Item 1.01 Entry into a Material Definitive Agreement.

The information included in Item 2.03 related to the entry into the Amended and
Restated Mortgage Indenture (as defined below) is incorporated by reference into
this Item 1.01.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under

Off-Balance Sheet Arrangement of a Registrant.

On January 30, 2023, Southern Indiana Gas and Electric Company (“SIGECO”), a
wholly owned subsidiary of CenterPoint Energy, Inc. (the “Company”), and
Deutsche Bank Trust Company Americas, as Trustee (the “Trustee”), entered into
(i) the Supplemental Indenture, dated as of January 1, 2023 (“Supplemental
Indenture”), to the Indenture of Mortgage and Deed of Trust, dated as of
April 1, 1932, as previously supplemented and amended (the “Original
Indenture”), between SIGECO and the Trustee and (ii) the Amended and Restated
Indenture of Mortgage and Deed of Trust, dated as of January 1, 2023 (“Amended
and Restated Mortgage Indenture”), between SIGECO and the Trustee. The
Supplemental Indenture provides for the amendment and restatement of the
Original Indenture as set forth in the Amended and Restated Mortgage Indenture.
The Amended and Restated Mortgage Indenture secures all of the outstanding first
mortgage bonds (“FMBs”) issued under the Original Indenture as well as FMBs that
may be issued in the future and provides a direct first mortgage lien upon
substantially all of the properties of SIGEGO, including real, personal and
mixed (other than Excepted Property (as defined in the Amended and Restated
Mortgage Indenture)), subject only to certain permitted Excepted Encumbrances
(as defined in the Amended and Restated Mortgage Indenture). The Amended and
Restated Mortgage Indenture contains provisions subjecting after-acquired
property (other than Excepted Property and subject to pre-existing liens, if
any, at the time of acquisition) to the lien thereof.

The Amended and Restated Mortgage Indenture provides that additional FMBs may be
issued, subject to the provisions thereof, in principal amount equal to
(1) 70 percent of the cost or Fair Value (as defined in the Amended and Restated
Mortgage Indenture) (whichever is less) of Property Additions (as defined in the
Amended and Restated Mortgage Indenture); (2) the amount of cash deposited with
the Trustee for the purpose of obtaining the authentication of such additional
FMBs; (3) the aggregate principal amount of FMBs delivered to the Trustee by
SIGECO which have been paid, redeemed to be refunded or otherwise to be retired;
or (4) the amount of unfunded Prior Lien Bonds (as defined in the Amended and
Restated Mortgage Indenture) to be refunded or retired.

The Amended and Restated Mortgage Indenture permits the release of Mortgaged and
Pledged Property (as defined in the Amended and Restated Mortgage Indenture)
upon compliance with certain conditions, including under certain circumstances
without any release or consent by the Trustee, such as the release of machinery,
equipment or other property which has become inadequate or obsolete (regardless
of whether SIGECO acquires replacement property) in an amount that does not
exceed $10 million (escalating by the consumer price index) in any calendar
year. One additional alternative basis for the release of Mortgaged and Pledged
Property is if the cost or the then Fair Value (whichever is less) of the
aggregate Mortgaged and Pledged Property, excluding the Mortgaged and Pledged
Property to be released, equals or exceeds ten-sevenths (10/7) of the
outstanding principal amount of the FMBs. This ability to release Mortgaged and
Pledged Property is subject to a number of conditions, including that the
release not materially adversely affecting SIGECO’s business. The Amended and
Restated Mortgage Indenture also permits SIGECO to release certain property from
the Mortgaged and Pledged Property, upon compliance with certain conditions
including written confirmation from each rating agency then rating the FMBs that
its respective rating for such FMBs will not be withdrawn or reduced as a result
of the release of such property from the lien thereof.

A “completed default”, as defined in the Amended and Restated Mortgage
Indenture, consists mainly of (1) default in the payment of principal or
premium, if any, when due and payable on any FMB; (2) default for 90 days to pay
interest when due on any FMB; (3) default in the payment of principal or
premium, if any, on any Prior Lien Bond when due and payable; (4) default in the
payment of interest on any Prior Lien Bond for the grace period (not exceeding
90 days); (5) default in certain covenants with respect to bankruptcy,
insolvency or receivership proceeding; or (6) default for 90 days after notice
from the Trustee in the performance of any other covenants of the Amended and
Restated Mortgage Indenture, or any supplement thereto or in any FMB. Upon the
occurrence and continuance of such a completed default, the Amended and Restated
Mortgage Indenture, subject to any provisions of law applicable thereto,
provides that the Trustee may take possession and conduct the business of
SIGECO, may sell the Mortgaged and Pledged Property, or proceed to foreclose the
lien of the Amended and Restated Mortgage Indenture. The interest rate on
defaulted principal, premium, if any, and interest, to the extent permitted by
law, on the FMBs is the rate stated in the applicable supplement.

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Deutsche Bank Trust Company Americas and its affiliates have performed other
trust, bank and advisory services for the Company, SIGECO and their affiliates
from time to time for which they have received customary fees and expenses and
may, from time to time, engage in transactions with and perform services for the
Company and SIGECO and their affiliates in the ordinary course of their
business.

The above description of the Supplemental Indenture and the Amended and Restated
Mortgage Indenture is not complete and is qualified in its entirety by reference
to the Supplemental Indenture and the Amended and Restated Mortgage Indenture, a
copy of each of which is filed herewith as Exhibit 10.1 and Exhibit 10.2,
respectively.

Item 9.01. Financial Statements and Exhibits.

The exhibits below are filed herewith.


(d) Exhibits

Exhibit
Number                                    Description

10.1           Supplemental Indenture dated as of January 1, 2023, between Southern
             Indiana Gas and Electric Company and Deutsche Bank Trust Company
             Americas, as Trustee.

10.2           Amended and Restated Indenture of Mortgage and Deed of Trust dated
             as of January 1, 2023, between Southern Indiana Gas and Electric
             Company and Deutsche Bank Trust Company Americas, as Trustee.

104          Cover Page Interactive Data File - the cover page XBRL tags are
             embedded within the Inline XBRL document

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