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): APRIL 13, 2005
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CENTERPOINT ENERGY, INC.
(Exact name of registrant as specified in its charter)
TEXAS 1-31447 74-0694415
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1111 LOUISIANA
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 207-1111
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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))
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
On April 13, 2005, CenterPoint Energy, Inc. ("CenterPoint Energy")
completed the sale of its nuclear generation assets, consisting of a 30.8%
undivided interest in the South Texas Project Electric Generating Station, to
Texas Genco LLC (formerly known as GC Power Acquisition LLC) for $700 million in
cash. The sale was effected through the merger of CenterPoint Energy's wholly
owned subsidiary, Texas Genco Holdings, Inc. ("Genco Holdings"), with a wholly
owned subsidiary of Texas Genco LLC. As a result of the merger, Genco Holdings
became a wholly owned subsidiary of Texas Genco LLC and CenterPoint Energy
received $700 million in cash. CenterPoint Energy used the proceeds primarily to
repay outstanding indebtedness. The merger was the second and final step of the
transaction announced in July 2004 in which Texas Genco LLC, an entity owned by
affiliates of The Blackstone Group, Hellman & Friedman LLC, Kohlberg Kravis
Roberts & Co. L.P. and Texas Pacific Group, agreed to acquire Genco Holdings. In
the first step of the transaction, involving the sale of Genco Holdings' fossil
generation assets (coal, lignite and gas-fired plants), CenterPoint Energy
received $2.231 billion in December 2004, which was used primarily to pay down
debt. In 2004, CenterPoint Energy recorded a loss of $214 million related to the
sale of Genco Holdings and recorded additional losses to offset subsequent
earnings of Genco Holdings. CenterPoint Energy has continued to record
additional losses in 2005 to offset Genco Holdings' 2005 earnings, however, no
additional loss is expected as a result of completing the final step in the sale
of Genco Holdings. For additional information regarding the merger, please refer
to the press release attached to this report as Exhibit 99.1, which press
release is incorporated by reference herein.
The following exhibit is filed herewith:
99.1 Press Release dated April 13, 2005.
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: April 15, 2005 By: /s/ James S. Brian
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James S. Brian
Senior Vice President and
Chief Accounting Officer
EXHIBIT INDEX
EXHIBIT NUMBER EXHIBIT DESCRIPTION
99.1 Press Release dated April 13, 2005.