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CenterPoint Energy (NYSE: CNP) unit plans full prepayment of senior notes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CenterPoint Energy Resources Corp., a wholly owned subsidiary of CenterPoint Energy, Inc., plans to fully prepay several privately placed senior notes. On February 11, 2026, it began sending notices to holders of its 4.25% Senior Notes, Series B, due June 5, 2043, in the aggregate principal amount of $10,000,000, and its 4.36% Senior Notes, Series B, due December 15, 2045, in the aggregate principal amount of $40,000,000.

The notices also cover its 5.99% Senior Notes, Series C, due November 30, 2041, in the aggregate principal amount of $35,000,000, its 5.02% Senior Notes, Series B, due November 30, 2026, in the aggregate principal amount of $60,000,000, and its 5.00% Senior Notes due February 3, 2042 in the aggregate principal amount of $100,000,000. These senior notes are expected to be prepaid on March 27, 2026 at 100% of principal plus accrued and unpaid interest and a contractually defined make-whole amount.

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Insights

Subsidiary plans full prepayment of multiple long-dated senior notes.

CenterPoint Energy Resources Corp. is arranging to prepay several series of privately placed senior notes totaling multiple maturities and coupons. The affected tranches include $10,000,000 of 4.25% 2043 notes, $40,000,000 of 4.36% 2045 notes, and $35,000,000 of 5.99% 2041 notes, among others.

The prepayments, expected on March 27, 2026, will occur at 100% of principal plus accrued and unpaid interest and a contractual make-whole amount. That structure typically compensates noteholders for lost future interest, increasing near-term cash outflow for the issuer.

The move reshapes the debt profile of this subsidiary by removing several fixed-rate, long-dated obligations arranged under note purchase agreements dated May 27, 2022. Subsequent disclosures in future company filings may clarify any replacement financing and resulting interest expense trajectory.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Understanding 8-K Material Events →
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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): February 11, 2026

 

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
NYSE Texas
       
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).

 

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. ¨

 

 

Co-Registrant CIK
Co-Registrant Amendment Flag
Co-Registrant Form Type
Co-Registrant DocumentPeriodEndDate 2026-02-10
Co-Registrant Written Communications
Co-Registrant Solicitating Materials
Co-Registrant PreCommencement Tender Offer
Co-Registrant PreCommencement Issuer Tender Offer
Co-Registrant Emerging growth company

 

 

 

 

Item 8.01Other Events

 

On February 11, 2026, CenterPoint Energy Resources Corp. (“CERC”), a wholly-owned subsidiary of CenterPoint Energy, Inc., commenced sending out notices of full prepayment relating to (i) $10,000,000 aggregate principal amount of its 4.25% Senior Notes, Series B, due June 5, 2043 (the “2043 Notes”) pursuant to a Note Purchase Agreement, dated as of May 27, 2022, by and among CERC and the purchasers party thereto (the “2043 Note Purchase Agreement”), (ii) $40,000,000 aggregate principal amount of its 4.36% Senior Notes, Series B, due December 15, 2045 (the “2045 Notes”) pursuant to a Note Purchase Agreement, dated as of May 27, 2022, by and among CERC and the purchasers party thereto (the “2045 Note Purchase Agreement”), (iii) $35,000,000 aggregate principal amount of its 5.99% Senior Notes, Series C, due November 30, 2041 (the “2041 Notes) pursuant to a Note Purchase Agreement, dated as of May 27, 2022, by and among CERC and the purchasers party thereto (the “2026 and 2041 Notes Purchase Agreement”), (iv) $60,000,000 aggregate principal amount of its 5.02% Senior Notes, Series B, due November 30, 2026 (the “2026 Notes”) pursuant to the 2026 and 2041 Notes Purchase Agreement and (v) $100,000,000 aggregate principal amount of its 5.00% Senior Notes due February 3, 2042 (together with the 2043 Notes, the 2045 Notes, the 2041 Notes and the 2026 Notes, the “Senior Notes”) pursuant to a Note Purchase Agreement, dated as of May 27, 2022, by and among CERC and the purchasers party thereto (together with the 2043 Note Purchase Agreement, the 2045 Note Purchase Agreement, and the 2026 and 2041 Notes Purchase Agreement, the “Note Purchase Agreements”). The Senior Notes are expected to be prepaid on March 27, 2026 at 100% of the principal amount plus accrued and unpaid interest and a Make-Whole Amount (as defined in the respective Note Purchase Agreements).

 

 

 

 

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: February 12, 2026 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:  February 12, 2026 By: /s/ Krisie L. Colvin           
    Kristie L. Colvin
    Senior Vice President and Chief Accounting Officer

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did CenterPoint Energy Resources Corp. announce in this 8-K for CNP?

CenterPoint Energy Resources Corp. announced that it began sending notices for the full prepayment of several series of privately placed senior notes. These include notes maturing in 2026, 2041, 2042, 2043, and 2045, all issued under note purchase agreements dated May 27, 2022.

Which CenterPoint Energy Resources Corp. senior notes are being fully prepaid?

The subsidiary plans to prepay 4.25% Senior Notes, Series B, due 2043; 4.36% Senior Notes, Series B, due 2045; 5.99% Senior Notes, Series C, due 2041; 5.02% Senior Notes, Series B, due 2026; and 5.00% Senior Notes due 2042, all in full.

What are the principal amounts of the CenterPoint senior notes subject to prepayment?

The affected senior notes have aggregate principal amounts of $10,000,000 (2043 notes), $40,000,000 (2045 notes), $35,000,000 (2041 notes), $60,000,000 (2026 notes), and $100,000,000 (2042 notes). Each series will be prepaid at 100% of principal, plus interest and a make-whole amount.

When will the CenterPoint Energy Resources Corp. senior notes be prepaid?

The senior notes are expected to be prepaid on March 27, 2026. This date applies to all the listed series, following notice of full prepayment that CenterPoint Energy Resources Corp. commenced sending to noteholders on February 11, 2026.

At what price will the CenterPoint senior notes be prepaid?

The notes will be prepaid at 100% of their principal amount, plus accrued and unpaid interest through the prepayment date. In addition, holders will receive a contractual make-whole amount as defined in each applicable note purchase agreement.

Who is the issuer of the senior notes being prepaid by CenterPoint (CNP)?

The issuer of the senior notes is CenterPoint Energy Resources Corp., a wholly owned subsidiary of CenterPoint Energy, Inc. This subsidiary entered into the note purchase agreements on May 27, 2022 with the institutional purchasers of the affected senior notes.

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