8-K

CENTERPOINT ENERGY, INC.

Date: April 1, 2025

/s/ Kristie L. Colvin

Kristie L. Colvin

Senior Vice President and Chief Accounting Officer

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): March 31, 2025

Registrant, State or Other Jurisdiction

of Incorporation or Organization


Commission file number		Address of Principal Executive Offices, Zip Code and Telephone Number						I.R.S. Employer Identification No.


1-31447	CenterPoint Energy, Inc.			74-0694415
	(a Texas corporation) 1111 Louisiana
	Houston	Texas	77002
	(713)	207-1111


1-13265	CenterPoint Energy Resources Corp.			76-0511406
	(a Delaware corporation) 1111 Louisiana
	Houston	Texas	77002
	(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
CenterPoint Energy, Inc.	Common Stock, $0.01 par value	CNP	NYSE Chicago
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. ☐

Item 2.01.

Completion of Acquisition or Disposition of Assets.

On March 31, 2025, CenterPoint Energy Resources Corp., a Delaware corporation (“Seller”) and a wholly owned subsidiary of CenterPoint Energy, Inc. (the “Company”), completed the previously announced sale of its Louisiana and Mississippi regulated natural gas local distribution company businesses for approximately $1.2 billion, subject to certain adjustments, including adjustments based on net working capital, regulatory assets and liabilities and capital expenditures at closing (the “Transaction”), pursuant to the Asset Purchase Agreement (the “Purchase Agreement”) dated as of February 19, 2024, by and among Seller and Delta Utilities No. LA, LLC, a Delaware limited liability company (N/K/A Delta North Louisiana Gas Company, LLC), Delta Utilities S. LA, LLC, a Delaware limited liability company (N/K/A Delta South Louisiana Gas Company, LLC), Delta Utilities MS, LLC, a Delaware limited liability company (N/K/A Delta Mississippi Gas Company, LLC), and Delta Shared Services Co., LLC, a Delaware limited liability company (N/K/A Delta Energy Resources, LLC).

The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is subject to and qualified in its entirety by reference to the complete text of the Purchase Agreement, which was filed as Exhibit 1.1 to the Current Report on

Form 8-K

filed by Seller and the Company with the Securities and Exchange Commission on February 20, 2024, and the terms of which are incorporated herein by reference.

Item 7.01.

Regulation FD Disclosure.

On April 1, 2025, 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 is 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 April 1, 2025.

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.

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.

Exhibit 99.1


				For more information contact
				Media:
				Communications
				[email protected]
				Investors:
				Jackie Richert / Ben Vallejo
				Phone 713.207.6500

CenterPoint Energy completes sale of its Louisiana and Mississippi natural gas

distribution businesses to Bernhard Capital Partners

Houston – April 1, 2025 - CenterPoint Energy, Inc. (NYSE: CNP) or “CenterPoint” today announced that it has successfully completed the previously announced sale of its natural gas distribution utilities in Louisiana and Mississippi to affiliates of Bernhard Capital Partners. The assets include approximately 12,000 miles of main pipeline in Louisiana and Mississippi serving approximately 380,000 metered customers. The company that will serve those customers going forward will be Delta Utilities, which is based in New Orleans.

The transaction received all federal and state regulatory approvals necessary to complete the sale, including Hart-Scott-Rodino antitrust clearance and from the Louisiana Public Service Commission and the Mississippi Public Service Commission. Delta Utilities will immediately assume responsibility for serving CenterPoint Energy’s former customers in Louisiana and Mississippi.

CenterPoint President and CEO Jason Wells said, “I would like to thank our Louisiana and Mississippi employees and those that support these businesses for their dedication to customer service and quality. We will continue to support Delta Utilities towards a smooth transition for the benefit of the customers served in those jurisdictions.”

Wells added, “The sales proceeds from this transaction support the efficient funding of what we believe is one of the most tangible long-term growth plans in the industry. We will continue to optimize the funding of our capital investments to support safety, reliability and resiliency for the benefit of our customers and communities.”

About CenterPoint Energy, Inc.

As the only investor-owned electric and gas utility based in Texas, CenterPoint Energy, Inc. (NYSE: CNP) is an energy delivery company with electric transmission and distribution, power generation and natural gas distribution operations that serve approximately 7 million metered customers in Indiana, Minnesota, Ohio, and Texas. As of December 31, 2024, the company owned approximately $44 billion in assets. With approximately 8,500 employees, CenterPoint Energy and its predecessor companies have been in business for more than 150 years. For more information, visit CenterPointEnergy.com.

Forward-Looking Statements

This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this news release, the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “objective,” “plan,” “potential,” “predict,” “projection,” “should,” “target,” “will,” “would” or other similar words are intended to identify forward-looking statements. These forward-looking statements, which include statements regarding funding of our growth plan and capital expenditures 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 events 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. 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 pandemics, including the COVID-19 pandemic; (2) financial market conditions; (3) general economic conditions; (4) the timing and impact of future regulatory and legislative decisions; and (5) other factors, risks and uncertainties discussed in CenterPoint Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and other reports CenterPoint Energy or its subsidiaries may file from time to time with the Securities and Exchange Commission. Investors and others should note that we may announce material information using SEC filings and the Investor Relations page of our website, including press releases, public conference calls, webcasts. In the future, we will continue to use these channels to distribute material information about the company and to communicate important information about the company, key personnel, corporate initiatives, regulatory updates, and other matters. Information that we post on our website could be deemed material; therefore, we encourage investors to review the information we post on the Investor Relations page of our website.