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): OCTOBER 29, 2003
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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 (IRS Employer
of incorporation) File Number) Identification No.)
1111 LOUISIANA
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (713) 207-1111
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CENTERPOINT ENERGY RESOURCES CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 1-13265 76-0511406
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1111 LOUISIANA
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (713) 207-1111
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ITEM 5. OTHER EVENTS.
On November 3, 2003, CenterPoint Energy, Inc. announced that
CenterPoint Energy Resources Corp. ("CERC") had issued senior notes totaling
$160 million in a private placement with institutions pursuant to Rule 144A
under the Securities Act of 1933, as amended. A copy of that press release is
attached to this report as Exhibit 99.1.
For a description of the senior notes, please refer to the Indenture
dated as of February 1, 1998 between CERC (formerly NorAm Energy Corp.) and
JPMorgan Chase Bank (successor to Chase Bank of Texas, National Association), as
trustee (the "Indenture"), and to Supplemental Indenture No. 7 dated as of
November 3, 2003, to the Indenture between CERC and JPMorgan Chase Bank, as
trustee. The Indenture and Supplemental Indenture No. 7 are attached to this
report as Exhibits 4.1 and 4.2, respectively. The Registration Rights Agreement
dated as of November 3, 2003, among CERC, Barclays Capital Inc. and Credit
Suisse First Boston LLC, as initial purchasers, relating to the senior notes is
attached to this report as Exhibit 4.3.
The senior notes have not been registered under the Securities Act of
1933, as amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements. This
report does not constitute an offer to sell or the solicitation of an offer to
buy any security and shall not constitute an offer, solicitation or sale of any
securities in any jurisdiction in which such offer, solicitation or sale would
be unlawful.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
The following exhibits are filed herewith:
4.1 Indenture dated as of February 1, 1998 between CERC (formerly
NorAm Energy Corp.) and JPMorgan Chase Bank (successor to
Chase Bank of Texas, National Association), as trustee (the
"Indenture") (incorporated by reference to Exhibit 4.1 to
CERC's Current Report on Form 8-K dated February 5, 1998)
4.2 Supplemental Indenture No. 7 dated as of November 3, 2003 to
Indenture between CenterPoint Energy Resources Corp. and
JPMorgan Chase Bank, as trustee
4.3 Registration Rights Agreement dated as of November 3, 2003,
among CenterPoint Energy Resources Corp., Barclays Capital
Inc. and Credit Suisse First Boston LLC, as initial purchasers
99.1 Press Release issued November 3, 2003 regarding private
placement of senior notes
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: November 5, 2003 By: /s/ James S. Brian
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James S. Brian
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: November 5, 2003 By: /s/ James S. Brian
----------------------------------
James S. Brian
Senior Vice President and
Chief Accounting Officer
EXHIBIT INDEX
Exhibit
Number Exhibit Description
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4.1 Indenture dated as of February 1, 1998 between CERC (formerly
NorAm Energy Corp.) and JPMorgan Chase Bank (successor to
Chase Bank of Texas, National Association), as trustee (the
"Indenture") (incorporated by reference to Exhibit 4.1 to
CERC's Current Report on Form 8-K dated February 5, 1998)
4.2 Supplemental Indenture No. 7 dated as of November 3, 2003 to
Indenture between CenterPoint Energy Resources Corp. and
JPMorgan Chase Bank, as trustee
4.3 Registration Rights Agreement dated as of November 3, 2003,
among CenterPoint Energy Resources Corp., Barclays Capital
Inc. and Credit Suisse First Boston LLC, as initial purchasers
99.1 Press Release issued November 3, 2003 regarding private
placement of senior notes