v3.25.3
Short-term Borrowings and Long-term Debt
 9 Months Ended
Sep. 30, 2025
Debt Disclosure [Abstract]  
Short-term Borrowings and Long-term Debt Short-term Borrowings and Long-term Debt
Debt Issuances. On January 31, 2025, CenterPoint Energy, through its wholly-owned subsidiary SIGECO, issued $165 million aggregate principal amount of 5.69% First Mortgage Bonds, Series 2025A, Tranche A due 2055. Total proceeds, net of transaction expenses and fees, were approximately $164 million, which was used for the acquisition of Posey Solar. See Note 3 for additional detail.

In February 2025, Houston Electric issued $500 million aggregate principal amount of 4.80% General Mortgage Bonds, Series AP, due 2030. Total proceeds, net of transaction expenses and fees, were approximately $495 million, which was used for general limited liability company purposes, including capital expenditures and working capital purposes.

On July 1, 2025, CenterPoint Energy, through its wholly-owned subsidiary SIGECO, entered into a bond purchase agreement with certain institutional investors, under which SIGECO agreed to sell, and each investor agreed to severally purchase (i) on July 1, 2025, $100 million aggregate principal amount of SIGECO’s 5.09% First Mortgage Bonds, Series 2025B, Tranche A due 2031 (the “Series 2025B Tranche A Bonds”) and $105 million aggregate principal amount of SIGECO’s 5.52% First Mortgage Bonds, Series 2025B, Tranche B due 2035 (the “Series 2025B Tranche B Bonds” and, together with the Series 2025B Tranche A Bonds, the “Series 2025B Bonds”), and (ii) on October 1, 2025 or such sooner date, as may be selected by SIGECO upon not less than five business days’ advance notice, $45 million aggregate principal amount of SIGECO’s 5.77% First Mortgage Bonds, Series 2025C, Tranche A due 2040 (the “Series 2025C Tranche A Bonds”) and $100 million aggregate principal amount of SIGECO’s 6.18% First Mortgage Bonds, Series 2025C, Tranche B due 2055 (the “Series 2025C Tranche B Bonds”, and together with the Series 2025C Tranche A Bonds, the “Series 2025C Bonds”) in the series and tranche as set forth in the bond purchase agreement.

On July 1, 2025, SIGECO closed on the offering of $205 million aggregate principal amount of the Series 2025B Bonds. The proceeds of the Series 2025B Bonds were used for general corporate purposes, including repaying short-term debt, refunding long-term debt at maturity or otherwise, and funding capital expenditures. The closing of the Series 2025C Bonds occurred on October 1, 2025. See Note 16 for further information.

In August 2025, Houston Electric issued $600 million aggregate principal amount of 4.95% General Mortgage Bonds, Series AQ, due 2035. Total proceeds, net of transaction expenses and fees, were approximately $592 million, which were used for general limited liability company purposes, including capital expenditures and working capital purposes.

In September 2025, Restoration Bond Company II issued approximately $401.5 million aggregate principal amount of its Series 2025-A Senior Secured System Restoration Bonds in two tranches with interest rates of 4.255% and 4.826% and final maturity dates of December 2035 and June 2040, respectively. Restoration Bond Company II used the net proceeds from the issuance to purchase the system restoration property from Houston Electric. No gain or loss was recognized. The Series 2025-A Senior Secured System Restoration Bonds are secured by the system restoration property, which includes the right to recover, through non-bypassable system restoration charges payable by Houston Electric’s retail electric customers, the qualified costs of Houston Electric authorized by the PUCT Financing Order. Restoration Bond Company II, not Houston Electric, is the owner of the system restoration property, and the assets of Restoration Bond Company II are not available to pay the creditors of Houston Electric or its affiliates, other than Restoration Bond Company II. Houston Electric has no payment obligations with respect to the Series 2025-A Senior Secured System Restoration Bonds except to remit collections of system restoration charges as set forth in a servicing agreement between Houston Electric and Restoration Bond Company II. The non-bypassable system restoration charges are subject to a true-up mechanism.
Convertible Senior Notes. On July 31, 2025, CenterPoint Energy issued $1 billion aggregate principal amount of 3.00% Convertible Senior Notes due 2028. Total proceeds, net of transaction expenses and fees, were approximately $987 million, which was used for general corporate purposes, including repayment of a portion of CenterPoint Energy’s outstanding commercial paper and other debt.

Interest on the 2028 Convertible Notes is payable semiannually in arrears on February 1 and August 1 of each year, beginning on February 1, 2026. The 2028 Convertible Notes will mature on August 1, 2028, unless earlier converted or repurchased by CenterPoint Energy in accordance with their terms.

