SAN DIEGO, June 16, 2015 /PRNewswire/ -- Sempra
Energy (NYSE: SRE) today announced that its board of directors
has authorized the company to pursue the formation and initial
public offering of a publicly traded partnership to be called
Sempra Partners, LP, expected to be listed on the New York Stock
Exchange under the ticker symbol "SREP."
Sempra Energy has received its Private Letter Ruling from the
Internal Revenue Service related to the formation of its master
limited partnership (MLP) and would expect to form Sempra Partners
as an MLP. Sempra Partners will own assets and interests
producing MLP-qualifying income, including dividends from a
corporate subsidiary. Initially, the MLP is expected to own
one or more of the following assets: an interest in a U.S. entity
with contracts related to deliveries of liquefied natural gas (LNG)
at the Energia Costa Azul regasification facility; interests in
certain of Sempra Energy's contracted renewable energy projects; or
other assets with attributes attractive for inclusion in Sempra
Partners.
Sempra Energy expects to grant Sempra Partners a right of first
offer (ROFO) on certain LNG-related infrastructure projects,
including Sempra Energy's 50-percent interest in the first three
trains of the Cameron natural gas liquefaction terminal and Sempra
Energy's 100-percent interest in Cameron Interstate Pipeline, as
well as Sempra Energy's interests in certain contracted wind and
solar projects.
"Sempra Partners is designed to support continued growth within
Sempra Energy's existing strategy of long-term, contracted
infrastructure development," said Debra L.
Reed, chairman and CEO of Sempra Energy. "We
remain focused on value creation for the Sempra Energy shareholders
and we believe Sempra Partners will provide an additional source of
competitively priced capital to continue to support this initiative
for the long term."
Sempra Energy expects Sempra Partners to file a registration
statement with the Securities and Exchange
Commission (SEC) in the second half of 2015. Subject to market
conditions and further approval of Sempra Energy's board of
directors, an offering of common units representing limited-partner
interests would follow registration with the SEC.
Upon completion of the initial public offering, Sempra Energy
expects to own the general partner of Sempra Partners, all of its
incentive distribution rights, a portion of its common units and
all of its subordinated units.
Due to limitations imposed by U.S. securities laws, Sempra
Energy will not hold a conference call to discuss the content of
this news release.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy securities. Any offers,
solicitations or offers to buy, or any sales of securities, will be
made in accordance with the registration requirements of the
Securities Act of 1933, as amended (Securities Act). This
announcement is being issued in accordance with Rule 135 under the
Securities Act.
Sempra Energy, based in San Diego, is a Fortune 500 energy
services holding company. The Sempra Energy companies' 17,000
employees serve more than 32 million consumers worldwide.
This press release contains statements that are not
historical fact and constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These statements can be identified by words like
"believes," "expects," "anticipates," "plans," "estimates,"
"projects," "forecasts," "contemplates," "intends," "depends,"
"should," "could," "would," "will," "confident," "may,"
"potential," "possible," "proposed," "target," "pursue," "goals,"
"outlook," "maintain," "designed" or similar expressions, or
discussions of guidance, strategies, plans, goals, opportunities,
projections, initiatives, objectives or intentions.
Forward-looking statements are not guarantees of performance.
They involve risks, uncertainties and assumptions. Future
results may differ materially from those expressed in the
forward-looking statements. Forward-looking statements are
necessarily based upon various assumptions involving judgments with
respect to the future and other risks, including, among others,
that the MLP will not be formed, will not complete an offering of
securities, will not raise the planned amount of capital even if an
offering of securities is completed, will not contain the assets or
have the structure currently proposed, will not complete the
proposed actions on the timetable indicated and will not provide
the expected benefits to Sempra Energy; local, regional, national
and international economic, competitive, political, legislative and
regulatory conditions and developments; actions and the timing of
actions, including actions by regulatory, governmental and
environmental bodies in the United States and other
countries in which we operate; actions by third parties, including
lenders and joint venture partners; the timing and success of
business development efforts and construction, maintenance and
capital projects, including risks in obtaining, maintaining or
extending permits, licenses, certificates and other authorizations
on a timely basis and risks in obtaining adequate and competitive
financing for such projects; energy markets conditions, including
the timing and extent of changes and volatility in commodity
prices, and the impact of any protracted reduction in oil prices
from historical averages; the impact on the value of our natural
gas storage assets from low natural gas prices, low volatility of
natural gas prices and the inability to procure favorable long-term
contracts for natural gas storage services; capital markets
conditions, including the availability of credit and the liquidity
of our investments; inflation, interest and currency exchange
rates; the impact of benchmark interest rates; the availability of
electric power, natural gas and liquefied natural gas, and natural
gas pipeline and storage capacity; cybersecurity threats to the
energy grid, natural gas storage and pipeline infrastructure, the
information and systems used to operate our businesses and the
confidentiality of our proprietary information and the personal
information of our customers, terrorist attacks that threaten
system operations and critical infrastructure, and wars; the
ability to win competitively bid infrastructure projects against a
number of strong competitors willing to aggressively bid for these
projects; weather conditions, conservation efforts, natural
disasters, catastrophic accidents, and other events that may
disrupt our operations, damage our facilities and systems, and
subject us to third-party liability for property damage or personal
injuries; risks that our partners or counterparties will be unable
or unwilling to fulfill their contractual commitments; risks posed
by decisions and actions of third parties who control the
operations of investments in which we do not have a controlling
interest; risks inherent with nuclear power facilities and
radioactive materials storage, including the catastrophic release
of such materials, the disallowance of the recovery of the
investment in, or operating costs of, the nuclear facility due to
an extended outage and facility closure, and increased regulatory
oversight; business, regulatory, environmental and legal decisions
and requirements; expropriation of assets by foreign governments
and title and other property disputes; the inability or
determination not to enter into long-term supply and sales
agreements or long-term firm capacity agreements due to
insufficient market interest, unattractive pricing or other
factors; the resolution of litigation; and other uncertainties, all
of which are difficult to predict and many of which are beyond our
control. These risks and uncertainties are further discussed
in the reports that Sempra Energy has filed with the Securities and
Exchange Commission. These reports are available through the EDGAR
system free-of-charge on the SEC's
website, www.sec.gov, and on the company's website
at www.sempra.com.
Investors should not rely unduly on any forward-looking
statements. These forward-looking statements speak only
as of the date hereof, and the company undertakes no obligation to
update or revise these forecasts or projections or other
forward-looking statements, whether as a result of new information,
future events or otherwise.
Sempra International, LLC, Sempra U.S. Gas & Power, LLC,
and Sempra Partners, LP, are not the same companies as the
California utilities, San Diego Gas & Electric (SDG&E)
or Southern California Gas Company (SoCalGas), and Sempra
International, LLC, Sempra U.S. Gas & Power, LLC, and Sempra
Partners, LP, are not regulated by the California Public Utilities
Commission. Sempra International's underlying entities include
Sempra Mexico and Sempra South American Utilities. Sempra U.S. Gas
& Power's underlying entities include Sempra Renewables and
Sempra Natural Gas.
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SOURCE Sempra Energy