SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): APRIL 5, 2002 ------------------------------ RELIANT ENERGY, INCORPORATED (Exact name of registrant as specified in its charter) TEXAS 1-3187 74-0694415 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 1111 LOUISIANA HOUSTON, TEXAS 77002 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 207-3000 ------------------------------
ITEM 5. OTHER EVENTS. SEC INVESTIGATION On April 5, 2002, Reliant Resources, Inc. (Reliant Resources), an 83% owned subsidiary of Reliant Energy, Incorporated, announced that it has been advised by the Securities and Exchange Commission (SEC) that the SEC was conducting an informal inquiry of the facts and circumstances surrounding Reliant Resources' recent restatement of earnings for the second and third quarters of 2001. For additional information regarding the SEC's inquiry, please see Reliant Resources' press release attached hereto as Exhibit 99.1, which is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibits are filed herewith: Exhibit 99.1 Reliant Resources' Press Release issued April 5, 2002 regarding the SEC's inquiry 2
SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RELIANT ENERGY, INCORPORATED Date: April 5, 2002 By: /s/ HUGH RICE KELLY -------------------------- Hugh Rice Kelly Executive Vice President, General Counsel and Corporate Secretary 3
EXHIBIT INDEX EXHIBIT NUMBER EXHIBIT DESCRIPTION - ------- ------------------- 99.1 Reliant Resources' Press Release issued April 5, 2002 regarding the SEC's inquiry.
EXHIBIT 99.1 FOR IMMEDIATE RELEASE: April 5, 2002 FOR FURTHER INFORMATION: Sandy Fruhman (Media) - (713) 207-3123 Dennis Barber (Investors) - (713) 207-3042 RELIANT RESOURCES COOPERATING WITH INFORMAL INQUIRY HOUSTON, TX. - Reliant Resources, Inc. (NYSE: RRI) has been advised that the Securities and Exchange Commission is conducting an informal inquiry of the facts and circumstances surrounding the company's recent restatement of earnings for the second and third quarters of 2001. Reliant Resources is a majority-owned subsidiary of Reliant Energy, Incorporated (NYSE: REI). Before releasing its fiscal year 2001 earnings, Reliant Resources received concurrence from the SEC staff on the accounting treatment of the restatement, which increased its earnings for the two quarters by a total of $134 million. The restatement resulted from Reliant Resources' determination that certain derivative transactions previously accounted for as cash flow hedges in its conventional accrual accounts should have been marked to market. The restatement changed the timing of earnings recognition for the transactions. Reliant Resources will cooperate fully in the informal inquiry. At this time, Reliant Energy cannot predict what effect this informal inquiry may have on its pending application to restructure under the Public Utility Holding Company Act. Reliant Energy remains committed to completing the restructuring and distributing its shares of Reliant Resources to Reliant Energy shareholders at the earliest possible date. ###