Mergers, Acquisitions and Dispositions Disclosures

HELD FOR SALE AND DISPOSITIONS (Entergy Corporation, Entergy Louisiana, and Entergy New Orleans)

Natural Gas Distribution Businesses

As discussed in Note 14 to the financial statements in the Form 10-K, on October 28, 2023, Entergy New Orleans and Entergy Louisiana each entered into separate purchase and sale agreements with respect to the sale of their respective regulated natural gas local distribution company businesses to two separate affiliates of Bernhard Capital Partners Management LP. Under the purchase and sale agreements, Entergy New Orleans agreed to sell its regulated natural gas local distribution company business that serves customers in the Parish of Orleans, Louisiana, and Entergy Louisiana agreed to sell its regulated natural gas local distribution company business that serves customers in the Parish of East Baton Rouge, Louisiana. The Entergy New Orleans and Entergy Louisiana natural gas distribution businesses are reflected in Entergy’s Utility reportable segment and in the respective single reportable segment for each of Entergy New Orleans and Entergy Louisiana through June 30, 2025.

Required regulatory approval was received from the LPSC and the City Council in August 2024 and December 2024, respectively. In February 2025 the Metropolitan Council of the Parish of East Baton Rouge approved the proposed sale of the Entergy Louisiana natural gas distribution business and also approved the assignment of the parish franchise from Entergy Louisiana to Delta Capital Gas Company, LLC (a Bernhard Capital Partners Management LP affiliate).

The transactions had two phases: (1) an “Initial Phase” prior to regulatory approvals in connection with both transactions; and (2) a “Second Phase” following regulatory approvals in connection with both transactions to the extent that certain conditions were satisfied or, where permissible, waived for both transactions. As described above, the transactions received all required regulatory approvals, and the Second Phase commenced on March 5, 2025.

The Entergy Louisiana and Entergy New Orleans natural gas distribution businesses first met the criteria to be classified as held for sale in the quarter ended December 31, 2024. Neither Entergy Louisiana nor Entergy New Orleans recognized any write downs of the natural gas distribution business assets as a result of their classification as held for sale. The assets and liabilities of the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses classified as held for sale on Entergy’s, Entergy Louisiana’s, and Entergy New Orleans’s consolidated balance sheets as of December 31, 2024 included the following amounts:


	December 31, 2024
	Entergy	Entergy Louisiana	Entergy New Orleans
	(In Thousands)
Deferred fuel	$5,608	$727	$4,881
Fuel inventory - at average cost	4,493	702	3,791
Materials and supplies	5,451	1,045	4,406
Prepayments and other	22	—	22
Total current assets held for sale	$15,574	$2,474	$13,100
Property, plant, and equipment - natural gas	$679,502	$303,193	$376,309
Construction work in progress	2,959	1,085	1,874
Less - accumulated depreciation and amortization	(276,388)	(139,556)	(136,832)
Other regulatory assets	35,381	8,947	23,682
Goodwill (a)	6,474	—	—
Pension and other postretirement assets	14,663	—	19,499
Other	206	—	206
Total non-current assets held for sale	$462,797	$173,669	$284,738
Accounts payable	$702	$702	$—
Customer deposits	6,214	1,984	4,230
Taxes accrued	13	13	—
Other	1,401	589	812
Total current liabilities held for sale (b)	$8,330	$3,288	$5,042
Regulatory liability for income taxes - net	$31,575	$4,981	$26,594
Other regulatory liabilities	1,611	1,214	397
Pension and other postretirement liabilities	3,976	4,525	1,197
Other	3,844	1,194	2,650
Total non-current liabilities held for sale (c)	$41,006	$11,914	$30,838

(a) Goodwill was allocated to the natural gas distribution business based on its relative fair value compared to the retained portion of the reporting unit.

(b) Included within other current liabilities on the respective consolidated balance sheets.

(c) Included within other non-current liabilities on the respective consolidated balance sheets.

