8-K

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): October 14, 2022

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))

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 Common Stock, without par value	SRE	New York Stock Exchange
Sempra Energy 5.75% Junior Subordinated Notes Due 2079, $25 par value	SREA	New York Stock Exchange

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 Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth 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. ☐

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

Sempra Energy - Five Year, $4.0 Billion Revolving Credit Facility

On October 14, 2022, Sempra Energy (“Sempra”) entered into a Five Year Credit Agreement with a syndicate of 23 lenders for which Citibank, N.A. serves as administrative agent. No single lender has a commitment exceeding 6% of the credit facility amount.

The credit facility permits revolving credit borrowings by Sempra of up to $4.0 billion through October 14, 2027. It also provides for the issuance of up to $200 million (which amount may be increased to up to $500 million subject to obtaining commitments from lenders) of letters of credit on behalf of Sempra with the amount of borrowings otherwise available under the credit facility reduced by the amount of outstanding letters of credit.

Subject to obtaining commitments from existing or new lenders and satisfaction of other specified conditions, Sempra has the right to increase, in one or more requests, the aggregate amount of the commitments by $1.0 billion.

Borrowings under the credit facility, none of which are outstanding, would bear interest at benchmark rates plus a margin that varies with Sempra’s credit ratings. The credit facility also requires Sempra to maintain at the end of each quarter a ratio of total indebtedness to total capitalization (each as defined in the credit facility) of no more than 65%.

The credit facility contains customary representations and warranties, covenants and events of default. In the case of an event of default, including cross defaults relating to certain other indebtedness of Sempra and certain material subsidiaries in excess of $250 million, the lenders may terminate the credit facility and declare the amounts outstanding (including accrued interest and unpaid fees) payable immediately. For events of default relating to insolvency or bankruptcy of Sempra and certain of its material subsidiaries, the commitments are automatically terminated and the amounts outstanding become payable immediately.

In connection with the effectiveness of the credit facility on October 14, 2022, Sempra terminated (a) its $1.25 billion Five Year Credit Agreement that was scheduled to expire in 2024 and (b) its $3.185 billion Five Year Credit Agreement that it assumed from Sempra Global in 2021 and that was scheduled to expire in 2024.

San Diego Gas & Electric Company - Five Year, $1.5 Billion Revolving Credit Facility

Also, on October 14, 2022, San Diego Gas & Electric Company, a regulated public utility and an indirect subsidiary of Sempra, entered into a Five Year Credit Agreement with a syndicate of 23 lenders for which JPMorgan Chase Bank, N.A. serves as administrative agent. No single lender has a commitment exceeding 6% of the credit facility amount.

The credit facility permits revolving credit borrowings by San Diego Gas & Electric Company of up to $1.5 billion through October 14, 2027. It also provides for the issuance of up to $100 million (which amount may be increased to up to $250 million subject to obtaining commitments from lenders) of letters of credit on behalf of San Diego Gas & Electric Company with the amount of borrowings otherwise available under the credit facility reduced by the amount of outstanding letters of credit.

Subject to obtaining commitments from existing or new lenders and satisfaction of other specified conditions, San Diego Gas & Electric Company has the right to increase, in one or more requests, the aggregate amount of the commitments by $400 million.

Borrowings under the credit facility, none of which are outstanding, would bear interest at benchmark rates plus a margin that varies with San Diego Gas & Electric Company’s credit rating. The credit facility also requires San Diego Gas & Electric Company to maintain at the end of each quarter a ratio of total indebtedness to total capitalization (each as defined in the credit facility) of no more than 65%.

The credit facility contains customary representations and warranties, covenants and events of default. In the case of an event of default, including cross defaults relating to certain other indebtedness of San Diego Gas & Electric Company and certain of its material subsidiaries (if any such subsidiaries then exist) in excess of $250 million, the lenders may terminate the credit facility and declare the amounts outstanding (including accrued interest and unpaid fees) payable immediately. For events of default relating to insolvency or bankruptcy of San Diego Gas & Electric Company and certain of its material subsidiaries (if any such subsidiaries then exist), the commitments are automatically terminated and the amounts outstanding become payable immediately.

In connection with the effectiveness of the credit facility on October 14, 2022, San Diego Gas & Electric Company terminated its $1.5 billion Five Year Credit Agreement that was scheduled to expire in 2024.

Southern California Gas Company – Five Year, $1.2 Billion Revolving Credit Facility

Also, on October 14, 2022, Southern California Gas Company, a regulated public utility and an indirect subsidiary of Sempra, entered into a Five Year Credit Agreement with a syndicate of 23 lenders for which JPMorgan Chase Bank, N.A. serves as administrative agent. No single lender has a commitment exceeding 6% of the credit facility amount.

The credit facility permits revolving credit borrowings by Southern California Gas Company of up to $1.2 billion through October 14, 2027. It also provides for the issuance of up to $150 million (which amount may be increased to up to $250 million subject to obtaining commitments from lenders) of letters of credit on behalf of Southern California Gas Company with the amount of borrowings otherwise available under the credit facility reduced by the amount of outstanding letters of credit.

Subject to obtaining commitments from existing or new lenders and satisfaction of other specified conditions, Southern California Gas Company has the right to increase, in one or more requests, the aggregate amount of the commitments by $300 million.

Borrowings under the credit facility, none of which are outstanding, would bear interest at benchmark rates plus a margin that varies with Southern California Gas Company’s credit rating. The credit facility also requires Southern California Gas Company to maintain at the end of each quarter a ratio of total indebtedness to total capitalization (each as defined in the credit facility) of no more than 65%.

The credit facility contains customary representations and warranties, covenants and events of default. In the case of an event of default, including cross defaults relating to certain other indebtedness of Southern California Gas Company and certain of its material subsidiaries (if any such subsidiaries then exist) in excess of $250 million, the lenders may terminate the credit facility and declare the amounts outstanding (including accrued interest and unpaid fees) payable immediately. For events of default relating to insolvency or bankruptcy of Southern California Gas Company and certain of its material subsidiaries (if any such subsidiaries then exist), the commitments are automatically terminated and the amounts outstanding become payable immediately.

In connection with the effectiveness of the credit facility on October 14, 2022, Southern California Gas Company terminated its $750 million Five Year Credit Agreement that was scheduled to expire in 2024.

SIGNATURE

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 hereunto duly authorized.

	SEMPRA ENERGY,
	(Registrant)
Date: October 17, 2022	By: /s/ Peter R. Wall
	Peter R. Wall Senior Vice President, Controller and Chief Accounting Officer

XML

Cover	Oct. 14, 2022
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 14, 2022
Entity Registrant Name	SEMPRA ENERGY
Entity Tax Identification Number	33-0732627
Entity Incorporation, State or Country Code	CA
Entity File Number	1-14201
Entity Address, Address Line One	488 8th Avenue
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92101
City Area Code	(619)
Local Phone Number	696-2000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001032208
Amendment Flag	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Sempra Energy Common Stock, without par value
Trading Symbol	SRE
Security Exchange Name	NYSE
Sempra Energy 5.75% Junior Subordinated Notes Due 2079 [Member]
Document Information [Line Items]
Title of 12(b) Security	Sempra Energy 5.75% Junior Subordinated Notes Due 2079, $25 par value
Trading Symbol	SREA
Security Exchange Name	NYSE