SAN DIEGO, Oct. 14, 2016 /PRNewswire/ -- Sempra Energy
(NYSE: SRE) today announced that its Mexican subsidiary,
Infraestructura Energética Nova, S.A.B. de C.V. (IEnova) (BMV:
IENOVA), has priced its international private offering and its
concurrent public offering in Mexico of 344,932,264 shares of Class II,
Single Series, common stock, at an offering price of 80.00 pesos per share, which is equivalent to
approximately US$4.22 per share based
on an exchange rate of 18.9622 pesos
to US$1.00 as of Oct. 13, 2016 as published by Banco de
México.
The net proceeds from the offerings are estimated to be
approximately 27.12 billion pesos
(US$1.43 billion, based on the above
exchange rate), and after deducting underwriting discounts,
commissions and estimated offering expenses payable by IEnova, and
prior to any exercise of the 30-day overallotment option.
Settlement of the offerings is expected to occur on Oct. 19, 2016, subject to the completion of
customary closing conditions.
IEnova expects to use the net proceeds from the offerings for
repayment of Sempra Energy's bridge financing of the recent
purchase of PEMEX's 50-percent stake in Gasoductos de Chihuahua;
funding a portion of the potential acquisition of the Ventika
windfarms; capital expenditures; and general corporate
purposes.
The initial purchasers in the private offering and the
underwriters in the Mexican public offering have been granted a
30-day option to purchase up to an additional 35,067,736 shares of
common stock at the offering price, less the underwriting discount,
to cover overallotments, if any. The aggregate shares of
common stock to be sold in the follow-on offerings represent
approximately 23.0 percent of IEnova's outstanding shares (and
approximately 24.8 percent of IEnova's shares if the 30-day
overallotment option is exercised in full).
Through a wholly owned subsidiary, Sempra Energy agreed to
purchase approximately US$350.70
million of common stock in the offerings. Immediately
following the closing of the offerings, Sempra Energy will own
approximately 68.0 percent of IEnova's outstanding shares (and
approximately 66.4 percent of IEnova's outstanding shares if the
30-day overallotment option is exercised in full).
The private offering is exempt from registration under the U.S.
Securities Act of 1933, as amended (the Securities Act). The
shares in the private offering will be offered and sold only to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act and to persons outside the U.S., in accordance with
Regulation S under the Securities Act. The shares have not
been registered under the Securities Act or any state securities
laws, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act and applicable state securities laws.
This press release is for informational purposes only and does
not constitute an offer to sell or a solicitation of an offer to
buy the shares of IEnova and is being issued pursuant to and in
accordance with Rule 135c under the Securities Act.
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," "assumes," "depends,"
"should," "could," "would," "will," "confident," "may,"
"potential," "possible," "proposed," "target," "pursue," "goals,"
"outlook," "maintain," 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: local, regional, national and
international economic, competitive, political, legislative, legal
and regulatory conditions, decisions and developments; actions and
the timing of actions, including general rate case decisions, new
regulations, issuances of permits to construct, operate and
maintain facilities and equipment and to use land, franchise
agreements and licenses for operation, by the California Public
Utilities Commission, California State Legislature, U.S. Department
of Energy, California Division of Oil, Gas, and Geothermal
Resources, Federal Energy Regulatory Commission, Nuclear Regulatory
Commission, California Energy Commission, U.S. Environmental
Protection Agency, Pipeline and Hazardous Materials Safety
Administration, California Air Resources Board, South Coast Air
Quality Management District, Los Angeles County Department of
Public Health, Mexican Competition Commission, states, cities and
counties, and other regulatory and governmental bodies in the
countries in which we operate; 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, risks in obtaining the consent of our partners, and
risks in obtaining adequate and competitive financing for such
projects; the resolution of civil and criminal litigation and
regulatory investigations; deviations from regulatory precedent or
practice that result in a reallocation of benefits or burdens among
shareholders and ratepayers, and delays in, or disallowance or
denial of, regulatory agency authorization to recover costs in
rates from customers; the availability of electric power, natural
gas and liquefied natural gas, and natural gas pipeline and storage
capacity, including disruptions caused by failures in the North
American transmission grid, moratoriums on the ability to withdraw
natural gas from or inject natural gas into storage facilities,
pipeline explosions and equipment failures; energy markets; the
timing and extent of changes and volatility in commodity prices;
the impact on the value of our natural gas storage and related
assets and our investments 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;
risks posed by decisions and actions of third parties who control
the operations of investments in which we do not have a controlling
interest, and risks that our partners or counterparties will be
unable (due to liquidity issues, bankruptcy or otherwise) or
unwilling to fulfill their contractual commitments; weather
conditions, natural disasters, catastrophic accidents, equipment
failures, terrorist attacks and other events that may disrupt our
operations, damage our facilities and systems, cause the release of
greenhouse gases, radioactive materials and harmful emissions, and
subject us to third-party liability for property damage or personal
injuries, fines and penalties, some of which may not be covered by
insurance (including costs in excess of applicable policy limits)
or may be disputed by insurers; 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 and employees; failure to obtain
regulatory approval for projects required to enhance safety and
reliability; the ability to win competitively bid infrastructure
projects against a number of strong competitors willing to
aggressively bid for these projects; capital markets conditions,
including the availability of credit and liquidity of our
investments, and inflation, interest and currency exchange rates;
disallowance of regulatory assets associated with, or
decommissioning costs of, the San Onofre Nuclear Generating Station
facility due to increased regulatory oversight, including motions
to modify settlements; expropriation of assets by foreign
governments and title and other property disputes; the impact on
reliability of San Diego Gas & Electric Company's (SDG&E)
electric transmission and distribution system due to increased
amount and variability of power supply from renewable energy
sources and increased reliance on natural gas and natural gas
transmission systems; the impact on competitive customer rates of
the growth in distributed and local power generation and the
corresponding decrease in demand for power delivered through
SDG&E's electric transmission and distribution system; 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; 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