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): November 12, 2015
SEMPRA ENERGY
(Exact name of registrant as specified in its charter)
| CALIFORNIA | 1-14201 | 33-0732627 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 488 8th AVENUE, SAN DIEGO, CALIFORNIA |
92101 | |
| (Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code: (619) 696-2000
(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)) |
| Item 8.01 | Other Events. |
On November 17, 2015, Sempra Energy (the “Company”) closed the public offering and sale of $400,000,000 aggregate principal amount of its 2.85% Notes due 2020 (the “2020 Notes”) and $350,000,000 aggregate principal amount of its 3.75% Notes due 2025 (the “2025 Notes” and, together with the 2020 Notes, the “Notes”). Proceeds to the Company (after deducting underwriting discounts but before other expenses estimated at approximately $500,000) for the Notes was 99.294% of the aggregate principal amount of the 2020 Notes and 99.078% of the aggregate principal amount of the 2025 Notes. The sale of the Notes was registered under the Company’s Registration Statement on Form S-3 (Registration No. 333-198572). The 2020 Notes will mature on November 15, 2020 and the 2025 Notes will mature on November 15, 2025. Interest on the Notes accrues from November 17, 2015 and is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2016. The Notes will be redeemable prior to maturity, at the Company’s option, at the applicable redemption prices and under the circumstances described in the respective forms of Notes, which forms are attached hereto in Exhibit 4.1. Further information regarding the sale of the Notes is contained in the underwriting agreement, dated November 12, 2015, which is attached hereto as Exhibit 1.1.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description | |
| 1.1 | Underwriting Agreement, dated November 12, 2015, between Sempra Energy and the several underwriters named therein. | |
| 4.1 | Officers’ Certificate of the Company, including the form of 2.85% Note due 2020 and the form of 3.75% Note due 2025. | |
| 5.1 | Opinion of Mayer Brown LLP. | |
| 23.1 | Consent of Mayer Brown LLP (contained in the opinion filed as Exhibit 5.1 hereto). | |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| SEMPRA ENERGY | ||
| Date: November 17, 2015 | ||
| By: | /s/ Trevor I. Mihalik | |
| Name: | Trevor I. Mihalik | |
| Title: | Senior Vice President, Controller and Chief Accounting Officer | |
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EXHIBIT INDEX
| Exhibit |
Description | |
| 1.1 | Underwriting Agreement, dated November 12, 2015, between Sempra Energy and the several underwriters named therein. | |
| 4.1 | Officers’ Certificate of the Company, including the form of 2.85% Note due 2020 and the form of 3.75% Note due 2025. | |
| 5.1 | Opinion of Mayer Brown LLP. | |
| 23.1 | Consent of Mayer Brown LLP (contained in the opinion filed as Exhibit 5.1 hereto). | |
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