SAN DIEGO and DALLAS, Dec. 14,
2017 /PRNewswire/ -- Oncor Electric Delivery Company LLC
(Oncor) and Sempra Energy (NYSE: SRE) today announced a settlement
agreement with several key stakeholders for Sempra Energy's
pending acquisition of Energy Future Holdings Corp. (EFH),
including EFH's indirect, approximate 80-percent ownership of
Oncor. The parties to the settlement agreement include Staff of the
Public Utility Commission of Texas
(PUCT), the Office of Public Utility Counsel, Steering Committee of
Cities Served by Oncor, and Texas Industrial Energy Consumers.
This settlement agreement is a significant step forward,
demonstrating positive momentum for Sempra Energy's proposed
acquisition of a majority stake in Oncor, both companies said. With
this settlement, the parties have agreed that the acquisition is in
the public interest, meets Texas
statutory standards, and will bring substantial benefits. The
parties to the agreement will ask the PUCT to approve the
acquisition, consistent with the governance, regulatory and
operating commitments in the settlement agreement.
"We are pleased that our proposed transaction to acquire a
majority stake in Oncor has garnered support from several key
stakeholder groups in Texas," said
Debra L. Reed, chairman, president
and CEO of Sempra Energy. "We strongly believe that this
transaction will benefit Oncor customers and the state of
Texas, and we are working with the
PUCT to facilitate its comprehensive review of our proposal."
"Sempra Energy has demonstrated its ability to be a great
partner for Texas through its
willingness to work with stakeholders across the state," said
Bob Shapard, CEO of Oncor. "Final
authority on our application rests with the PUCT, but, if approved,
our partnership with Sempra Energy will result in a strong,
well-capitalized Oncor that will help Texas continue to grow and invest in a safer,
smarter, more reliable electric grid in the years to come. This
settlement agreement moves us one step closer to ending the EFH
bankruptcy process."
Consistent with Sempra Energy's and EFH's merger agreement, the
settlement includes regulatory commitments that preserve the
existing Oncor ring-fence and the independence of Oncor's board of
directors. To protect Oncor, its customers and employees, the
commitments also include extinguishing of all debt currently at EFH
and Energy Future Intermediate Holding Company LLC.
Sempra Energy and Oncor will continue settlement discussions
with additional stakeholders in the coming weeks.
On Aug. 21, Sempra Energy entered
into an agreement to acquire EFH. In September, the U.S. Bankruptcy
Court for the District of Delaware
approved EFH's entry into the merger agreement with Sempra Energy
and, in October, Sempra Energy and Oncor filed a joint
Change-in-Control application with the PUCT. On Oct. 16, the PUCT set a procedural schedule to
complete a review of the joint application by early April 2018, with a proposed February 2018 hearing date. Earlier this week,
the Federal Energy Regulatory Commission issued an order
authorizing Sempra Energy's acquisition of EFH, subject to
customary conditions.
The EFH transaction closing remains subject to further approvals
by the U.S. Bankruptcy Court and the PUCT, among other approvals
and closing conditions.
Headquartered in Dallas, Oncor
is a regulated electric transmission and distribution service
provider, made up of approximately 134,000 miles of lines and more
than 3.4 million advanced meters, making it the largest utility in
Texas. Using cutting-edge
technology, more than 3,900 employees work to safely maintain
reliable electric delivery service to over 10 million Texans.
Sempra Energy, based in San Diego, is a Fortune 500 energy
services holding company with 2016 revenues of more than $10
billion. The Sempra Energy companies' more than 16,000 employees
serve approximately 32 million consumers worldwide.
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 such as
"believes," "expects," "anticipates," "plans," "estimates,"
"projects," "forecasts," "contemplates," "assumes," "depends,"
"should," "could," "would," "will," "confident," "may," "can,"
"potential," "possible," "proposed," "target," "pursue," "outlook,"
"maintain," or similar expressions or discussions of guidance,
strategies, plans, goals, opportunities, projections, initiatives,
objectives or intentions. 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.
Such forward-looking statements include, but are not limited
to, statements about the anticipated benefits of the proposed
Merger, including future financial or operating results of Sempra
Energy or Oncor, Sempra Energy's, EFH's or Oncor's plans,
objectives, expectations or intentions, the expected timing of
completion of the transaction, the anticipated improvement in
credit ratings of Oncor, and other statements that are not
historical facts. Important factors that could cause actual results
to differ materially from those indicated by any such
forward-looking statements include risks and uncertainties relating
to: the risk that Sempra Energy, EFH or Oncor may be unable to
obtain bankruptcy court and governmental and regulatory approvals
required for the merger, or that required bankruptcy court and
governmental and regulatory approvals may delay the merger or
result in the imposition of conditions that could cause the parties
to abandon the transaction or be onerous to Sempra Energy; the risk
that a condition to closing of the merger may not be satisfied; the
risk that the transaction may not be completed for other reasons,
or may not be completed on the terms or timing currently
contemplated; the risk that the anticipated benefits from the
transaction may not be fully realized or may take longer to realize
than expected; the risk that Sempra Energy may be unable to obtain
the external financing necessary to pay the consideration and
expenses related to the merger on terms favorable to Sempra Energy,
if at all; disruption from the transaction making it more difficult
to maintain relationships with customers, employees or suppliers;
the diversion of management time and attention to merger-related
issues; and related legal, accounting and other costs, whether or
not the merger is completed.
