UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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 28, 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 | ||||||
1-03779 | SAN DIEGO GAS & ELECTRIC COMPANY (A California Corporation) 8326 Century Park Court San Diego, California 92123 (619)696-2000 | 95-1184800 |
(Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
[ ] | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
[ ] | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-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 | ||
San Diego Gas & Electric 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 Rule12b-2 of the Securities Exchange Act of 1934 (17 CFR240.12b-2).
Emerging growth company | ||
| ||
Sempra Energy | [ ] | |
San Diego Gas & Electric 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 | [ ] | |
San Diego Gas & Electric Company | [ ] |
Item 8.01 Other Events.
On May 31, 2019, San Diego Gas & Electric Company (the “Company”), an indirect subsidiary of Sempra Energy, closed the public offering and sale of $400,000,000 aggregate principal amount of its 4.100% First Mortgage Bonds, Series TTT, due 2049 (the “Bonds”) with proceeds to the Company (after deducting the underwriting discount but before other expenses estimated at approximately $900,000) of 99.020% of the aggregate principal amount of the Bonds. The sale of the Bonds was registered under the Company’s Registration Statement on FormS-3 (FileNo. 333-222650).
The Bonds were issued pursuant to the Sixty-Eighth Supplemental Indenture, dated as of May 31, 2019, which is attached hereto as Exhibit 4.1. The Bonds will mature on June 15, 2049. The Bonds will bear interest at the rate of 4.100% per annum. Interest on the Bonds will accrue from May 31, 2019 and is payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2019. The Bonds will be redeemable prior to maturity, at the Company’s option, at the redemption prices and under the circumstances 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 28, 2019, which is attached hereto as Exhibit 1.1.
Item 9.01 Financial Statements and Exhibits.
(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.
Date: May 31, 2019 | SEMPRA ENERGY | |||||
By: | /s/ Peter R. Wall | |||||
Peter R. Wall | ||||||
Vice President, Controller and Chief Accounting Officer | ||||||
Date: May 31, 2019 | SAN DIEGO GAS & ELECTRIC COMPANY | |||||
By: | /s/ Bruce A. Folkmann | |||||
Bruce A. Folkmann | ||||||
Vice President, Controller, Chief Financial Officer, Chief Accounting Officer and Treasurer |