Entergy Louisiana and Entergy New Orleans continued to recognize depreciation on the natural gas distribution businesses assets through June 30, 2025 since they received revenues through utility customer rates through the closing of the transaction, and because the final purchase price for the natural gas distribution businesses was adjusted by an amount equal to that depreciation, among other adjustments.

The pre-tax income for the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses, excluding interest and corporate allocations, included in Entergy’s, Entergy Louisiana’s, and Entergy New Orleans’s consolidated income statements for the three and nine months ended September 30, 2025 and 2024 is as follows:


	Three Months Ended		Nine Months Ended
	2025	2024	2025	2024
	(In Thousands)		(In Thousands)

Entergy	$—	$7,344	$31,500	$34,803

Entergy Louisiana	$—	$3,110	$12,047	$15,968

Entergy New Orleans	$—	$4,234	$19,453	$18,835

On July 1, 2025, Entergy Louisiana and Entergy New Orleans completed the sale of their natural gas distribution businesses. The base purchase price paid by the buyer of the Entergy Louisiana natural gas distribution business upon closing was $203 million, and the base purchase price paid by the buyer of the Entergy New Orleans natural gas distribution business upon closing was $288 million. In third quarter 2025, Entergy Louisiana, Entergy New Orleans, and Entergy recognized gains of $17 million ($13 million net-of-tax), $7 million ($5 million net-of-tax), and $17 million ($11 million net-of-tax), respectively, in connection with the completion of the sale of the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses. The gains recognized by Entergy Louisiana, Entergy New Orleans, and Entergy were net of $15 million, $18 million, and $33 million, respectively, in transaction costs, and Entergy’s gain also included the derecognition of $7 million of goodwill attributed to the businesses sold following the completion of the sale. In third quarter 2025, Entergy New Orleans and Entergy deferred $4 million of their respective gains recognized as a result of the sale of the Entergy New Orleans natural gas distribution business as a regulatory liability. The regulatory liability will be amortized over three years beginning September 2026, as the $4 million is credited to customers, as required by the City Council. The gains resulting from the sale of the natural gas distribution businesses for Entergy, Entergy Louisiana, and Entergy New Orleans are included within other operation and maintenance expenses on the respective consolidated income statements. The purchase price for each natural gas distribution business is subject to an additional true-up related to the value of assets and liabilities transferred, which may result in subsequent adjustments to the gains recognized in third quarter 2025. Additionally in third quarter 2025, as a result of the sale, Entergy New Orleans recorded a write-off of $13 million of natural gas plant assets that were not included in the sale to Delta New Orleans Gas Company, LLC, and which will not be recovered. Entergy Louisiana did not recognize any write downs of natural gas distribution business assets as a result of the sale. See Note 10 to the financial statements herein for discussion of the tax accounting effects of the sale.

Mergers, Acquisitions and Dispositions Disclosures

HELD FOR SALE AND DISPOSITIONS (Entergy Corporation, Entergy Louisiana, and Entergy New Orleans)

Natural Gas Distribution Businesses

As discussed in Note 14 to the financial statements in the Form 10-K, on October 28, 2023, Entergy New Orleans and Entergy Louisiana each entered into separate purchase and sale agreements with respect to the sale of their respective regulated natural gas local distribution company businesses to two separate affiliates of Bernhard Capital Partners Management LP. Under the purchase and sale agreements, Entergy New Orleans agreed to sell its regulated natural gas local distribution company business that serves customers in the Parish of Orleans, Louisiana, and Entergy Louisiana agreed to sell its regulated natural gas local distribution company business that serves customers in the Parish of East Baton Rouge, Louisiana. The Entergy New Orleans and Entergy Louisiana natural gas distribution businesses are reflected in Entergy’s Utility reportable segment and in the respective single reportable segment for each of Entergy New Orleans and Entergy Louisiana through June 30, 2025.

Required regulatory approval was received from the LPSC and the City Council in August 2024 and December 2024, respectively. In February 2025 the Metropolitan Council of the Parish of East Baton Rouge approved the proposed sale of the Entergy Louisiana natural gas distribution business and also approved the assignment of the parish franchise from Entergy Louisiana to Delta Capital Gas Company, LLC (a Bernhard Capital Partners Management LP affiliate).

