01—Abstract
Summary
Summary of the 10-K/A filed March 14, 2012. Cited figures are marked; the original filing is the authoritative source.
This filing is Amendment No. 1 to the combined 2011 Form 10-K of Sempra Energy (SRE), San Diego Gas & Electric Company, and Southern California Gas Company.
Its sole purpose, per the explanatory note, is to furnish the Interactive Data Files (XBRL Exhibits) under Exhibit 101. The XBRL exhibits were inadvertently filed under Exhibit 100 in the original 10-K, which was filed February 28, 2012. The amendment makes no other changes and does not update any disclosures or reflect subsequent events.
The document supplied contains no financial statements, results of operations, or management discussion. Those are incorporated by reference from the 2011 Annual Report to Shareholders (Exhibit 13.1), which was not included in the text provided. For investors, the filing's main substance is administrative.
It confirms Sempra's status as a large accelerated filer and well-known seasoned issuer, reports an aggregate non-affiliate market value of about $12.6 billiona as of June 30, 2011, and lists 240,590,672 common shares outstanding as of February 24, 2012. SDG&E and SoCalGas are wholly owned subsidiaries and have no public market value. The filing also updates the exhibit index, including several 2011 agreements such as the October 12, 2011 amendments to SDG&E's nuclear decommissioning trust agreements.
Investors seeking operating or financial performance should consult the original February 28, 2012 10-K and its Annual Report exhibit. Note: the filing date of March 14, 2012 provided in the request does not appear in the document text. The original combined 10-K is dated February 28, 2012, per the explanatory note.
02—Key points
Key Highlights
- Purpose is limited: Amendment No. 1 only furnishes XBRL Interactive Data Files (Exhibit 101), which were mistakenly filed as Exhibit 100 in the original 10-K.
- No substantive changes: the explanatory note states no other changes were made and no subsequent events or updated disclosures are included.
- Financial content is incorporated by reference: results and financial statements are in the 2011 Annual Report to Shareholders (Exhibit 13.1), which is not contained in this document.
- Sempra Energy is a large accelerated filer and well-known seasoned issuer, with aggregate non-affiliate market value of approximately $12.6 billion as of June 30, 2011.
- Sempra had 240,590,672 common shares outstanding as of February 24, 2012.
- Three registrants file combined: Sempra Energy (NYSE-listed common stock), SDG&E (preferred stock on NYSE Amex), and SoCalGas (no public common equity; wholly owned by Pacific Enterprises).
- Exhibit index updates include the October 12, 2011 Eighth Amendment to SDG&E's Nuclear Facilities Qualified CPUC Decommissioning Master Trust Agreement and the Sixth Amendment to its Non-Qualified trust agreement.
03—One dollar
04—Financials
Financial Highlights
Figures from 10-K/AFY2011filed March 14, 2012Financial Statements
FY2011 against FY2010
| Line item | FY2011FY2010 | Change |
|---|---|---|
| Revenue | $10.04B$9.00B | +11.5% |
| Interest Expense | $465.00M$436.00M | +6.7% |
| Net Income | $1.33B$709.00M | +87.7% |
| EPS (Basic) | $2.77$1.45 | +91.4% |
| EPS (Diluted) | $2.75$1.43 | +92.7% |
| Shares Outstanding (Basic) | 479.44M489.47M | −2.0% |
| Shares Outstanding (Diluted) | 483.05M495.88M | −2.6% |
05—Questions
Frequently Asked Questions
Does this 10-K/A change Sempra's reported 2011 financial results?
No. The explanatory note states that the amendment's only purpose is to furnish XBRL exhibits and that no other changes were made. It does not modify or update any disclosures in the original combined Form 10-K filed February 28, 2012.
Why was this amendment filed?
The XBRL Interactive Data Files were inadvertently filed under Exhibit 100 in the original 10-K. This amendment refiles them correctly as Exhibit 101 so they conform to SEC interactive data requirements.
Where can I find Sempra's 2011 financial statements and results?
They are in the original Form 10-K and in the 2011 Annual Report to Shareholders, furnished as Exhibit 13.1 and incorporated by reference. The text of this amendment does not include them.
How large is Sempra's public equity and how many shares are outstanding?
The aggregate market value of common equity held by non-affiliates was about $12.6 billion as of June 30, 2011. As of February 24, 2012, there were 240,590,672 common shares outstanding.
06—Continue