Current Report Filing (8-k)
June 04 2019 - 5:12PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
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May 30, 2019
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Commission
File Number
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Exact Name of Registrants as Specified in their Charters, State
of Incorporation,
Address and
Telephone Number
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I.R.S. Employer
Identification
Number
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1-14201
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SEMPRA ENERGY
(A California Corporation)
488 8th
Avenue
San Diego, California 92101
(619)
696-2000
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33-0732627
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1-01402
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SOUTHERN CALIFORNIA GAS COMPANY
(A California Corporation)
555 West
Fifth Street
Los Angeles, California 90013
(213) 244-1200
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95-1240705
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(Former name or former address, if changed since last report.)
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Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
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Title of Each Class
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Trading
Symbol
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Name of Each Exchange on Which Registered
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Sempra Energy:
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Sempra Energy Common Stock, without par value
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SRE
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NYSE
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Sempra Energy 6% Mandatory Convertible Preferred Stock, Series A, $100 liquidation
preference
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SRE.PRA
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NYSE
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Sempra Energy 6.75% Mandatory Convertible Preferred Stock, Series B, $100 liquidation
preference
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SRE.PRB
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NYSE
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Southern California Gas Company:
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None
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR 230.405) or Rule
12b-2
of the Securities Exchange Act of 1934 (17 CFR
240.12b-2).
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Emerging growth company
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Sempra Energy
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Southern California Gas Company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Sempra Energy
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Southern California Gas Company
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On June 4, 2019, Southern California Gas Company (the Company), an indirect subsidiary of Sempra Energy, closed the public
offering and sale of $350,000,000 aggregate principal amount of its 3.950% First Mortgage Bonds, Series WW, due 2050 (the Bonds) with proceeds to the Company (after deducting the underwriting discount but before other expenses estimated
at approximately $700,000) of 98.882% of the aggregate principal amount of the Bonds. The sale of the Bonds was registered under the Companys Registration Statement
on Form S-3 (File No. 333-222651).
The Bonds were issued pursuant to a Supplemental Indenture, dated as of June 4, 2019, which is attached hereto as Exhibit 4.1. The Bonds
will mature on February 15, 2050. The Bonds will bear interest at the rate of 3.950% per annum. Interest on the Bonds will accrue from June 4, 2019 and is payable semiannually in arrears on February 15 and August 15 of each year,
beginning on August 15, 2019. The Bonds will be redeemable prior to maturity, at the Companys option, at the redemption prices described in the form of Bond, which form is included in Exhibit 4.1 hereto.
Further information regarding the sale of the Bonds is contained in the underwriting agreement, dated May 30, 2019, which is attached
hereto as Exhibit 1.1.
Item 9.01
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Financial Statements and Exhibits.
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(d)
Exhibits
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
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SEMPRA ENERGY
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Date: June 4, 2019
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By: /s/ Peter R. Wall
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Peter R. Wall
Vice President, Controller and Chief Accounting Officer
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SOUTHERN CALIFORNIA GAS COMPANY
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Date: June 4, 2019
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By: /s/ Bruce A. Folkmann
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Bruce A. Folkmann
Vice President, Controller, Chief Financial Officer, Chief Accounting Officer and Treasurer
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