The transactions had two phases: (1) an “Initial Phase” prior to regulatory approvals in connection with both transactions; and (2) a “Second Phase” following regulatory approvals in connection with both transactions to the extent that certain conditions were satisfied or, where permissible, waived for both transactions. As described above, the transactions received all required regulatory approvals, and the Second Phase commenced on March 5, 2025.

The Entergy Louisiana and Entergy New Orleans natural gas distribution businesses first met the criteria to be classified as held for sale in the quarter ended December 31, 2024. Neither Entergy Louisiana nor Entergy New Orleans recognized any write downs of the natural gas distribution business assets as a result of their classification as held for sale. The assets and liabilities of the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses classified as held for sale on Entergy’s, Entergy Louisiana’s, and Entergy New Orleans’s consolidated balance sheets as of December 31, 2024 included the following amounts:


	December 31, 2024
	Entergy	Entergy Louisiana	Entergy New Orleans
	(In Thousands)
Deferred fuel	$5,608	$727	$4,881
Fuel inventory - at average cost	4,493	702	3,791
Materials and supplies	5,451	1,045	4,406
Prepayments and other	22	—	22
Total current assets held for sale	$15,574	$2,474	$13,100
Property, plant, and equipment - natural gas	$679,502	$303,193	$376,309
Construction work in progress	2,959	1,085	1,874
Less - accumulated depreciation and amortization	(276,388)	(139,556)	(136,832)
Other regulatory assets	35,381	8,947	23,682
Goodwill (a)	6,474	—	—
Pension and other postretirement assets	14,663	—	19,499
Other	206	—	206
Total non-current assets held for sale	$462,797	$173,669	$284,738
Accounts payable	$702	$702	$—
Customer deposits	6,214	1,984	4,230
Taxes accrued	13	13	—
Other	1,401	589	812
Total current liabilities held for sale (b)	$8,330	$3,288	$5,042
Regulatory liability for income taxes - net	$31,575	$4,981	$26,594
Other regulatory liabilities	1,611	1,214	397
Pension and other postretirement liabilities	3,976	4,525	1,197
Other	3,844	1,194	2,650
Total non-current liabilities held for sale (c)	$41,006	$11,914	$30,838

(a) Goodwill was allocated to the natural gas distribution business based on its relative fair value compared to the retained portion of the reporting unit.

(b) Included within other current liabilities on the respective consolidated balance sheets.

(c) Included within other non-current liabilities on the respective consolidated balance sheets.

Entergy Louisiana and Entergy New Orleans continued to recognize depreciation on the natural gas distribution businesses assets through June 30, 2025 since they received revenues through utility customer rates through the closing of the transaction, and because the final purchase price for the natural gas distribution businesses was adjusted by an amount equal to that depreciation, among other adjustments.

The pre-tax income for the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses, excluding interest and corporate allocations, included in Entergy’s, Entergy Louisiana’s, and Entergy New Orleans’s consolidated income statements for the three and nine months ended September 30, 2025 and 2024 is as follows:


	Three Months Ended		Nine Months Ended
	2025	2024	2025	2024
	(In Thousands)		(In Thousands)