Prior to the close of business on the business day immediately preceding May 1, 2028, the 2028 Convertible Notes are convertible only under certain conditions. On or after May 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the 2028 Convertible Notes may convert all or any portion of their 2028 Convertible Notes at any time at the conversion rate then in effect, irrespective of the conditions. CenterPoint Energy may not redeem the 2028 Convertible Notes prior to the maturity date.

Upon conversion of the 2028 Convertible Notes, CenterPoint Energy will pay cash up to the aggregate principal amount of the 2028 Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of Common Stock, or a combination of cash and shares of Common Stock, at CenterPoint Energy’s election, in respect of the remainder, if any, of CenterPoint Energy’s conversion obligation in excess of the aggregate principal amount of the 2028 Convertible Notes being converted. The conversion rate for the 2028 Convertible Notes is initially 21.4477 shares of Common Stock per $1,000 principal amount of 2028 Convertible Notes (equivalent to an initial conversion price of approximately $46.63 per share of Common Stock). The initial conversion price of the 2028 Convertible Notes represents a premium of approximately 25.0% over the last reported sale price of the Common Stock on the NYSE on July 28, 2025. Initially, a maximum of 26,809,600 shares of Common Stock may be issued upon conversion of the 2028 Convertible Notes based on the initial maximum conversion rate of 26.8096 shares of Common Stock per $1,000 principal amount of 2028 Convertible Notes. The conversion rate will be subject to adjustment in some events (as described in the 2028 Convertible Notes Indenture) but will not be adjusted for any accrued and unpaid interest.

In addition, following certain corporate events that occur prior to the maturity date of the 2028 Convertible Notes, CenterPoint Energy will, in certain circumstances, increase the conversion rate for a holder of 2028 Convertible Notes who elects to convert its 2028 Convertible Notes in connection with such a corporate event. If CenterPoint Energy undergoes a fundamental change (as defined in the 2028 Convertible Notes Indenture) (other than an exempted fundamental change, as described in the 2028 Convertible Notes Indenture), holders of the 2028 Convertible Notes may require CenterPoint Energy to repurchase for cash all or any portion of their 2028 Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 2028 Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.

The 2028 Convertible Notes are senior unsecured obligations of CenterPoint Energy and rank senior in right of payment to any of CenterPoint Energy’s indebtedness that is expressly subordinated in right of payment to the 2028 Convertible Notes; equal in right of payment to any of CenterPoint Energy’s unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of CenterPoint Energy’s secured indebtedness it may incur in the future to the extent of the value of the assets securing such future secured indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables but excluding intercompany obligations and liabilities of a type not required to be reflected on a balance sheet of such subsidiaries in accordance with generally accepted accounting principles) of CenterPoint Energy’s subsidiaries.

Debt Repurchases. In March 2025, CERC, through its wholly-owned subsidiary Indiana Gas, repurchased $10 million aggregate principal amount of Indiana Gas’s 6.36% Medium Term Notes, Series F, due 2028 at a redemption price equal to 104.8% of the principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date.

In April 2025, CenterPoint Energy commenced cash tender offers for up to (i) $600 million aggregate purchase price of certain of CenterPoint Energy’s outstanding senior notes, ranging from 2.65% to 5.40% due 2026 to 2031, and (ii) $400 million aggregate purchase price of certain of CERC’s senior notes, ranging from 4.10% to 5.40% due 2028 to 2047. In May 2025, CenterPoint Energy accepted for purchase and paid approximately $1 billion aggregate purchase price of CenterPoint Energy’s and CERC’s notes pursuant to the tender offers. Upon completion of the tender offers, CenterPoint Energy cancelled approximately $634 million aggregate principal amount of its senior notes and CERC Corp. cancelled approximately $415 million aggregate principal amount of its senior notes pursuant to the terms of the respective indentures governing such notes. CenterPoint Energy and CERC recognized a gain on early extinguishment of debt of approximately $36 million and $9 million, respectively, for the nine months ended September 30, 2025, which is included in Interest expense and other finance charges on their Statements of Consolidated Income.
In June 2025, CERC, through its wholly-owned subsidiary Indiana Gas, repaid at maturity $10 million aggregate principal amount of Indiana Gas’s 6.53% Medium Term Notes, Series E due 2025 at a redemption price equal to 100% of the principal amount to be redeemed plus accrued and unpaid interest thereon.

In July 2025, CenterPoint Energy, through its wholly-owned subsidiary SIGECO, repaid at maturity $41 million aggregate principal amount of SIGECO’s outstanding 3.45% first mortgage bonds due 2025 at a redemption price equal to 100% of the principal amount of the first mortgage bonds to be redeemed plus accrued and unpaid interest thereon.

