Long-term Debt



	December 31, 2011				December 31, 2012
	Long-Term		Current(1)		Long-Term			Current(1)
	(in millions)
Long-term debt:
First mortgage bonds 9.15% due 2021(2)	$	102	$	—	$	102		$	—
General mortgage bonds 2.25% to 6.95% due 2013 to 2042(2)	1,762		—		1,312			450
Pollution control bonds 4.25% to 5.60% due 2017 to 2027(3)	183		46		183			—
System restoration bonds 1.833% to 4.243% due 2013 to 2022	556		45		510			46
Transition bonds 0.90% to 5.63% due 2013 to 2024	1,659		262		2,890			401
Other	—		—		(2		)	—
Total long-term debt	$	4,262	$	353	$	4,995		$	897

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(1)	Includes amounts due or scheduled to be paid within one year of the date noted.


(2)	Debt issued as collateral is excluded from the financial statements because of the contingent nature of the obligation.


(3)	These series of debt are secured by CenterPoint Houston’s general mortgage bonds.

Transition and System Restoration Bonds. As of December 31, 2012, CenterPoint Houston had five special purpose subsidiaries consisting of transition and system restoration bond companies, which it consolidates, including Bond Company IV, which issued transition bonds in January 2012 as described below. The consolidated special purpose subsidiaries are wholly owned bankruptcy remote entities that were formed solely for the purpose of purchasing and owning transition or system restoration property through the issuance of transition bonds or system restoration bonds and activities incidental thereto. These transition bonds and system restoration bonds are payable only through the imposition and collection of “transition” or “system restoration” charges, as defined in the Texas Public Utility Regulatory Act, which are irrevocable, non-bypassable charges payable by most of CenterPoint Houston's retail electric customers in order to provide recovery of authorized qualified costs. CenterPoint Houston has no payment obligations in respect of the transition and system restoration bonds other than to remit the applicable transition or system restoration charges it collects. Each special purpose entity is the sole owner of the right to impose, collect and receive the applicable transition or system restoration charges securing the bonds issued by that entity. Creditors of CenterPoint Energy or CenterPoint Houston have no recourse to any assets or revenues of the transition and system restoration bond companies (including the transition and system restoration charges), and the holders of transition bonds or system restoration bonds have no recourse to the assets or revenues of CenterPoint Energy or CenterPoint Houston.

In January 2012, Bond Company IV issued $1.695 billion of transition bonds in three tranches with interest rates ranging from 0.9012% to 3.0282% and final maturity dates ranging from April 15, 2018 to October 15, 2025. The transition bonds will be repaid through a charge imposed on customers in CenterPoint Houston’s service territory.

General Mortgage Bonds. In August 2012, CenterPoint Houston issued $300 million of 2.25% general mortgage bonds due 2022 and $500 million of 3.55% general mortgage bonds due 2042. The net proceeds from the sale of the bonds were used to fund a portion of the redemption of the general mortgage bonds discussed below.

In August 2012, CenterPoint Houston redeemed $300 million principal amount of its 5.75% general mortgage bonds due 2014 at a price of 107.332% of their principal amount and $500 million principal amount of its 7.00% general mortgage bonds due 2014 at a price of 109.397% of their principal amount. Redemption premiums for the two series aggregated approximately $69 million.

Revolving Credit Facility. As of December 31, 2011 and 2012, CenterPoint Houston had the following revolving credit facility and utilization of such facility (in millions):



December 31, 2011						December 31, 2012
Size of Facility		Loans		Letters of Credit		Size of Facility		Loans		Letters of Credit
$	300	$	—	$	4	$	300	$	—	$	4

CenterPoint Houston’s $300 million credit facility, which is scheduled to terminate September 9, 2016, can be drawn at the London Interbank Offered Rate (LIBOR) plus 125 basis points based on CenterPoint Houston’s current credit ratings. The facility contains a debt (excluding transition and system restoration bonds) to total capitalization covenant, limiting debt to 65% of its capitalization. CenterPoint Houston was in compliance with all debt covenants as of December 31, 2012.

Maturities. CenterPoint Houston’s maturities of long-term debt and scheduled payments on transition and system restoration bonds are $897 million in 2013, $354 million in 2014, $372 million in 2015, $391 million in 2016 and $538 million in 2017. These maturities include transition and system restoration bond principal repayments on scheduled payment dates aggregating $447 million in 2013, $354 million in 2014, $372 million in 2015, $391 million in 2016 and $411 million in 2017.

Liens. As of December 31, 2012, CenterPoint Houston’s assets were subject to liens securing approximately $253 million of first mortgage bonds. Sinking or improvement fund and replacement fund requirements on the first mortgage bonds may be satisfied by certification of property additions. Sinking fund and replacement fund requirements for 2010, 2011 and 2012 have been satisfied by certification of property additions. The replacement fund requirement to be satisfied in 2013 is approximately $189 million, and the sinking fund requirement to be satisfied in 2013 is approximately $3 million. CenterPoint Houston expects to meet these 2013 obligations by certification of property additions. As of December 31, 2012, CenterPoint Houston’s assets were also subject to liens securing approximately $2.4 billion of general mortgage bonds which are junior to the liens of the first mortgage bonds.