Entergy	$—	$7,344	$31,500	$34,803

Entergy Louisiana	$—	$3,110	$12,047	$15,968

Entergy New Orleans	$—	$4,234	$19,453	$18,835

On July 1, 2025, Entergy Louisiana and Entergy New Orleans completed the sale of their natural gas distribution businesses. The base purchase price paid by the buyer of the Entergy Louisiana natural gas distribution business upon closing was $203 million, and the base purchase price paid by the buyer of the Entergy New Orleans natural gas distribution business upon closing was $288 million. In third quarter 2025, Entergy Louisiana, Entergy New Orleans, and Entergy recognized gains of $17 million ($13 million net-of-tax), $7 million ($5 million net-of-tax), and $17 million ($11 million net-of-tax), respectively, in connection with the completion of the sale of the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses. The gains recognized by Entergy Louisiana, Entergy New Orleans, and Entergy were net of $15 million, $18 million, and $33 million, respectively, in transaction costs, and Entergy’s gain also included the derecognition of $7 million of goodwill attributed to the businesses sold following the completion of the sale. In third quarter 2025, Entergy New Orleans and Entergy deferred $4 million of their respective gains recognized as a result of the sale of the Entergy New Orleans natural gas distribution business as a regulatory liability. The regulatory liability will be amortized over three years beginning September 2026, as the $4 million is credited to customers, as required by the City Council. The gains resulting from the sale of the natural gas distribution businesses for Entergy, Entergy Louisiana, and Entergy New Orleans are included within other operation and maintenance expenses on the respective consolidated income statements. The purchase price for each natural gas distribution business is subject to an additional true-up related to the value of assets and liabilities transferred, which may result in subsequent adjustments to the gains recognized in third quarter 2025. Additionally in third quarter 2025, as a result of the sale, Entergy New Orleans recorded a write-off of $13 million of natural gas plant assets that were not included in the sale to Delta New Orleans Gas Company, LLC, and which will not be recovered. Entergy Louisiana did not recognize any write downs of natural gas distribution business assets as a result of the sale. See Note 10 to the financial statements herein for discussion of the tax accounting effects of the sale.

Mergers, Acquisitions and Dispositions Disclosures

HELD FOR SALE AND DISPOSITIONS (Entergy Corporation, Entergy Louisiana, and Entergy New Orleans)

Natural Gas Distribution Businesses

As discussed in Note 14 to the financial statements in the Form 10-K, on October 28, 2023, Entergy New Orleans and Entergy Louisiana each entered into separate purchase and sale agreements with respect to the sale of their respective regulated natural gas local distribution company businesses to two separate affiliates of Bernhard Capital Partners Management LP. Under the purchase and sale agreements, Entergy New Orleans agreed to sell its regulated natural gas local distribution company business that serves customers in the Parish of Orleans, Louisiana, and Entergy Louisiana agreed to sell its regulated natural gas local distribution company business that serves customers in the Parish of East Baton Rouge, Louisiana. The Entergy New Orleans and Entergy Louisiana natural gas distribution businesses are reflected in Entergy’s Utility reportable segment and in the respective single reportable segment for each of Entergy New Orleans and Entergy Louisiana through June 30, 2025.

Required regulatory approval was received from the LPSC and the City Council in August 2024 and December 2024, respectively. In February 2025 the Metropolitan Council of the Parish of East Baton Rouge approved the proposed sale of the Entergy Louisiana natural gas distribution business and also approved the assignment of the parish franchise from Entergy Louisiana to Delta Capital Gas Company, LLC (a Bernhard Capital Partners Management LP affiliate).

The transactions had two phases: (1) an “Initial Phase” prior to regulatory approvals in connection with both transactions; and (2) a “Second Phase” following regulatory approvals in connection with both transactions to the extent that certain conditions were satisfied or, where permissible, waived for both transactions. As described above, the transactions received all required regulatory approvals, and the Second Phase commenced on March 5, 2025.

The Entergy Louisiana and Entergy New Orleans natural gas distribution businesses first met the criteria to be classified as held for sale in the quarter ended December 31, 2024. Neither Entergy Louisiana nor Entergy New Orleans recognized any write downs of the natural gas distribution business assets as a result of their classification as held for sale. The assets and liabilities of the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses classified as held for sale on Entergy’s, Entergy Louisiana’s, and Entergy New Orleans’s consolidated balance sheets as of December 31, 2024 included the following amounts:


