8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 1, 2020

_______________________________

CENTERPOINT ENERGY, INC.

(Exact name of registrant as specified in its charter)

Texas		1-31447			74-0694415
(State or other jurisdiction		(Commission File Number)			(IRS Employer
of incorporation)					Identification No.)
1111 Louisiana
Houston	Texas		77002
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code:			(713)	207-1111

_______________________________

CENTERPOINT ENERGY RESOURCES CORP.

(Exact name of registrant as specified in its charter)

Delaware		1-13265			76-0511406
(State or other jurisdiction		(Commission File Number)			(IRS Employer
of incorporation)					Identification No.)
1111 Louisiana
Houston	Texas		77002
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code:			(713)	207-1111

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Registrant	Title of each class	Trading Symbol(s)	Name of each exchange on which registered
CenterPoint Energy, Inc.	Common Stock, $0.01 par value	CNP	The New York Stock Exchange
			Chicago Stock Exchange, Inc.
CenterPoint Energy, Inc.	Depositary Shares for 1/20 of 7.00% Series B Mandatory Convertible Preferred Stock, $0.01 par value	CNP/PB	The New York Stock Exchange
CenterPoint Energy Resources Corp.	6.625% Senior Notes due 2037	n/a	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.01. Completion of Acquisition or Disposition of Assets.

On June 1, 2020, CenterPoint Energy Resources Corp., a Delaware corporation (“Seller”) and a wholly-owned subsidiary of CenterPoint Energy, Inc. (the “Company”), completed the sale of the outstanding membership interests of Symmetry Energy Solutions, LLC, a Delaware limited liability company (f/k/a CenterPoint Energy Services, Inc.) (“CES”) (the “Transaction”) to Symmetry Energy Solutions Acquisition, LLC, a Delaware limited liability company (f/k/a Athena Energy Services Buyer, LLC) (“Buyer”) for approximately $286 million in cash pursuant to the Equity Purchase Agreement, dated February 24, 2020 (the “Purchase Agreement”), by and between Seller and Buyer. The $286 million in cash includes adjustments for the estimated working capital at closing, which was lower than previously estimated due primarily to the impacts of changes in commodity prices and impacts related to the timing of close that resulted in less working capital needs at CES. Estimated working capital at closing is subject to customary post-closing review and adjustment. The closing of the sale of CES represents the disposition of substantially all of the businesses within the Company’s and Seller’s energy services reporting unit.

The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the complete text of the Purchase Agreement, which was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 24, 2020 and the terms of which are incorporated by reference herein.

Item 7.01. Regulation FD Disclosure.

On June 1, 2020, the Company issued a press release announcing the completion of the Transaction. A copy of this press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information furnished in Item 7.01 and Exhibit 99.1 are not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits.  

EXHIBIT NUMBER	EXHIBIT DESCRIPTION
99.1	Press Release issued by the Company on June 1, 2020
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CENTERPOINT ENERGY, INC.
Date: June 1, 2020	By:	/s/ Jason M. Ryan
		Jason M. Ryan
		Senior Vice President and General Counsel

	CENTERPOINT ENERGY RESOURCES CORP.
Date: June 1, 2020	By:	/s/ Jason M. Ryan
		Jason M. Ryan
		Senior Vice President and General Counsel

EX-99.1

			Exhibit 99.1
CenterPoint Communications Elizabeth Reese: 713-207-7736     Elizabeth.Reese@centerpointenergy.com	CenterPoint Investor Relations David Mordy: 713-207-6284 David.mordy@centerpointenergy.com
For Immediate Release			Page 1 of 2

CenterPoint Energy and Energy Capital Partners

Complete Sale of CenterPoint Energy Services Business

• Sale streamlines CenterPoint Energy’s operations and allows for increased focus on its core utility businesses

• Energy Capital Partners rebrands CenterPoint Energy Services to Symmetry Energy Solutions

Houston – June 1, 2020 – CenterPoint Energy, Inc. (NYSE: CNP) and Energy Capital Partners, LLC, (ECP), a private equity and credit investor specializing in energy infrastructure projects, today announced that they have closed on the sale of CenterPoint Energy Services, Inc. (CES) to an affiliate of ECP. Net proceeds of the sale will be used to repay a portion of outstanding CenterPoint Energy debt.

