Esg Holdings, LLC agreed to acquire Energy Systems Group, LLC from CenterPoint Energy, Inc. (NYSE:CNP) for approximately $160 million on May 25, 2023. The purchase price for the Transaction is approximately $157 million, subject to customary adjustments set forth in the Purchase Agreement, including adjustments based on ESG's net working capital at closing, indebtedness, cash and cash equivalents and transaction expenses (as so adjusted, the “Purchase Price”). The completion of the Transaction is subject to customary closing conditions, including, among others (i) the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and (ii) customary conditions regarding the accuracy of the representations and warranties and compliance by the parties in all material respects with their respective obligations under the Purchase Agreement.

The Transaction is not subject to a financing condition. The Transaction is expected to close in the third quarter of 2023, subject to satisfaction of the foregoing conditions, among other things. David H. Quigley, Brian Glenn Patterson, David C. Vondle, Angela B. Styles, Julia Pashin, Rolf Zaiss, Corey W. Roush, and W. Robert Shearer of Akin Gump Strauss Hauer & Feld LLP acted as legal advisor to CenterPoint Energy.