Additional factors, among others, that could cause actual
results and future actions to differ materially from those
described in forward-looking statements include: actions and the
timing of actions, including decisions, new regulations, and
issuances of permits and other authorizations by the California
Public Utilities Commission, U.S. Department of Energy, California
Division of Oil, Gas, and Geothermal Resources, Federal Energy
Regulatory Commission, U.S. Environmental Protection Agency,
Pipeline and Hazardous Materials Safety Administration, Los Angeles
County Department of Public Health, states, cities and counties,
and other regulatory and governmental bodies in the United States and other countries in which
we operate; the timing and success of business development efforts
and construction projects, including risks in obtaining or
maintaining permits and other authorizations on a timely basis,
risks in completing construction projects on schedule and on
budget, and risks in obtaining the consent and participation of
partners; the resolution of civil and criminal litigation and
regulatory investigations; deviations from regulatory precedent or
practice that result in a reallocation of benefits or burdens among
shareholders and ratepayers; modifications of settlements; delays
in, or disallowance or denial of, regulatory agency authorizations
to recover costs in rates from customers (including with respect to
regulatory assets associated with the San Onofre Nuclear Generating
Station facility and 2007 wildfires) or regulatory agency approval
for projects required to enhance safety and reliability; the
availability of electric power, natural gas and liquefied natural
gas, and natural gas pipeline and storage capacity, including
disruptions caused by failures in the transmission grid,
moratoriums or limitations on the withdrawal or injection of
natural gas from or into storage facilities, and equipment
failures; changes in energy markets; volatility in commodity
prices; moves to reduce or eliminate reliance on natural gas; the
impact on the value of our investment in natural gas storage and
related assets from low natural gas prices, low volatility of
natural gas prices and the inability to procure favorable long-term
contracts for storage services; risks posed by actions of third
parties who control the operations of our investments, and risks
that our partners or counterparties will be unable or unwilling to
fulfill their contractual commitments; weather conditions, natural
disasters, accidents, equipment failures, computer system outages,
explosions, terrorist attacks and other events that disrupt our
operations, damage our facilities and systems, cause the release of
greenhouse gases, radioactive materials and harmful emissions,
cause wildfires and subject us to third-party liability for
property damage or personal injuries, fines and penalties, some of
which may not be covered by insurance (including costs in excess of
applicable policy limits) or may be disputed by insurers;
cybersecurity threats to the energy grid, storage and pipeline
infrastructure, the information and systems used to operate our
businesses and the confidentiality of our proprietary information
and the personal information of our customers and employees;
capital markets and economic conditions, including the availability
of credit and the liquidity of our investments; fluctuations in
inflation, interest and currency exchange rates and our ability to
effectively hedge the risk of such fluctuations; changes in the tax
code as a result of potential federal tax reform, uncertainty as to
what proposals will be enacted, if any, and, if enacted, how they
would be applied; changes in foreign and domestic trade policies
and laws, including border tariffs, revisions to international
trade agreements, such as the North American Free Trade Agreement,
and changes that make our exports less competitive or otherwise
restrict our ability to export or resolve trade disputes; the
ability to win competitively bid infrastructure projects against a
number of strong and aggressive competitors; expropriation of
assets by foreign governments and title and other property
disputes; the impact on reliability of San Diego Gas & Electric
Company's (SDG&E) electric transmission and distribution system
due to increased amount and variability of power supply from
renewable energy sources; the impact on competitive customer rates
due to the growth in distributed and local power generation and the
corresponding decrease in demand for power delivered through
SDG&E's electric transmission and distribution system and from
possible departing retail load resulting from customers
transferring to Direct Access and Community Choice Aggregation or
other forms of distributed and local power generation, and the
potential risk of nonrecovery for stranded assets and contractual
obligations; and other uncertainties, some of which may be
difficult to predict and are beyond our control.
These risks and uncertainties are further discussed in the
reports that Sempra Energy has filed with the U.S. Securities and
Exchange Commission (SEC). These reports are available through the
EDGAR system free-of-charge on the SEC's website, www.sec.gov.
Investors should not rely unduly on any forward-looking statements.
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 South American Utilities, Sempra Infrastructure,
Sempra LNG & Midstream, Sempra Renewables, Sempra Mexico and
Infraestructura Energética Nova, S.A.B. de C.V. (IEnova) are not
the same as the California Utilities, San Diego Gas & Electric
Company (SDG&E) or Southern California Gas Company (SoCalGas),
and are not regulated by the California Public Utilities
Commission.
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SOURCE Sempra Energy