Sempra (NYSE: SRE) raises $800M in 5.250% notes maturing 2036
Rhea-AI Filing Summary
Sempra disclosed that on March 13, 2026 it closed a public offering of $800,000,000 aggregate principal amount of its 5.250% Notes due 2036. Proceeds to the company were approximately $793.4 million after underwriting discounts and before estimated $2.0 million of offering expenses.
The notes were issued under Sempra’s effective Form S-3 shelf registration and sold to a syndicate of underwriters for resale at 99.823% of principal amount. The notes bear interest at 5.250% per year, payable semi-annually on March 15 and September 15, starting September 15, 2026, and mature on March 15, 2036. They are redeemable prior to maturity at redemption prices described in the related officers’ certificate and indenture.
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Insights
Sempra raises $800 million via 10-year 5.250% senior notes.
Sempra has issued $800,000,000 of 5.250% Notes due 2036, expanding its fixed-income capital structure through a registered underwritten offering. The notes priced at 99.823% of principal, implying a modest discount to par typical of benchmark utility-style debt.
Net proceeds of about $793.4 million before roughly $2.0 million of expenses provide meaningful funding capacity, though the specific use is not detailed in this excerpt. Interest payments are semi-annual from September 15, 2026, creating a predictable coupon stream for investors.
The notes are issued under an existing indenture dated February 23, 2000, which indicates reliance on a long-standing debt framework with U.S. Bank Trust Company as trustee. Future filings may clarify how this issuance affects leverage, refinancing activity, or capital investment plans.
8-K Event Classification
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 8.01 Other Events.
On March 13, 2026, Sempra (the “Company”) closed its public offering and sale of $800,000,000 aggregate principal amount of its 5.250% Notes due 2036 (the “notes”). Proceeds to the Company (after deducting the underwriting discount but before deducting offering expenses payable by the Company estimated at approximately $2.0 million) from the sale of the notes were approximately $793.4 million. The offer and sale of the notes was registered under a prospectus supplement and related prospectus filed with the U.S. Securities and Exchange Commission pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-272237).
The purchase and sale of the notes was made pursuant to an underwriting agreement dated March 10, 2026, with BBVA Securities Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and PNC Capital Markets LLC, as representatives of the several underwriters named on Schedule I thereto, pursuant to which the notes were issued and sold to such underwriters, severally and not jointly, for resale at a public offering price of 99.823% of the aggregate principal amount of the notes. A copy of the underwriting agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The notes will bear interest at the rate of 5.250% per year and mature on March 15, 2036. Interest on the notes will accrue from March 13, 2026 and will be payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2026. The notes will be redeemable prior to maturity, at the Company’s option, at the applicable redemption price described in the form of note, which is included in Exhibit 4.1 hereto.
The foregoing description of some of the terms of the notes is not complete and is qualified in its entirety by the officers’ certificate attached hereto as Exhibit 4.1, the form of note included therein and the indenture (as defined below), each of which is incorporated by reference herein. The notes were issued pursuant to an indenture (the “indenture”), dated as of February 23, 2000, between the Company and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as successor in interest to U.S. Bank Trust, National Association, as trustee, which is filed as Exhibit 4.1 to the Company’s registration statement on Form S-3 (File No. 333-153425) filed with the U.S. Securities and Exchange Commission on September 11, 2008.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 1.1 | Underwriting Agreement, dated March 10, 2026, by and among Sempra and BBVA Securities Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and PNC Capital Markets LLC, as representatives of the several underwriters named therein. | |
| 4.1 | Officers’ Certificate of the Company, dated as of March 13, 2026, including the form of 5.250% Notes due 2036. | |
| 5.1 | Opinion of Latham & Watkins LLP. | |
| 23.1 | Consent of Latham & Watkins LLP (contained in the opinion filed as Exhibit 5.1 hereto). | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | |
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, | ||||||||
| (Registrant) | ||||||||
| Date: March 13, 2026 | By: | /s/ Dyan Z. Wold | ||||||
| Dyan Z. Wold Vice President, Controller and Chief Accounting Officer | ||||||||