Sempra Prices $5.75 Billion in Senior Notes

Ticker: SRE · Form: 8-K · Filed: 2024-03-13T00:00:00.000Z

Sentiment: neutral

Topics: debt-offering, financing, notes

TL;DR

Sempra just raised $5.75B in debt notes due between 2029-2054.

AI Summary

On March 12, 2024, Sempra announced the pricing of its $5.75 billion aggregate principal amount of senior unsecured notes. The notes are due in installments between 2029 and 2054, with interest rates ranging from 4.750% to 5.875%. This offering is expected to close on March 15, 2024.

Why It Matters

This significant debt issuance by Sempra will fund its ongoing capital expenditures and strategic initiatives, impacting its financial leverage and future growth prospects.

Risk Assessment

Risk Level: medium — Issuing a large amount of debt increases financial leverage and interest rate risk for Sempra.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of this debt issuance?

The filing indicates the net proceeds will be used for general corporate purposes, which may include funding capital expenditures and repaying outstanding debt.

What are the specific maturity dates and interest rates for the notes?

The notes have various maturity dates ranging from 2029 to 2054, with interest rates varying from 4.750% to 5.875% depending on the specific tranche.

When is the expected closing date for this offering?

The offering is expected to close on March 15, 2024.

Are these notes secured or unsecured?

The filing states that the notes are senior unsecured notes.

What is the total amount Sempra is raising?

Sempra is raising an aggregate principal amount of $5.75 billion through the issuance of these notes.

Filing Stats: 714 words · 3 min read · ~2 pages · Grade level 11.4 · Accepted 2024-03-13 16:08:59

Key Financial Figures

Filing Documents

From the Filing

8-K UNITED STATES 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 March 12, 2024 Date of Report (Date of earliest event reported) Commission File No. Exact Name of Registrants as Specified in their Charters, Address and Telephone Number State of Incorporation I.R.S. Employer Identification Nos. Former name, former address and former fiscal year, if changed since last report 1-14201 SEMPRA California 33-0732627 No change 488 8th Avenue San Diego , California 92101 (619) 696-2000 1-01402 SOUTHERN CALIFORNIA GAS COMPANY California 95-1240705 No change 555 West 5th Street Los Angeles , California 90013 (213) 244-1200 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Title of Each Class Trading Symbol Name of Each Exchange on Which Registered SEMPRA: Sempra Common Stock, without par value SRE New York Stock Exchange Sempra 5.75% Junior Subordinated Notes Due 2079, $25 par value SREA New York Stock Exchange SOUTHERN CALIFORNIA GAS COMPANY: None Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company SEMPRA [] SOUTHERN CALIFORNIA GAS COMPANY [] If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. SEMPRA [] SOUTHERN CALIFORNIA GAS COMPANY [] Item8.01 Other Events. On March 12, 2024, Southern California Gas Company (the "Company"), an indirect subsidiary of Sempra, entered into an underwriting agreement (the "Underwriting Agreement") with BBVA Securities Inc., J.P. Morgan Securities LLC, MUFG Securities Americas Inc. and Wells Fargo Securities, LLC, as the representatives of the several underwriters named on Schedule I thereto (the "Underwriters"), pursuant to which the Company agreed to issue and sell to the Underwriters, severally and not jointly, $500,000,000 aggregate principal amount of its 5.600% First Mortgage Bonds, Series BBB, due 2054 (the "Bonds") for resale at a public offering price of 99.350% of the aggregate principal amount of the Bonds, in a registered public offering under a prospectus supplement and related prospectus filed with the U.S. Securities and Exchange Commission pursuant to the Company's effective shelf registration statement on Form S-3 (File No. 333-270939). A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. The summary set forth above is qualified in its entirety by reference to such exhibit. This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any jurisdiction in which, or to any person to whom, such offer, solicitation or sale would be unlawful. These securities are only offered by means of the prospectus supplement and related prospectus referred to above. Item9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Exhibit Description 1.1 Underwriting Agreement, dated March 12, 2024, among Southern California Gas Company and the representatives of the several underwriters named therein. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. SEMPRA, (Registrant) Date: March 13, 2024 By: /s/ Peter R. Wall Peter R. Wall Senior Vice President, Controller and Chief Accounting Officer SOUTHERN CALIFORNIA GAS COMPANY, (Registrant) Date: March 13, 2024 By: /s/ Mia L. DeMontigny Mia L. DeMontigny Senior Vice President, Chief Financial Officer and Chief Accounting Officer

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