Sempra Energy Announces Pricing Of IEnova Common Stock Offering
SAN DIEGO, March 22, 2013
SAN DIEGO, March 22, 2013 /PRNewswire/ --Sempra Energy (NYSE:SRE) today
announced that its subsidiary Infraestructura Energetica Nova, S.A.B. de C.V.
(formerly Sempra Mexico and referred to as IEnova) has priced its private
offering of 91,037,426 shares of Class II, Single Series, common stock at an
initial offering price of Ps.34.00 per share, which is equivalent to
approximately US$2.75, based upon an exchange rate of Ps.12.3841 to US$1.00 as
of March 21, 2013, as published by Banco de Mexico. Concurrent with the
private offering, IEnova also priced its initial public offering registered in
Mexico of 98,623,879 shares of common stock at the same initial offering
price. Settlement of the offerings is expected to occur on March 27, 2013,
subject to the completion of customary closing conditions.
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 28,449,195 shares of common stock at the initial offering price,
less the underwriting discount, to cover overallotments, if any. The
aggregate shares of common stock to be sold in the offerings represent
approximately 16.85 percent of IEnova's outstanding ownership interest (and
approximately 18.9 percent of IEnova's outstanding ownership interest if the
30-day overallotment option is exercised in full).
The net proceeds of the offerings are estimated to be approximately Ps.6.1
billion (US$496 million, based upon an exchange rate of Ps.12.3841 to US$1.00
as of March 21, 2013, as published by Banco de Mexico), after deducting
underwriting discounts and commissions and estimated offering expenses payable
by IEnova, and prior to any exercise of the 30-day overallotment option.
IEnova expects to use the net proceeds of the offerings primarily for general
corporate purposes, including the funding of its current investments and
ongoing expansion plans.
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.
This press release 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," "intends," "plans,"
"estimates," "may," "will," "would," "could," "should," "potential," "target,"
"outlook," "depends," "pursue" or similar expressions, and include statements
regarding the company's intention to consummate the offerings of the shares.
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 and regulatory conditions and developments; actions and timing of
actions by regulatory and governmental bodies in the U.S. and other countries;
capital market conditions, including the availability of credit and the
liquidity of investments; inflation, interest and exchange rates; the timing
and success of business development efforts and construction, maintenance and
capital projects, including risks inherent in the ability to obtain, and the
timing of the granting of, permits, licenses, certificates and other
authorizations; energy markets, including the timing and extent of changes and
volatility in commodity prices; the availability of electric power, natural
gas and liquefied natural gas, including disruptions caused by failures in the
North American transmission grid, pipeline explosions and equipment failures;
weather conditions, natural disasters, catastrophic accidents, and
conservation efforts; risks posed by decisions and actions of third parties
who control the operations of investments in which the company does not have a
controlling interest; wars, terrorist attacks and cyber security threats;
business, regulatory, environmental and legal decisions and requirements;
expropriation of assets by foreign governments and title and other property
disputes; the status of deregulation of retail natural gas and electricity
delivery; the inability or determination not to enter into long-term supply
and sales agreements or long-term firm capacity agreements; the resolution of
litigation; and other uncertainties, all of which are difficult to predict and
many of which are beyond the control of the company. 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.
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, is not the same company as San Diego Gas & Electric
(SDG&E) or Southern California Gas Company (SoCalGas) and Sempra
International, LLC is not regulated by the California Public Utilities
Commission. Sempra International's underlying entities include IEnova
(formerly Sempra Mexico) and Sempra South American Utilities.
SOURCE Sempra Energy
Contact: Doug Kline, Sempra Energy, 1-877-340-8875
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