Credit Facilities. On January 29, 2025, CenterPoint Energy, Houston Electric, CERC and SIGECO each entered into extension agreements to, among other things, extend the maturity date of the lenders’ commitments under each of their respective credit agreements by one year, from December 6, 2027 to December 6, 2028. The Registrants had the following revolving credit facilities as of September 30, 2025:
RegistrantExecution
 Date		Size of
Facility		Draw Rate of SOFR plus (1)Financial Covenant Limit on Debt for Borrowed Money to Capital Ratio 
Debt for Borrowed Money to Capital
Ratio as of
September 30, 2025 (2)
Termination Date
(in millions)
CenterPoint Energy December 6, 2022$2,400 1.500%65.0%(3)59.8%December 6, 2028
CenterPoint Energy (4)December 6, 2022250 1.125%65.0%44.9%December 6, 2028
Houston ElectricDecember 6, 2022300 1.250%67.5%(3)55.1%December 6, 2028
CERC December 6, 20221,050 1.125%65.0%39.8%December 6, 2028
Total$4,000 
(1)Based on credit ratings as of September 30, 2025.
(2)As defined in the revolving credit facility agreements, excluding Securitization Bonds.
(3)For CenterPoint Energy and Houston Electric, the financial covenant limit will temporarily increase to 70% if Houston Electric experiences damage from a natural disaster in its service territory and CenterPoint Energy certifies to the administrative agent that Houston Electric has incurred system restoration costs reasonably likely to exceed $100 million in a consecutive 12-month period, all or part of which Houston Electric intends to seek to recover through securitization financing. Such temporary increase in the financial covenant would be in effect from the date CenterPoint Energy delivers its certification until the earliest to occur of (i) the completion of the securitization financing, (ii) the first anniversary of CenterPoint Energy’s certification or (iii) the revocation of such certification.
(4)This credit facility was issued by SIGECO.

The Registrants, as well as the subsidiaries of CenterPoint Energy discussed above, were in compliance with all financial debt covenants as of September 30, 2025.

The table below reflects the utilization of the Registrants’ respective revolving credit facilities:

September 30, 2025December 31, 2024
RegistrantLoansLetters
of Credit
Commercial
Paper
Weighted Average Interest RateLoansLetters
of Credit
Commercial
Paper
Weighted Average Interest Rate
(in millions, except weighted average interest rate)
CenterPoint Energy (1)
$— $— $25 4.19 %$— $— $382 4.59 %
CenterPoint Energy (2)
— — — — %— — — — %
Houston Electric— — — — %— — — — %
CERC (1)
— — 550 4.19 %— — 599 4.62 %
Total$— $— $575 $— $— $981 

(1)CenterPoint Energy’s and CERC’s outstanding commercial paper generally have maturities of up to 60 days and 30 days, respectively, and are backstopped by the respective issuer’s long-term revolving credit facility. As of September 30, 2025, CERC had outstanding balances of $280 million in commercial paper included in Current portion of long-
term debt on its Consolidated Balance Sheet, as management expects to utilize current assets to repay these obligations.
(2)This credit facility was issued by SIGECO.

Liens. As of September 30, 2025, Houston Electric’s assets were subject to liens securing approximately $9.6 billion of general mortgage bonds outstanding under the General Mortgage, including approximately $68 million held in trust to secure pollution control bonds that mature in 2028 for which CenterPoint Energy is obligated. The general mortgage bonds that are held in trust to secure pollution control bonds are not reflected in Houston Electric’s consolidated financial statements because of the contingent nature of the obligations. Houston Electric may issue additional general mortgage bonds on the basis of retired bonds, 70% of property additions or cash deposited with the trustee. As of September 30, 2025, approximately $4.3 billion of additional general mortgage bonds could be issued on the basis of retired bonds and 70% of property additions. No first mortgage bonds are outstanding under the M&DOT, and Houston Electric is contractually obligated to not issue any additional first mortgage bonds under the M&DOT and is undertaking actions to release the lien of the M&DOT and terminate the M&DOT.

As of September 30, 2025, SIGECO had approximately $1.3 billion aggregate principal amount of first mortgage bonds outstanding. Generally, all of SIGECO’s real and tangible property is subject to the lien of SIGECO’s mortgage indenture which was amended and restated effective as of January 1, 2023. As of September 30, 2025, SIGECO was permitted to issue additional bonds under its mortgage indenture up to 70% of then currently unfunded property additions and approximately $944 million of additional first mortgage bonds could be issued on this basis.