CenterPoint Energy Files 8-K: Material Agreement

TL;DR

CNP filed an 8-K for a material definitive agreement. Details to follow.

AI Summary

CenterPoint Energy Inc. (CNP) filed an 8-K on October 21, 2025, reporting an entry into a material definitive agreement. The filing also includes Regulation FD disclosures, other events, and financial statements and exhibits. Specific details of the agreement, including parties involved and financial terms, are not immediately available in this summary.

Why It Matters

This filing indicates a significant new agreement for CenterPoint Energy, which could impact its future operations, financial performance, and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could carry significant financial or operational implications for the company.

Key Players & Entities

• CENTERPOINT ENERGY INC (company) — Filer
• CNP (company) — Ticker Symbol (implied)
• CENTERPOINT ENERGY RESOURCES CORP (company) — Related Filer
• RELIANT ENERGY REGCO INC (company) — Former Company Name
• RELIANT ENERGY RESOURCES CORP (company) — Former Company Name
• NORAM ENERGY CORP/ (company) — Former Company Name
• HI MERGER INC (company) — Former Company Name

FAQ

Key Financial Figures

• $0.01 — CenterPoint Energy, Inc. Common Stock, $0.01 par value CNP The New York Stock Ex
• $2.62 billion — purchase price for the LLC Interests is $2.62 billion (the "Purchase Price"), subject to adju
• $1.42 billion — tion is comprised of the following: (i) $1.42 billion in cash (the "Cash Payment") payable by
• $1.2 billion — te, in the original principal amount of $1.2 billion (the "Loan"), to be issued by the Buyer

Filing Documents

• d921256d8k.htm (8-K) — 63KB
• d921256dex21.htm (EX-2.1) — 792KB
• d921256dex991.htm (EX-99.1) — 22KB
• d921256dex992.htm (EX-99.2) — 7KB
• g921256g1021185249420.jpg (GRAPHIC) — 4KB
• g921256g88m01.jpg (GRAPHIC) — 199KB
• g921256g88m02.jpg (GRAPHIC) — 150KB
• 0001193125-25-245197.txt ( ) — 1740KB
• cnp-20251020.xsd (EX-101.SCH) — 59KB
• d921256d8k_htm.xml (XML) — 9KB

Forward-Looking Statements

Forward-Looking Statements This Current Report may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements other than statements of historical fact included in this Current Report 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 Current Report, 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. The Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by securities and other applicable laws. Forward-looking statements include, but are not limited to, the timing of the Closing of the Transaction, the timing of the Seller Note and the Company's intended use of the proceeds of the Transaction. Each forward-looking statement contained in this Current Report speaks only as of the date of this report. 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 timing of the expiration or termination of the Hart-Scott-Rodino waiting period and the receipt of any consents, waivers or approvals required to be obtained pursuant to applicable antitrust laws,

Financial Statements and Exhibits

Financial Statements and Exhibits. (d)Exhibits. EXHIBIT NUMBER EXHIBIT DESCRIPTION 2.1 Securities Purchase Agreement, dated October 20, 2025, by and between the Seller and National Fuel Gas Company, as Buyer* 99.1 Press Release issued by the Company on October 21, 2025 99.2 Ohio Gas LDC Sale Seller Note Summary issued by the Company on October 21, 2025. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document * Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company will furnish the omitted schedules and exhibits to the Securities and Exchange Commission upon request. 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: October 21, 2025 By: /s/ Kristie L. Colvin Kristie L. Colvin Senior Vice President and Chief Accounting Officer SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CENTERPOINT ENERGY RESOURCES CORP. Date: October 21, 2025 By: /s/ Kristie L. Colvin Kristie L. Colvin Senior Vice President and Chief Accounting Officer

View Full Filing

View this 8-K filing on SEC EDGAR