural gas gathering and processing, electric power supply; and similar entities with regulatory oversight, (8) economic conditions including the effects of inflation, commodity prices, and monetary fluctuations, (9) economic conditions, including increased potential for lower levels of economic activity; uncertainty regarding energy prices and the capital and commodity markets; volatile changes in the demand for natural gas, electricity, and other nonutility products and services; economic impacts of changes in business strategy on both gas and electric large customers; lower residential and commercial customer counts; variance from normal population growth and changes in customer mix; higher operating expenses; and reductions in the value of investments, (10) volatile natural gas and coal commodity prices and the potential impact on customer consumption, uncollectible accounts expense, unaccounted for gas and interest expense, (11) volatile oil prices and the potential impact on customer consumption and price of other fuel commodities, (12) direct or indirect effects on Vectren's business, financial condition, liquidity and results of operations resulting from changes in credit ratings, changes in interest rates, and/or changes in market perceptions of the utility industry and other energy-related industries, (13) the performance of projects undertaken by Vectren's nonutility businesses and the success of efforts to realize value from, invest in and develop new opportunities, including but not limited to, Vectren Infrastructure Services Company, Vectren Energy Services Company, and remaining ProLiance Holdings, LLC assets, (14) factors affecting Infrastructure Services, including the level of success in bidding contracts; fluctuations in volume and mix of contracted work; mix of projects received under blanket contracts; unanticipated cost increases in completion of the contracted work; funding requirements associated with multiemployer pension and benefit plans; changes in legislation and regulations impacting the industries in which the customers served operate; the effects of weather; failure to properly estimate the cost to construct projects; the ability to attract and retain qualified employees in a fast growing market where skills are critical; cancellation and/or reductions in the scope of projects by customers; credit worthiness of customers; ability to obtain materials and equipment required to perform services; and changing market conditions, including changes in the market prices of oil and natural gas that would affect the demand for infrastructure construction, (15) factors affecting Energy Services, including unanticipated cost increases in completion of the contracted work; changes in legislation and regulations impacting the industries in which the customers served operate; changes in economic influences impacting customers served; failure to properly estimate the cost to construct projects; risks associated with projects owned or operated; failure to appropriately design, construct, or operate projects; the ability to attract and retain qualified employees; cancellation and/or reductions in the scope of projects by customers; changes in the timing of being awarded projects; credit worthiness of customers; lower energy prices negatively impacting the economics of performance contracting business; and changing market conditions, (16) employee or contractor workforce factors including changes in key executives, collective bargaining agreements with union employees, aging workforce issues, work stoppages, or pandemic illness, (17) risks associated with material business transactions such as acquisitions and divestitures, including, without limitation, legal and regulatory delays; the related time and costs of implementing such transactions; integrating operations as part of these transactions; and possible failures to achieve expected gains, revenue growth and/or expense savings from such transactions, and (18) costs, fines, penalties and other effects of legal and administrative proceedings, settlements, investigations, claims, including, but not limited to, such matters involving compliance with federal and state laws and interpretations of these laws.

The foregoing list of factors is not all-inclusive because it is not possible to predict all factors, and any and all differences between the  risk factors under the headings "Risks Related to CenterPoint Energy" or "Risks Related to Vectren," except where context dictates otherwise, are not intended to be, and should not be read as, a representation, warranty, statement, affirmation or acknowledgement of any kind by CenterPoint Energy, Vectren or their respective affiliates that  any risk factors present under one heading, but absent under the other, are not potential risk factors for CenterPoint Energy or Vectren, or their respective affiliates, as applicable. Furthermore, it may not be possible to assess the impact of any such factor on CenterPoint Energy's or Vectren's respective businesses or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement.  Additional risks and uncertainties will be discussed in other materials that CenterPoint Energy and Vectren will file with the SEC in connection with the proposed transactions. Other risk factors are detailed from time to time in CenterPoint Energy's and Vectren's annual reports on Form 10-K and quarterly reports on Form 10-Q filed with the SEC, but any specific factors that may be provided should not be construed as exhaustive.  Each forward-looking statement speaks only as of the date of the particular statement. While we believe these forward-looking statements to be reasonable, there can be no assurance that they will approximate actual experience or that the expectations derived from them will be realized. Further, we undertake no obligation to update or revise any of our forward-looking statements whether as a result of new information, future events or otherwise.

2018-12-03T06:00:00Z

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