Centerpoint Energy Inc SEC Filings

CenterPoint Energy reported stronger results for Q3 2025. Revenue was $1,988 million versus $1,856 million a year ago, and operating income rose to $502 million from $424 million. Net income increased to $293 million from $193 million, with diluted EPS of $0.45 versus $0.30. Other income and expenses largely offset each other as gains on indexed debt securities were balanced by losses on equity securities and higher interest expense of $238 million versus $191 million.

Year to date, revenue reached $6,852 million (up from $6,381 million) and net income was $788 million (vs. $771 million). Operating cash flow for the nine months was $1,712 million, supporting capital expenditures of $3,389 million. Segment detail shows Houston Electric Q3 revenue of $1,132 million and net income of $231 million, while CERC posted total Q3 revenue of $607 million and operating income of $66 million. Shares outstanding were 652,868,273 as of October 20, 2025.

CenterPoint Energy, Inc. (CNP) agreed to sell all equity interests in Vectren Energy Delivery of Ohio (VEDO) to National Fuel Gas Company for $2.62 billion, subject to adjustments. The consideration includes $1.42 billion in cash at closing and a $1.2 billion seller promissory note maturing 364 days after closing at 6.5% interest, payable quarterly.

The transaction is subject to customary approvals, including expiration or termination of the Hart‑Scott‑Rodino waiting period and a notice filing and review with the Public Utilities Commission of Ohio. It is not subject to a financing condition, carries an inside date of October 1, 2026, and is expected to close in Q4 2026. The Seller Note includes standard covenants and a leverage cap for the borrower of 0.65:1.0. Upon maturity, repayment proceeds of the Seller Note are expected to be used for general corporate purposes.

CenterPoint Energy announced the issuance of 5.950% Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series D, due 2056. The filing states the interest rate during any Interest Reset Period will not reset below 5.950% per annum (the same rate in effect from the original issue date through March 31, 2031). The Company may, at its option and provided no Event of Default exists, defer interest payments for one or more periods up to 20 consecutive semi-annual interest payment periods, subject to limitations that the deferral cannot extend past the notes' maturity or end on a non–interest-payment date. The 8-K incorporates a Junior Subordinated Indenture and a Form of Supplemental Indenture dated October 2, 2025, an Underwriting Agreement dated September 30, 2025, and legal and tax opinions and consents from Baker Botts L.L.P.

CenterPoint Energy is offering $700.0 million of Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series D, due 2056. The notes pay 5.950% per annum from issuance until April 1, 2031 (the Initial Fixed Period) and thereafter reset each Interest Reset Period to the Five-Year Treasury Rate plus a spread of 2.223%, but never below 5.950% per annum. Interest is payable semi-annually on April 1 and October 1 beginning April 1, 2026, and notes will be issued in registered form in denominations of $2,000 and integral multiples of $1,000 in excess thereof.

The notes include an issuer option to defer interest payments for specified periods (with accrued and compound interest continuing to accrue to the extent permitted by law), redemption provisions, and ranking parity with CenterPoint’s ZENS and existing junior subordinated notes. As of June 30, 2025 CenterPoint reported approximately $7.3 billion of unconsolidated indebtedness outstanding and subsidiaries with about $15.0 billion of third-party indebtedness. Proceeds are described as being used in related capital and recovery transactions, including amounts tied to system restoration property and related financing referenced in the prospectus supplement.

CenterPoint Energy is offering Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series D, due April 1, 2056, issued in registered form in $2,000 denominations and multiples of $1,000. Interest is payable semi-annually on April 1 and October 1 beginning April 1, 2026. The notes bear a fixed rate from issuance until April 1, 2031 and then reset each Interest Reset Period to a Five-Year Treasury Rate plus a spread, subject to a stated floor equal to the initial fixed rate (specific percentages are redacted in this text). Interest may be optionally deferred for up to 20 consecutive interest payment periods, during which interest continues to accrue and compound as permitted by law. Proceeds were described as used in connection with Series 2025-A Senior Secured System Restoration Bonds and to pay Houston Electric for system restoration property related to the May 2024 storm events. As of June 30, 2025, CenterPoint reported approximately $7.3 billion of unconsolidated indebtedness and subsidiaries held about $15.0 billion of third-party indebtedness.