with the SEC or the CNBV in connection with the proposed exchange offer or incorporated by reference in the Offer Documents, because they contain important information about the proposed exchange
offer and the parties thereto. The Offer Documents and other documents are available free of charge at the SECs internet website, www.sec.gov, and on the CNBVs website at www.gob.mx/cnbv. The Offer Documents and other pertinent documents
may also be obtained free of charge by directing a written request to Sempra, Attn: Corporate Secretary, at 488 8th Avenue, San Diego, California 92101.
Neither this report nor the information contained herein shall constitute an offer to sell or the solicitation of an offer to buy any
securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of
securities in the United States or Mexico will be made except pursuant to an effective registration statement and by means of the prospectus included in such registration statement and the related materials filed with the SEC and the CNBV. The
securities discussed herein will not be offered or acquired until the CNBV has authorized the proposed exchange offer, as provided for in the Mexican Securities Act (Ley del Mercado de Valores), and the SEC has declared effective the Registration
Statement related to the proposed exchange offer that has been filed.
Certain Information Concerning Participants
Sempra and its directors, executive officers and other members of management and employees may be deemed to be participants in the
solicitation of tenders of securities in connection with the proposed exchange offer. Information about Sempras directors and executive officers is included or incorporated by reference in its Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 25, 2021.
Forward-Looking
Statements
This report contains statements that constitute forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements are based on assumptions with respect to the future, involve risks and uncertainties, and are not guarantees. Future results may differ materially from those expressed in any
forward-looking statements. These forward-looking statements represent our estimates and assumptions only as of the date of this report. We assume no obligation to update or revise any forward-looking statement as a result of new information, future
events or other factors.
Forward-looking statements in this report include any statements regarding the ability to complete the
proposed transactions described herein on the anticipated timeline or at all, the anticipated benefits of these transactions if completed, the projected impact of these transactions on Sempras performance or opportunities, and any other
statements regarding Sempras expectations, beliefs, plans, objectives or prospects or future performance or financial condition as a result of or in connection with these transactions. In this report, forward-looking statements can be
identified by words such as believes, expects, anticipates, plans, estimates, projects, forecasts, should, could, would,
will, confident, may, can, potential, possible, proposed, in process, under construction, in development, target,
outlook, maintain, continue, or similar expressions, or when we discuss our guidance, priorities, strategy, goals, vision, mission, opportunities, projections, intentions or expectations.
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: the timing of the proposed transactions described herein; the ability to satisfy the conditions to closing these transactions; the ability to obtain regulatory approvals
necessary to complete these transactions; the ability to achieve the anticipated benefits of these transactions; the effect of this communication on Sempras or IEnovas stock prices; transaction costs; the diversion