Sempra Energy SRE today
announced that its Sempra Mexico unit intends to offer, subject to market and
other conditions, shares of its common stock in a private offering that is
exempt from registration under the Securities Act of 1933, as amended (the
"Securities Act").
The shares in this private offering will be offered only to qualified
institutional buyers pursuant to Rule 144A under the Securities Act and to
persons outside the U.S., in accordance with Regulation S under the Securities
Act. The shares have not been registered under the Securities Act or any
state securities laws, and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements of the Securities Act and applicable state securities laws.
Concurrent with the private offering, Sempra Mexico intends to offer, subject
to market, regulatory and other conditions, shares of its common stock to
investors in Mexico in an initial public offering to be registered in Mexico.
Sempra Mexico has filed applications with the Mexican National Banking and
Securities Commission (Comision Nacional Bancaria y de Valores, or CNBV) for
the registration of its shares with the Mexican National Securities Registry
(Registro Nacional de Valores) maintained by the CNBV, and with the Mexican
Stock Exchange (Bolsa Mexicana de Valores, S.A.B. de C.V.) to list its shares
for trading. The registration and listing of the shares is expected to be
obtained on or before the closing of the offerings as required under the
Mexican Securities Market Law (Ley del Mercado de Valores).
Sempra Mexico is expected to sell shares representing between 15 percent and
20 percent of its ownership interest. The exact number of shares to be sold
and the offering price of the shares will be determined at the time of the
pricing of the offerings. The closings of the offerings, which are expected
to occur by April 2013, are conditioned on each other.
Sempra Mexico expects to use the net proceeds of the offerings primarily for
general corporate purposes, including the funding of its current investments
and ongoing expansion plans.
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