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

 

Date of Report (Date of earliest event reported):    May 30, 2019

 

Commission

File Number

     

Exact Name of Registrants as Specified in their Charters, State

of Incorporation,

Address and Telephone Number

     

I.R.S. Employer

Identification

Number

1-14201      

SEMPRA ENERGY

(A California Corporation)

488 8th Avenue

San Diego, California 92101

(619) 696-2000

      33-0732627
1-01402      

SOUTHERN CALIFORNIA GAS COMPANY

(A California Corporation)

555 West Fifth Street

Los Angeles, California 90013

(213) 244-1200

      95-1240705

 

     
  (Former name or former address, if changed since last report.)  


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:

 

  [    ]

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  [    ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  [    ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  [    ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

 

                                 Title of Each Class   

Trading

Symbol

   Name of Each Exchange on Which Registered

Sempra Energy:

     

Sempra Energy Common Stock, without par value

   SRE    NYSE

Sempra Energy 6% Mandatory Convertible Preferred Stock, Series A, $100 liquidation preference

   SRE.PRA    NYSE

Sempra Energy 6.75% Mandatory Convertible Preferred Stock, Series B, $100 liquidation preference

   SRE.PRB    NYSE

Southern California Gas Company:

     

None

     

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).

 

   Emerging growth company
  

 

Sempra Energy

   [  ]

Southern California Gas Company

   [  ]

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.

 

Sempra Energy

   [  ]

Southern California Gas Company

   [  ]


Item 8.01

Other Events.

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 Company’s 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 Company’s 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

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

Number

  

Description of Exhibit

  1.1

   Underwriting Agreement, dated May 30, 2019, among Southern California Gas Company and the several underwriters named therein.

  4.1

   Supplemental Indenture, dated as of June 4, 2019.

  4.2

   Form of Series WW Bond (included in Exhibit 4.1 hereto).

  5.1

   Opinion of Latham & Watkins LLP.

23.1

   Consent of Latham & Watkins LLP (contained in the opinion filed as Exhibit 5.1 hereto).


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.

 

   

SEMPRA ENERGY

Date: June 4, 2019     By: /s/ Peter R. Wall
   

Peter R. Wall

Vice President, Controller and Chief Accounting Officer

 

   

SOUTHERN CALIFORNIA GAS COMPANY

Date: June 4, 2019     By: /s/ Bruce A. Folkmann
   

Bruce A. Folkmann

Vice President, Controller, Chief Financial Officer, Chief Accounting Officer and Treasurer

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