8-KMaterial AgreementsExhibits & Filings

SEMPRA 8-K Report, Material Agreement (Oct 15, 2019)

Filed October 15, 2019For Securities:SRESREA

Summary

Sempra Energy, through its indirect subsidiary International Holdings, has entered into a Purchase and Sale Agreement to sell its entire ownership of Chilquinta Energía, S.A. and related entities in Chile to State Grid International Development Limited. The aggregate base purchase price for this transaction is $2.23 billion, subject to customary adjustments. Chilquinta is a significant electric distribution utility serving approximately 2 million customers in central Chile, along with associated energy services and transmission infrastructure entities. This divestiture aligns with Sempra's strategic focus on its core U.S. regulated utilities and infrastructure businesses. The sale is expected to be completed in the first quarter of 2020, pending necessary regulatory approvals from Chilean, Chinese, and Bermudan authorities, as well as other customary closing conditions. Investors should monitor the progress of these approvals and any adjustments to the purchase price, as these could impact the final proceeds from the sale.

Key Highlights

  • 1Sempra Energy is selling its Chilean operations (Chilquinta Energía) and related entities for a base price of $2.23 billion.
  • 2The buyer is State Grid International Development Limited.
  • 3The transaction includes the sale of 100% ownership of Chilquinta, an electric distribution utility serving 2 million customers in Chile.
  • 4The sale also includes Tecnored S.A. (energy services) and Sempra's interests in Eletrans (power transmission).
  • 5The transaction is expected to close in the first quarter of 2020.
  • 6Closing is contingent upon approvals from Chilean, Chinese, and Bermudan regulatory authorities.
  • 7The base purchase price is subject to adjustments for working capital, net indebtedness, and other factors.

Frequently Asked Questions

Sempra Energy is selling its indirect ownership of Chilquinta Energía, S.A., an electric distribution utility in Chile, along with related entities Tecnored S.A. and interests in Eletrans S.A. These entities together form Sempra's Chilean operations.

The aggregate base purchase price is $2.23 billion. This amount is subject to adjustments for working capital, net indebtedness of the companies, and other customary closing adjustments.

The buyer is State Grid International Development Limited.

Sempra Energy anticipates the transaction to be consummated in the first quarter of 2020. However, this is subject to various closing conditions being met.

Key conditions include obtaining approvals from the Chilean anti-trust authority, Chinese regulatory bodies (State-owned Assets Supervision and Administration Commission and National Development and Reform Commission), and the Bermuda Monetary Authority. The accuracy of representations and warranties and compliance with covenants are also conditions to closing.