SAN DIEGO, Oct. 17, 2016 /PRNewswire/ -- Sempra Energy
(NYSE: SRE) today announced that the Mexican underwriters and the
initial purchasers of the previously announced global offering of
shares of common stock of its Mexican subsidiary, Infraestructura
Energética Nova, S.A.B. de C.V. (IEnova) (BMV: IENOVA), have
exercised their over-allotment options to acquire 35,067,736
additional shares at a price of 80
pesos per share, equivalent to approximately US$4.22 per share based on an exchange rate of
18.96 pesos to US$1 as of Oct. 13,
2016, as published by Banco de México, less the underwriting
discount.
The aggregate number of shares to be sold in the global
follow-on offerings, including the additional option shares, will
represent approximately 24.8 percent of IEnova's outstanding
shares. Settlement of the offerings, including the additional
option shares, is expected to occur on Oct.
19, 2016, subject to the completion of customary closing
conditions.
The net proceeds of the offerings including the additional
option shares are estimated to be approximately 29.86 billion pesos (US$1.575 billion, based on the above exchange
rate), after deducting underwriting discounts, commissions and
estimated offering expenses payable by IEnova.
IEnova expects to use the net proceeds of 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.
As previously reported, 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 66.4 percent of IEnova's
outstanding shares.
The international 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.
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