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 27, 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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On April 29, 2005, CenterPoint Energy, Inc. ("CenterPoint Energy")
reported first quarter 2005 earnings. Certain information regarding CenterPoint
Energy's first quarter 2005 earnings is included in Item 8.01 below. For
additional information regarding CenterPoint Energy's first quarter 2005
earnings, please refer to CenterPoint Energy's press release attached to this
report as Exhibit 99.1 (the "Press Release"), which Press Release is
incorporated by reference herein. The information in the Press Release is being
furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the
Press Release will not be incorporated by reference into any registration
statement filed by CenterPoint Energy under the Securities Act of 1933, as
amended, unless specifically identified therein as being incorporated therein by
reference.
ITEM 8.01. OTHER EVENTS.
CENTERPOINT ENERGY'S FIRST QUARTER 2005 RESULTS
Net income was $67 million, or $0.20 per diluted share, for the first
quarter of 2005 compared to $74 million, or $0.22 per diluted share, for the
same period of 2004.
Net income for the first quarter of 2005 included $0.4 million of
income from discontinued operations compared to $45 million, or $0.13 per
diluted share, of income from discontinued operations for the first quarter of
2004.
Income from continuing operations for the first quarter of 2005 was $67
million, or $0.20 per diluted share, compared to $29 million, or $0.09 per
diluted share, for the first quarter of 2004. The first quarter of 2005 included
income of $34 million pre-tax, or $22 million after-tax ($0.06 per diluted
share), related to interest on CenterPoint Energy's authorized true-up balance.
QUASI-REORGANIZATION
On April 27, 2005, the Board of Directors of CenterPoint Energy
concluded that it will not implement the accounting reorganization it had
expected to implement as of January 1, 2005. The accounting reorganization would
have extinguished CenterPoint Energy's current retained earnings deficit in
order to facilitate the payment of dividends under constraints imposed by the
Public Utility Holding Company Act of 1935. After receiving management's report
on the accounting effects of the proposed reorganization, the Board of Directors
concluded that the action, if taken, would have negatively impacted CenterPoint
Energy's common equity and would have adversely affected its schedule for
achieving the 30 percent common equity level generally expected to be maintained
by registered holding companies.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The exhibit listed below is furnished pursuant to Item 2.02 of this
Form 8-K.
(c) Exhibits.
99.1 Press Release issued April 29, 2005 regarding
CenterPoint Energy, Inc.'s first quarter 2005 earnings.
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 29, 2005 By: James S. Brian
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James S. Brian
Senior Vice President and
Chief Accounting Officer
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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99.1 Press Release issued April 29, 2005 regarding CenterPoint
Energy, Inc.'s first quarter 2005 earnings