In connection with the closing of the transaction, CES changed its name to Symmetry Energy Solutions, LLC, (Symmetry Energy) and entered into a structured long-term Preferred Supply agreement through which Shell Energy North America (US), L.P. will provide gas supply and collateral support, as well as receive equity warrants.

“We are pleased to have completed this transaction as we continue to focus on the long-term performance of our core electric and natural gas utility businesses,” said John W. Somerhalder II, interim president and chief executive officer of CenterPoint Energy. “We appreciate CenterPoint Energy Services’ contribution to our business and feel confident that ECP is the right company to continue growing CES, now Symmetry Energy Solutions, and position it for long-term success.”

Incoming Symmetry Energy CEO Alan Dunlea said, “I am excited to lead a talented team in the next phase of Symmetry Energy’s growth, with a commitment to continue delivering innovative solutions and superior service to our broad base of customers.”

Andrew Gilbert, a partner at ECP said, “ECP looks forward to partnering with Symmetry Energy and its employees to extend the company’s long track record of reliable gas supply and customer service.”

Page 2 of 2

Headquartered in Houston, CenterPoint Energy, Inc. (NYSE: CNP) is an energy delivery company with electric transmission & distribution, power generation and natural gas distribution operations that serve more than 7 million metered customers in Arkansas, Indiana, Louisiana, Minnesota, Mississippi, Ohio, Oklahoma and Texas. CenterPoint Energy’s competitive energy businesses include energy-related services, energy efficiency and sustainability solutions, and owning and operating intrastate natural gas pipeline systems that help fund utility operations. As of March 31, 2020, the company owns approximately $33 billion in assets and also owns 53.7percent 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 9,600 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, visit CenterPointEnergy.com.

Energy Capital Partners, founded in 2005, is a North American-focused investor across both equity and credit infrastructure assets, including natural gas power generation, renewables and storage solutions, midstream, environmental infrastructure and opportunistic energy situations emphasizing the transition to clean energy while avoiding the more volatile energy subsectors like exploration and production. The ECP team, comprised of 61 people with 600 years of collective industry experience, deep expertise and extensive relationships, has consummated more than 60 transactions over the last 10 years, representing more than $45 billion of enterprise value.

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 sale, use of proceeds, future strategies and future growth. Each forward-looking statement contained in this news 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) the impact of COVID-19; (2) financial market conditions; (3) general economic conditions; (4) the timing and impact of future regulatory and legislative decisions; (5) effects of competition; (6) weather variations; (7) changes in business plans; and (8) other factors discussed in CenterPoint Energy's Annual Report on Form 10-K for the fiscal year ended December 31, 2019, CenterPoint Energy's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and other reports CenterPoint Energy or its subsidiaries may file from time to time with the Securities and Exchange Commission.

XML

Cover Page Cover Page	Jun. 01, 2020
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jun. 01, 2020
Entity Registrant Name	CENTERPOINT ENERGY INC
Entity Incorporation, State or Country Code	TX
Entity File Number	1-31447
Entity Tax Identification Number	74-0694415
Entity Address, Address Line One	1111 Louisiana
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	(713)
Local Phone Number	207-1111
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001130310
Common Stock | New York Stock Exchange
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	CNP
Security Exchange Name	NYSE
Common Stock | Chicago Stock Exchange
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	CNP
Security Exchange Name	CHX
Depositary Shares | New York Stock Exchange
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares for 1/20 of 7.00% Series B Mandatory Convertible Preferred Stock, $0.01 par value
Trading Symbol	CNP/PB
Security Exchange Name	NYSE
CenterPoint Energy Resources Corp. [Member]
Entity Information [Line Items]
Entity Registrant Name	CENTERPOINT ENERGY RESOURCES CORP.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-13265
Entity Tax Identification Number	76-0511406
Entity Address, Address Line One	1111 Louisiana
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	(713)
Local Phone Number	207-1111
Entity Central Index Key	0001042773
CenterPoint Energy Resources Corp. [Member] | 6.625% Senior Notes due 2037 [Member] | New York Stock Exchange
Entity Information [Line Items]
Title of 12(b) Security	6.625% Senior Notes due 2037
Trading Symbol	n/a
Security Exchange Name	NYSE