Centerpoint Energy Inc
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CENTERPOINT ENERGY INC FORM 10-K (Annual Report) Filed 02/28/17 for the Period Ending 12/31/16 Address 1111 LOUISIANA ST HOUSTON, TX 77002 Telephone 7132073000 CIK 0001130310 Symbol CNP SIC Code 4911 - Electric Services Industry Multiline Utilities Sector Utilities Fiscal Year 12/31 http://www.edgar-online.com © Copyright 2017, EDGAR Online, Inc. All Rights Reserved. Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 1-31447 ______________________ CenterPoint Energy, Inc. (Exact name of registrant as specified in its charter) Texas 74-0694415 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1111 Louisiana Houston, Texas 77002 (713) 207-1111 (Address and zip code of principal executive offices) (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, $0.01 par value New York Stock Exchange Chicago Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No o Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer þ Accelerated filer o Non-accelerated filer o Smaller reporting company o (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ The aggregate market value of the voting stock held by non-affiliates of CenterPoint Energy, Inc. (CenterPoint Energy) was $10,273,144,728 as of June 30, 2016 , using the definition of beneficial ownership contained in Rule 13d-3 promulgated pursuant to the Securities Exchange Act of 1934 and excluding shares held by directors and executive officers. As of February 10, 2017 , CenterPoint Energy had 430,688,867 shares of Common Stock outstanding. Excluded from the number of shares of Common Stock outstanding are 166 shares held by CenterPoint Energy as treasury stock. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive proxy statement relating to the 2017 Annual Meeting of Shareholders of CenterPoint Energy, which will be filed with the Securities and Exchange Commission within 120 days of December 31, 2016 , are incorporated by reference in Item 10, Item 11, Item 12, Item 13 and Item 14 of Part III of this Form 10-K. TABLE OF CONTENTS PART I Page Item 1. Business 1 Item 1A. Risk Factors 15 Item 1B. Unresolved Staff Comments 40 Item 2. Properties 40 Item 3. Legal Proceedings 40 Item 4. Mine Safety Disclosures 40 PART II Item 5. Market for Registrants’ Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 41 Item 6. Selected Financial Data 42 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 43 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 67 Item 8. Financial Statements and Supplementary Data 70 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 119 Item 9A. Controls and Procedures 119 Item 9B. Other Information 122 PART III Item 10. Directors, Executive Officers and Corporate Governance 122 Item 11. Executive Compensation 122 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 122 Item 13. Certain Relationships and Related Transactions, and Director Independence 122 Item 14. Principal Accounting Fees and Services 122 PART IV Item 15. Exhibits and Financial Statement Schedules 123 i GLOSSARY AEM Atmos Energy Marketing, LLC, a wholly-owned subsidiary of Atmos Energy Holdings, Inc., a wholly-owned subsidiary of Atmos Energy Corporation AFUDC Allowance for funds used during construction AMAs Asset Management Agreements AMS Advanced Metering System AOL AOL Inc. APSC Arkansas Public Service Commission ArcLight ArcLight Capital Partners, LLC ARO Asset retirement obligation ASC Accounting Standards Codification ASU Accounting Standards Update AT&T AT&T Inc. AT&T Common AT&T common stock Btu British thermal units Bcf Billion cubic feet Bond Companies Transition and system restoration bond companies Brazos Valley Connection A portion of the Houston region transmission project between Houston Electric’s Zenith substation and the Gibbons Creek substation owned by the Texas Municipal Power Agency CEA Commodities Exchange Act CEIP CenterPoint Energy Intrastate Pipelines, LLC CenterPoint Energy CenterPoint Energy, Inc., and its subsidiaries CERC Corp. CenterPoint Energy Resources Corp. CERC CERC Corp., together with its subsidiaries CERCLA Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended CES CenterPoint Energy Services, Inc., a wholly-owned subsidiary of CERC Corp. CFTC Commodity Futures Trading Commission Charter Charter Communications, Inc. Charter Common Charter common stock CIP Conservation Improvement Program Continuum The retail energy services business of Continuum Retail Energy Services, LLC, including its wholly-owned subsidiary Lakeshore Energy Services, LLC and the natural gas wholesale assets of Continuum Energy Services, LLC DCRF Distribution Cost Recovery Factor DOE U.S. Department of Energy DOT U.S. Department of Transportation Dth Dekatherms EECR Energy Efficiency Cost Recovery EECRF Energy Efficiency Cost Recovery Factor EGT Enable Gas Transmission, LLC EIA U.S. Energy Information Administration Enable Enable Midstream Partners, LP Energy Future Holdings Energy Future Holdings Corp. EPA Environmental Protection Agency EPAct of 2005 Energy Policy Act of 2005 ERCOT Electric Reliability Council of Texas ERCOT ISO ERCOT Independent System Operator ii GLOSSARY (cont.) ERISA Employee Retirement Income Security Act of 1974 ERO Electric Reliability Organization FASB Financial Accounting Standards Board FERC Federal Energy Regulatory Commission Fitch Fitch, Inc. FRP Formula Rate Plan GenOn GenOn Energy, Inc. GHG Greenhouse gases GRIP Gas Reliability Infrastructure Program GWh Gigawatt-hours Houston Electric CenterPoint Energy Houston Electric, LLC and its subsidiaries HVAC Heating, ventilation and air conditioning IBEW International Brotherhood of Electrical Workers ICA Interstate Commerce Act IRS Internal Revenue Service LIBOR London Interbank Offered Rate LNG Liquefied natural gas LPSC Louisiana Public Service Commission LTIPs Long-term incentive plans MGPs Manufactured gas plants MLP Master Limited Partnership MMBtu One million British thermal units MMcf Million cubic feet Moody’s Moody’s Investors Service, Inc. MPSC Mississippi Public Service Commission MPUC Minnesota Public Utilities Commission MRT Enable-Mississippi River Transmission, LLC NAV Net asset value NECA National Electrical Contractors Association NERC North American Electric Reliability Corporation NESHAPS National Emission Standards for Hazardous Air Pollutants NGA Natural Gas Act of 1938 NGD Natural gas distribution business NGLs Natural gas liquids NGPA Natural Gas Policy Act of 1978 NGPSA Natural Gas Pipeline Safety Act of 1968 NRG NRG Energy, Inc. NYSE New York Stock Exchange OCC Oklahoma Corporation Commission OGE OGE Energy Corp. PBRC Performance Based Rate Change PHMSA Pipeline and Hazardous Materials Safety Administration PRPs Potentially responsible parties PUCT Public Utility Commission of Texas Railroad Commission Railroad Commission of Texas RCRA Resource Conservation and Recovery Act REIT Real Estate Investment Trust iii GLOSSARY (cont.) Reliant Energy Reliant Energy, Incorporated REP Retail electric provider ROE Return on equity RRA Rate Regulation Adjustment