	December 31, 2024
	Entergy	Entergy Louisiana	Entergy New Orleans
	(In Thousands)
Deferred fuel	$5,608	$727	$4,881
Fuel inventory - at average cost	4,493	702	3,791
Materials and supplies	5,451	1,045	4,406
Prepayments and other	22	—	22
Total current assets held for sale	$15,574	$2,474	$13,100
Property, plant, and equipment - natural gas	$679,502	$303,193	$376,309
Construction work in progress	2,959	1,085	1,874
Less - accumulated depreciation and amortization	(276,388)	(139,556)	(136,832)
Other regulatory assets	35,381	8,947	23,682
Goodwill (a)	6,474	—	—
Pension and other postretirement assets	14,663	—	19,499
Other	206	—	206
Total non-current assets held for sale	$462,797	$173,669	$284,738
Accounts payable	$702	$702	$—
Customer deposits	6,214	1,984	4,230
Taxes accrued	13	13	—
Other	1,401	589	812
Total current liabilities held for sale (b)	$8,330	$3,288	$5,042
Regulatory liability for income taxes - net	$31,575	$4,981	$26,594
Other regulatory liabilities	1,611	1,214	397
Pension and other postretirement liabilities	3,976	4,525	1,197
Other	3,844	1,194	2,650
Total non-current liabilities held for sale (c)	$41,006	$11,914	$30,838

(a) Goodwill was allocated to the natural gas distribution business based on its relative fair value compared to the retained portion of the reporting unit.

(b) Included within other current liabilities on the respective consolidated balance sheets.

(c) Included within other non-current liabilities on the respective consolidated balance sheets.

Entergy Louisiana and Entergy New Orleans continued to recognize depreciation on the natural gas distribution businesses assets through June 30, 2025 since they received revenues through utility customer rates through the closing of the transaction, and because the final purchase price for the natural gas distribution businesses was adjusted by an amount equal to that depreciation, among other adjustments.

The pre-tax income for the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses, excluding interest and corporate allocations, included in Entergy’s, Entergy Louisiana’s, and Entergy New Orleans’s consolidated income statements for the three and nine months ended September 30, 2025 and 2024 is as follows:


	Three Months Ended		Nine Months Ended
	2025	2024	2025	2024
	(In Thousands)		(In Thousands)

Entergy	$—	$7,344	$31,500	$34,803

Entergy Louisiana	$—	$3,110	$12,047	$15,968

Entergy New Orleans	$—	$4,234	$19,453	$18,835

On July 1, 2025, Entergy Louisiana and Entergy New Orleans completed the sale of their natural gas distribution businesses. The base purchase price paid by the buyer of the Entergy Louisiana natural gas distribution business upon closing was $203 million, and the base purchase price paid by the buyer of the Entergy New Orleans natural gas distribution business upon closing was $288 million. In third quarter 2025, Entergy Louisiana, Entergy New Orleans, and Entergy recognized gains of $17 million ($13 million net-of-tax), $7 million ($5 million net-of-tax), and $17 million ($11 million net-of-tax), respectively, in connection with the completion of the sale of the Entergy Louisiana and Entergy New Orleans natural gas distribution businesses. The gains recognized by Entergy Louisiana, Entergy New Orleans, and Entergy were net of $15 million, $18 million, and $33 million, respectively, in transaction costs, and Entergy’s gain also included the derecognition of $7 million of goodwill attributed to the businesses sold following the completion of the sale. In third quarter 2025, Entergy New Orleans and Entergy deferred $4 million of their respective gains recognized as a result of the sale of the Entergy New Orleans natural gas distribution business as a regulatory liability. The regulatory liability will be amortized over three years beginning September 2026, as the $4 million is credited to customers, as required by the City Council. The gains resulting from the sale of the natural gas distribution businesses for Entergy, Entergy Louisiana, and Entergy New Orleans are included within other operation and maintenance expenses on the respective consolidated income statements. The purchase price for each natural gas distribution business is subject to an additional true-up related to the value of assets and liabilities transferred, which may result in subsequent adjustments to the gains recognized in third quarter 2025. Additionally in third quarter 2025, as a result of the sale, Entergy New Orleans recorded a write-off of $13 million of natural gas plant assets that were not included in the sale to Delta New Orleans Gas Company, LLC, and which will not be recovered. Entergy Louisiana did not recognize any write downs of natural gas distribution business assets as a result of the sale. See Note 10 to the financial statements herein for discussion of the tax accounting effects of the sale.