Item 1.01. Entry into a Material Definitive Agreement.
On August 12, 2019, CenterPoint Energy, Inc. ("CenterPoint Energy," or the
"Company") entered into an Underwriting Agreement (the "Underwriting
Agreement"), among CenterPoint Energy and the several Underwriters named in
Schedule I to the Underwriting Agreement (the "Underwriters"), relating to the
underwritten public offering of (i) $500,000,000 aggregate principal amount of
the Company's 2.50% Senior Notes due 2024 (the "2024 Notes"), (ii) $400,000,000
aggregate principal amount of the Company's 2.95% Senior Notes due 2030 (the
"2030 Notes") and (iii) $300,000,000 aggregate principal amount of the Company's
3.70% Senior Notes due 2049 (the "2049 Notes" and, together with the 2024 Notes
and the 2030 Notes, the "Notes"). The offering is being made pursuant to
CenterPoint Energy's registration statement on Form S-3 (Registration
No. 333-215833), as amended by Post-Effective Amendment No. 1 thereto.
The Notes are being issued pursuant to the Indenture, dated as of May 19, 2003,
between CenterPoint Energy and The Bank of New York Mellon Trust Company,
National Association (successor to JPMorgan Chase Bank, National Association
(formerly JPMorgan Chase Bank)), as trustee (the "Trustee"), as supplemented by
Supplemental Indenture No. 11, to be dated as of August 14, 2019, between
CenterPoint Energy and the Trustee ("Supplemental Indenture No. 11"). The form,
terms and provisions of the Notes are further described in Supplemental
Indenture No. 11 and the prospectus supplement of CenterPoint Energy dated
August 12, 2019, together with the related prospectus dated September 24, 2018,
as filed with the Securities and Exchange Commission under Rule 424(b)(2) of the
Securities Act of 1933, as amended, on August 13, 2019, which description is
incorporated herein by reference.
The Underwriters and their affiliates are full service financial institutions
engaged in various activities, which may include securities trading, commercial
and investment banking, financial advisory, investment management, investment
research, principal investment, hedging, financing and brokerage activities. In
the ordinary course of their respective businesses, certain of the Underwriters
and/or their affiliates have engaged, and may in the future engage, in
commercial banking, investment banking, trust or investment management
transactions with CenterPoint Energy and its affiliates for which they have
received, and will in the future receive, customary compensation.
A copy of the Underwriting Agreement, the Indenture and the form of Supplemental
Indenture No. 11 (including the form of Note for each series) have been filed as
Exhibits 1.1, 4.1 and 4.2, respectively, to this report and are incorporated by
Item 9.01. Financial Statements and Exhibits.
The exhibits listed below are filed herewith.
Agreements and forms of agreements included as exhibits are included only to
provide information to investors regarding their terms. Agreements and forms of
agreements listed below may contain representations, warranties and other
provisions that were made, among other things, to provide the parties thereto
with specified rights and obligations and to allocate risk among them, and no
such agreement or form of agreement should be relied upon as constituting or
providing any factual disclosures about CenterPoint Energy, any other persons,
any state of affairs or other matters.
NUMBER EXHIBIT DESCRIPTION
1.1 Underwriting Agreement dated August 12, 2019, among CenterPoint
Energy, Inc. and the several Underwriters named in Schedule I
4.1 Indenture dated as of May 19, 2003, between CenterPoint Energy,
Inc. and The Bank of New York Mellon Trust Company, National
Association (successor to JPMorgan Chase Bank, National Association
(formerly JPMorgan Chase Bank)), as trustee (the "Indenture")
(incorporated by reference to Exhibit 4.1 to CenterPoint Energy's
Current Report on Form 8-K dated May 19, 2003).
4.2 Form of Supplemental Indenture No. 11, to be dated as of
August 14, 2019, to the Indenture between CenterPoint Energy, Inc.
and The Bank of New York Mellon Trust Company, National
Association, as trustee.
4.3 Forms of Notes (included in Exhibit 4.2 hereto).
5.1 Opinion of Baker Botts L.L.P.
23.1 Consent of Baker Botts L.L.P. (included in Exhibit 5.1 hereto).
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