Centerpoint Energy, Inc (holding Co) · NYSE:CNP

Centerpoint Energy, Inc (holding Co) — Merger or Acquisition (April 2018)

20 slides from Centerpoint Energy, Inc (holding Co)'s merger presentation, Apr 23, 2018

  1. Slide 1: CenterPoint Energy and Vectren Merger: Delivering Energy, Service and Value

    CENTERPOINT ENERGY AND VECTREN MERGER Delivering Energy, Service and Value April 23, 2018

  2. Slide 2: Cautionary Statement

    Cautionary Statement This presentation and the oral statements made in connection herewith contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical f

  3. Slide 3: Cautionary Statement (Continued)

    Cautionary Statement (Continued) through normalization or rate mechanisms, and the effectiveness of such mechanisms; (9) the timing and extent of changes in commodity prices, particularly natural gas, and the effects of geographic and seasonal commodity price differentials; (10) problems with regula

  4. Slide 4: Cautionary Statement (Continued)

    Cautionary Statement (Continued) Indiana Utility Regulatory Commission and/or Public Utilities Commission of Ohio and appellate courts that review decisions issued by the agencies, and the frequency and timing of rate increases, (7) financial, regulatory or accounting principles or policies imposed

  5. Slide 5: Additional Information: Use of Non-GAAP Financial Measures

    Additional Information Use of Non-GAAP Financial Measures In addition to presenting its financial results in accordance with generally accepted accounting principles (“GAAP”), including presentation of net income and diluted earnings per share, the Company also provides guidance based on adjusted ne

  6. Slide 6: Agenda

    Agenda Transaction Overview CenterPoint, Vectren and Combined Operations Overview Strategic Rationale CenterPoint Earnings Guidance 2018—2020 Financing Plan Appendix PAGE 6

  7. Slide 7: Transaction Overview

    Transaction Overview • CenterPoint Energy, Inc. and Vectren Corporation to combine: $27 billion total enterprise value • Cash consideration of $72 per share, plus assumed debt — Approximately 83.1 million shares outstanding — Forecasted assumed debt is approximately $2.5 billion • Nearly $29 billion

  8. Slide 8: CenterPoint at a Glance

    CenterPoint at a Glance Electric Transmission & Distribution • Electric utility operations with ~2.4 million metered customers across ~5,000 square miles in and around Houston, Texas in 2017 • 88,636 GWh delivered in 2017 Natural Gas Distribution • Regulated gas distribution jurisdictions in six sta

  9. Slide 9: Vectren at a Glance

    Vectren at a Glance Vectren Corporation, headquartered in Evansville, IN, is an energy holding Utility Service Territories company with regulated and unregulated subsidiaries Gas Utility Services Natural Gas Distribution • Provided natural gas distribution and 2017A Net Income Gas & Electric transpo

  10. Slide 10: Vectren's Smart Energy Future

    Vectren’s Smart Energy Future Gas Electric Grid Generation Infrastructure: Modernization: Transition: ~$3.8 billion of ~$1.1 billion of ~$1.3 billion of planned Capex planned Capex planned Capex (‘18-’27) (’18-’27) (’18-’27) 10-Year Utility $6.5 Billion Capex Plan Aligns with Extended Regulatory & S

  11. Slide 11: Combined Utility Regulated Business Profile

    Combined Utility Regulated Business Profile CNP VVC Combined • Combined 2017 Pro Forma Net Rate Base Income Contribution greater than $2.8 $2.3 $5.1 LDC (in billions) 70% regulated Utility Gas Customers 3.5 1.0 4.5 (in millions) Rate Base $5.1 $1.6 $6.7 (in billions) Utility Electric (1) Customers 2

  12. Slide 12: Combined Utility Operations in Strong Growth States

    Combined Utility Operations in Strong Growth States Unemployment Rate 12.0% 10.0% 8.0% 6.0% 4.0% 2.0% 0.0% 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 TX MN IN OH US Source: Federal Reserve Bank of St. Louis CenterPoint Natural Gas Distribution Electric Transmission and Distribution and Natura

  13. Slide 13: Strategic Rationale

    Strategic Rationale • Expanded regulated utility footprint with strong long-term growth fundamentals • Solid capital investment plan and strong rate base growth for combined utilities • Constructive regulatory jurisdictions expected to allow for returns at or near allowed ROEs - 75% of capex in IN a

  14. Slide 14: Strategic Rationale

    Strategic Rationale • Complementary skill sets and knowledge base benefit customers • Combining the Vectren and CenterPoint utilities better prepares the company for a customer-centric, technology focused utility of the future – CenterPoint experience with smart meters, intelligent grid, data manage

  15. Slide 15: 2018 – 2020 CenterPoint Earnings Outlook

    2018 – 2020 CenterPoint Earnings Outlook Diluted EPS on a Guidance (Non-GAAP) Basis (1) $1.90 (3) 5-7% $1.70 $1.50 – 1.60 5-7% Diluted EPS (2) Diluted EPS Growth Over $1.50 $1.37 Growth Over 2019 2018(3) $1.30 $1.16 $1.10 $1.10 $0.90 $0.70 2015 2016 2017 2018 2019 2020 • CenterPoint maintains expect

  16. Slide 16: Financing Plan

    Financing Plan • Strength of CenterPoint’s balance sheet should allow flexibility in financing $6 billion purchase price • Equity: Anticipated $2.5 billion of common equity or equity content securities offered in advance of closing • Debt: Plan to finance the balance with various debt offerings incl

  17. Slide 17: Financing Plan

    Financing Plan tie Sat ¢ Strength of CenterPoint’s balance sheet should allow flexibility in financing $6 billion purchase price Equity: Anticipated $2.5 billion of common equity or equity content securities offered in advance of closing * Debt: Plan to finance the balance with various debt offering

  18. Slide 18: CenterPoint Energy / Vectren

    CenterPoint. Energy VECTREN Live Smart

  19. Slide 19: Reconciliation: CenterPoint Net Income and Diluted EPS to Adjusted

    Reconciliation: CenterPoint Net Income and Diluted EPS to Adjusted Net Income and Adjusted Diluted EPS Used in Providing Annual Earnings Guidance Twelve Months Ended December 31, 2016 December 31, 2015 Net Income Net Income (in millions) Diluted EPS (in millions) Diluted EPS Consolidated as reported

  20. Slide 20: Reconciliation: CenterPoint Net Income and Diluted EPS to Adjusted

    Reconciliation: CenterPoint Net Income and Diluted EPS to Adjusted Net Income and Adjusted Diluted EPS Used in Providing Annual Earnings Guidance Quarter Ended Twelve Months Ended December 31, 2017 December 31, 2017 Net Income Diluted Net Income Diluted (in millions) EPS (in millions) EPS Consolidat

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