SAN DIEGO, Sept. 20, 2018 /PRNewswire/ -- Sempra Energy
(NYSE: SRE) today announced that it has entered into an agreement
to sell its U.S. non-utility operating solar assets, solar and
battery storage development projects and one wind facility to
Consolidated Edison, Inc. (NYSE: ED) for $1.54 billion in cash, subject to adjustments for
working capital and pre-closing cash contributions.
"This sale represents an important step forward in the
portfolio-optimization plan we announced in June to support market
growth opportunities," said Joseph A.
Householder, president and chief operating officer of Sempra
Energy. "We plan to work closely with Consolidated Edison to ensure
a smooth transition."
On June 28, Sempra Energy
announced a multi-phase, portfolio-optimization initiative designed
to sharpen the company's strategic focus and create value for all
shareholders. The portfolio-optimization announcement followed a
year-long, comprehensive strategic review by Sempra Energy's
executive team and board of directors. In addition to the assets
included in this sale, Sempra Energy intends to sell the rest of
its non-utility U.S. wind and certain U.S. midstream natural gas
assets.
The assets included in the sale to Consolidated Edison are:
Mesquite Solar 2 and 3 in Arizona;
Copper Mountain Solar 1 and 4 in Nevada; Great Valley Solar in California; and solar and battery storage
development projects. Additionally, Consolidated Edison will
acquire the facilities jointly owned with Sempra Renewables
including: Mesquite Solar 1; Copper Mountain Solar 2 and 3; the
Alpaugh, Corcoran and White River solar facilities in
California; and the Broken Bow II
wind facility in Nebraska.
The sale comprises approximately 980 megawatts AC of installed
capacity in Sempra Energy's non-utility renewables portfolio. The
sale is expected to be completed near the end of 2018.
The sale is subject to customary closing conditions and
consents, including approvals of the Federal Energy Regulatory
Commission and the U.S. Department of Energy, and expiration or
early termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act.
Credit Suisse, J.P. Morgan and Lazard are serving as financial
advisors on the sale and Latham & Watkins LLP is serving as
legal advisor.
Consolidated Edison is one of the nation's largest
investor-owned energy-delivery companies, with approximately
$12 billion in annual revenues and
$49 billion in assets.
Sempra Energy, a San
Diego-based energy services holding company with 2017
revenues of more than $11 billion, is
the utility holding company with the largest U.S. customer base.
The Sempra Energy companies' approximately 20,000 employees serve
more than 40 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.
Factors, among others, that could cause our actual results
and future actions to differ materially from those described in any
forward-looking statements include risks and uncertainties relating
to: 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 Department of Conservation's 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, Public Utility Commission of
Texas, states, cities and
counties, and other regulatory and governmental bodies in the U.S.
and other countries in which we operate; the timing and success of
business development efforts and construction projects, including
risks in timely obtaining or maintaining permits and other
authorizations, risks in completing construction projects on
schedule and on budget, and risks in obtaining the consent and
participation of partners and counterparties; 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; denial of approvals of proposed settlements or
modifications of settlements; and delays in, or disallowance or
denial of, regulatory agency authorizations to recover costs in
rates from customers or regulatory agency approval for projects
required to enhance safety and reliability, any of which may raise
our cost of capital and materially impair our ability to finance
our operations; the greater degree and prevalence of wildfires in
California in recent years and
risk that we may be found liable for damages regardless of fault,
such as in cases where the inverse condemnation doctrine applies,
and risk that we may not be able to recover any such costs in rates
from customers in California; 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
and moves to reduce or eliminate reliance on natural gas; 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), may be
disputed by insurers or may otherwise not be recoverable through
regulatory mechanisms or may impact our ability to obtain
satisfactory levels of insurance, to the extent that such insurance
is available or not prohibitively expensive; 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; our ability to
successfully execute our plan to divest certain non-utility assets
within the anticipated timeframe, if at all, or that such plan may
not yield the anticipated benefits; actions of activist
shareholders, which could impact the market price of our common
stock, preferred stock and other securities and disrupt our
operations as a result of, among other things, requiring
significant time and attention by management and our board of
directors; 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; the
impact of recent federal tax reform and uncertainty as to how it
may be applied, and our ability to mitigate adverse impacts;
actions by credit rating agencies to downgrade our credit ratings
or those of our subsidiaries or to place those ratings on negative
outlook and our ability to borrow at favorable interest rates;
changes in foreign and domestic trade policies and laws, including
border tariffs, and revisions to international trade agreements,
such as the North American Free Trade Agreement, that make us less
competitive or impair our ability to 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; the ability to realize the anticipated benefits from
our investment in Oncor Electric Delivery Holdings Company LLC
(Oncor Holdings); Oncor Electric Delivery Company LLC's (Oncor)
ability to eliminate or reduce its quarterly dividends due to
regulatory capital requirements, certain reductions in its senior
secured credit rating, or the determination by Oncor's independent
directors or a minority member director to retain such amounts to
meet future requirements; 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. These reports are available through the EDGAR
system free-of-charge on the SEC's website,
www.sec.gov, and on Sempra Energy's website at
www.sempra.com. Investors should not rely unduly on any
forward-looking statements. These forward-looking statements speak
only as of the date hereof and Sempra Energy or its subsidiaries
undertake 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 North American
Infrastructure, Sempra LNG & Midstream, Sempra Renewables,
Sempra Mexico, Sempra Texas Utility, Oncor Electric Delivery
Company LLC (Oncor) and Infraestructura Energética Nova, S.A.B. de
C.V. (IEnova) are not the same companies as the California utilities, San Diego Gas &
Electric Company (SDG&E) or Southern California Gas Company
(SoCalGas), and Sempra South American Utilities, Sempra North
American Infrastructure, Sempra LNG & Midstream, Sempra
Renewables, Sempra Mexico, Sempra Texas Utility, Oncor and IEnova
are not regulated by the California Public Utilities
Commission.
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SOURCE Sempra Energy