Sempra’s $9.99 Billion Deal Awaits Expected November Closing
Key Facts
Sempra’s sale of a stake in its infrastructure unit is awaiting a closing that the company said it expects during November 2026, subject to the satisfaction of closing conditions. The company estimated the deal’s gross base price at about $9.99 billion, according to its quarterly filing with the U.S. Securities and Exchange Commission. The sale’s completion could not be verified from a reliable public source as of the date of the news report. Sempra had said in its filing that closing was expected in November. That places the transaction within a defined time frame, while satisfaction of the conditions remains necessary for completion.
The adjusted base consideration is divided among $4.65 billion in cash at closing, $4.14 billion in an interest-bearing instrument due in December 2027, and $1.20 billion in interest-bearing notes. These components total about $9.99 billion before adjustments, according to Sempra’s filing. This structure means the consideration will not all be paid in cash at closing. The company also linked the proceeds to supporting the growth of its utilities in Texas and California and strengthening its financial position, as part of a capital-recycling strategy. It said the deal supports initiatives to “simplify our business, efficiently fund our utility growth in Texas and California, and strengthen our financial strength.”
Sempra estimated a pretax gain from the sale of between $2.80 billion and $3.30 billion, and an after-tax gain of between $2.00 billion and $2.40 billion. These estimates remain subject to post-closing adjustments, according to the company’s filing. After the deal closes, a KKR-led consortium is expected to own 65% of Sempra Infrastructure Partners, with Sempra retaining 25% and ADIA 10%. The unit includes liquefied natural gas and natural gas infrastructure assets in the United States and Mexico, as well as renewable energy and related assets in Mexico. The deal therefore involves assets in the gas and renewable energy sectors, while its ownership structure reallocates stakes among the three parties.
The deal comes as Sempra reported adjusted earnings of $917 million in the third quarter of 2026, compared with $728 million in the same period of 2025. Adjusted earnings per share rose to $1.40 from $1.11 in the same year-earlier comparison, according to the company’s results. On investment, Oncor expects an increase of about 20% in its base capital plan for 2027–2031 compared with its 2026–2030 plan. Sempra attributed the expected increase to grid reliability investments and load growth in the ERCOT market. The parties extended to November 27, 2026, the date after which the agreement may be terminated if closing has not occurred, according to the filing; SRE shares closed at $78.22 on November 11, while KKR shares closed at $100.05.