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): SEPTEMBER 30, 2002 ------------------------------ 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) Registrant's telephone number, including area code: (713) 207-3000 ------------------------------
ITEM 5. OTHER EVENTS. On September 5, 2002, CenterPoint Energy, Inc. announced that its Board of Directors had declared a distribution of all of the shares of Reliant Resources, Inc. common stock owned by CenterPoint Energy to its common shareholders on a pro rata basis. The distribution was completed on September 30, 2002 to CenterPoint Energy's shareholders of record as of the close of business on September 20, 2002. Immediately prior to the distribution, CenterPoint Energy held 240,000,000 shares of the outstanding common stock of Reliant Resources. On October 1, 2002, CenterPoint Energy ceased to conduct business under the name "Reliant Energy, Incorporated" and its common stock ceased trading under the ticker symbol "REI" and commenced trading under the ticker symbol "CNP." Effective September 30, 2002, R. Steve Letbetter and Laree E. Perez resigned from CenterPoint Energy's board of directors. Following the resignations, the members of CenterPoint Energy's board of directors include Milton Carroll, John T. Cater, O. Holcombe Crosswell, Robert J. Cruikshank, T. Milton Honea and David M. McClanahan. Also effective September 30, 2002, R. Steve Letbetter (Chairman, President and Chief Executive Officer), Robert W. Harvey (Vice Chairman), Stephen W. Naeve (Vice Chairman), Mark V. Jacobs (Executive Vice President and Chief Financial Officer) and Hugh Rice Kelly (Executive Vice President, General Counsel and Corporate Secretary) resigned from their positions as executive officers of CenterPoint Energy. The current executive officers of CenterPoint Energy are David M. McClanahan (President and Chief Executive Officer), Scott E. Rozzell (Executive Vice President, General Counsel and Corporate Secretary), Stephen C. Schaeffer (Executive Vice President - - Government and Regulatory Affairs), Gary L. Whitlock (Executive Vice President and Chief Financial Officer), James S. Brian (Senior Vice President and Chief Accounting Officer) and Thomas R. Standish (President and Chief Operating Officer of CenterPoint Energy Houston Electric, LLC). ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibit is filed herewith: 99.1 Press Release issued on September 30, 2002 by CenterPoint Energy
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: October 1, 2002 By: /s/ James S. Brian ------------------------------ James S. Brian Senior Vice President and Chief Accounting Officer
EXHIBIT INDEX
EXHIBIT 99.1 FOR IMMEDIATE RELEASE: September 30, 2002 FOR MORE INFORMATION: Leticia Lowe (Media) (713) 207-7702 Marianne Paulsen (Investors) (713) 207-6500 RELIANT ENERGY COMPLETES SPIN-OFF OF RELIANT RESOURCES CENTERPOINT ENERGY BEGINS TRADING AS CNP ON OCT. 1 Houston, TX - Reliant Energy, Incorporated's (NYSE: REI) spin-off of Reliant Resources, Inc. (NYSE: RRI), which was its 83 percent owned, competitive energy services subsidiary, was completed today. The company's regulated energy delivery businesses are owned by a new holding company, CenterPoint Energy, Inc. CenterPoint Energy's shares, which are currently trading under the REI stock ticker symbol, will begin trading under its new stock ticker symbol CNP tomorrow morning on the New York and Chicago Stock Exchanges. The spin-off was accomplished through a distribution of the Reliant Resources shares held by Reliant Energy. Reliant Energy shareholders received 0.788603 of a share of Reliant Resources common stock for every share of Reliant Energy common stock owned as of September 20, 2002. CenterPoint Energy is one of the largest energy delivery companies in the U.S., serving 4.7 million metered customers. Its diverse and strategically located asset portfolio includes electric transmission and distribution, natural gas distribution sales, and interstate pipelines and gathering operations. CenterPoint Energy also owns more than 14,000 megawatts of electric generating capacity in southeast Texas. Reliant Resources provides wholesale and retail energy services under the Reliant Energy brand. Its businesses include unregulated power generation and retail electricity service to customers in Texas' newly deregulated electricity market. In 2004, Reliant Resources will have the option to purchase CenterPoint Energy's interest in the 14,000 megawatts of electric generating capacity described above. The plan to separate into two companies was announced in July 2000. In May 2001, Reliant Resources sold nearly 20 percent of its common stock to the public in an initial public offering. ###