SEMPRA
For the period ended Dec 31, 2024. Filed Feb 25, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 25, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Amendments to Mexico’s Electricity Industry Law
Litigation Related to Regulatory and Other Actions by the Mexican Government
Amendments to Mexico’s Electricity Industry Law. In March 2021, the Mexican government published a decree with amendments to Mexico’s Electricity Industry Law that include some public policy changes, including establishing priority of dispatch for CFE plants over privately owned plants. The decree further purports to permit the CRE to revoke self-supply permits granted under the former electricity law, which were grandfathered when the new Electricity Industry Law was enacted, if it considers them to have been obtained improperly. According to the decree, these amendments were to become effective in March 2021, and SENER, the CRE and Centro Nacional de Control de Energía (Mexico’s National Center for Energy Control) were to have 180 calendar days to modify, as necessary, all resolutions, policies, criteria, manuals and other regulations applicable to the power industry to conform with this decree. Numerous legal actions were taken against the decree, which resulted in Mexican courts issuing a suspension of the decree later in March 2021.
In April 2022, the Mexican Supreme Court resolved an action of unconstitutionality filed by a group of senators against the amended Electricity Industry Law. The super majority needed to find the amendment unconstitutional was not reached and the proceeding was therefore dismissed, leaving the amended Electricity Industry Law in place. However, the Court nevertheless found certain of the amendments, including the priority of dispatch for the CFE and other provisions that granted preference to the CFE over private companies, were invalid.
In January 2024, the Second Chamber of the Mexican Supreme Court definitively resolved an amparo in a separate case brought by a third party and ruled that certain provisions of the amendments of the Electricity Industry Law are unconstitutional, including the priority of dispatch for the CFE and other provisions that granted preference to the CFE over private companies. The Court also dismissed an amparo relating to the provision of the decree applicable to self-supply permits granted under the former electricity law, and established that its decision applies generally over all participants.
Sempra Infrastructure filed three lawsuits challenging the amendments to the Electricity Industry Law, including one concerning the provision permitting revocation of self-supply permits deemed improperly obtained. In each of them, Sempra Infrastructure obtained a favorable judgment in the lower court, all of which were challenged by the CRE. Following the criteria established by the Mexican Supreme Court, in July 2024, the Second Collegiate Court reversed the lower court’s decision and definitively dismissed one of the lawsuits filed by Sempra Infrastructure regarding the provision permitting revocation of self-supply permits. Consequently, the CRE may be required to seek to revoke such self-supply permits, under a legal standard that is ambiguous and not well defined under the law. Sempra Infrastructure supplies power pursuant to self-supply permits, and would be permitted to file amparos challenging the constitutionality of any such action. If such self-supply permits are revoked, it may result in increased costs for Sempra Infrastructure and for its power consumers, adversely affect our ability to develop new projects, result in decreased revenues and cash flows, and negatively impact our ability to recover the carrying values of our investments in Mexico, any of which could have a material adverse effect on Sempra’s business, results of operations, financial condition, cash flows and/or prospects. Final resolution regarding the two remaining lawsuits is still pending.
RBS Sempra Commodities LLP – Resolved
As we discuss in Note 5, Sempra held an equity method investment in RBS Sempra Commodities LLP, a limited liability partnership that was substantially liquidated in 2024. In 2015, liquidators filed a claim in the High Court of Justice against The Royal Bank of Scotland plc (now NatWest Markets plc, our partner in the JV) and Mercuria Energy Europe Trading Limited (the Defendants) on behalf of 10 companies (the Liquidating Companies) that engaged in carbon credit trading via chains that included a company that traded directly with RBS Sempra Energy Europe, a subsidiary of RBS Sempra Commodities LLP. The claim alleged that the Defendants’ participation in the purchase and sale of carbon credits resulted in the Liquidating Companies’ carbon credit trading transactions creating a VAT liability they were unable to pay, and that the Defendants were liable to provide for equitable compensation due to dishonest assistance and compensation under the U.K. Insolvency Act of 1986. Trial on the matter was held in 2018. In March 2020, the High Court of Justice rendered its judgment mostly in favor of the Liquidating Companies. The Defendants appealed and, in May 2021, the Court of Appeal set aside the High Court of Justice’s decision and ordered a retrial. In July 2022, the Supreme Court of the U.K. denied the Liquidating Companies application for permission to appeal the Court of Appeal’s decision. In January 2024, the parties settled the Liquidating Companies’ claim against the Defendants, which fully resolved these matters.
Ordinary Course Litigation
We are also defendants in ordinary routine litigation incidental to our businesses, including personal injury, employment litigation, product liability, property damage and other claims. Juries have demonstrated an increasing willingness to grant large awards, including punitive damages, in these types of cases.
LEASES
A lease exists when a contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. We determine if an arrangement is or contains a lease at inception of the contract.
Some of our lease agreements contain nonlease components, which represent activities that transfer a separate good or service to the lessee. As the lessee for both operating and finance leases, we have elected to combine lease and nonlease components as a single lease component for real estate, fleet vehicles, aircraft, power generating facilities and pipelines, whereby fixed or in-substance fixed payments allocable to the nonlease component are accounted for as part of the related lease liability and ROU asset. As the lessor, we have elected to combine lease and nonlease components as a single lease component for refined products terminals if the timing and pattern of transfer of the lease and nonlease components are the same and the lease component would be classified as an operating lease if accounted for separately.
Lessee Accounting
We have operating and finance leases for real and personal property (including office space, land, fleet vehicles, aircraft, tugboats, machinery and equipment, warehouses and other operational facilities) and PPAs with renewable energy, energy storage and peaker plant facilities.
Some of our leases include options to extend the lease terms for up to 25 years, or to terminate the lease withinone year. Our lease liabilities and ROU assets are based on lease terms that may include such options when it is reasonably certain that we will exercise the option.
Certain of our contracts are short-term leases, which have a lease term of 12 months or less at lease commencement. We do not recognize a lease liability or ROU asset arising from short-term leases for all existing classes of underlying assets. In such cases, we recognize short-term lease costs on a straight-line basis over the lease term. Our short-term lease costs for the period reasonably reflect our short-term lease commitments.
Certain of our leases contain escalation clauses requiring annual increases in rent ranging from 2% to 5% or based on the Consumer Price Index. The rentals payable under these leases may increase by a fixed amount each year or by a percentage of a base year. Variable lease payments that are based on an index or rate are included in the initial measurement of our lease liability and ROU asset based on the index or rate at lease commencement and are not remeasured because of changes to the index or rate. Rather, changes to the index or rate are treated as variable lease payments and recognized in the period in which the obligation for those payments is incurred.
Similarly, PPAs for the purchase of renewable energy at SDG&E require lease payments based on a stated rate per MWh produced by the facilities, and we are required to purchase substantially all the output from the facilities. SDG&E is required to pay additional amounts for capacity charges and actual purchases of energy that exceed the minimum energy commitments. Under these contracts, we do not recognize a lease liability or ROU asset for leases for which there are no fixed lease payments.
Rather, these variable lease payments are recognized separately as variable lease costs. SDG&E estimates these variable lease payments to be $296 million in 2025, $290 million in 2026, $289 million in 2027, $290 million in 2028, $289 million in 2029 and $1.9 billion thereafter.
As of the lease commencement date, we recognize a lease liability for our obligation to make future lease payments, which we initially measure at present value using our incremental borrowing rate at the date of lease commencement, unless the rate implicit in the lease is readily determinable. We determine our incremental borrowing rate based on the rate of interest that we would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. We also record a corresponding ROU asset, initially equal to the lease liability and adjusted for lease payments made at or before lease commencement, lease incentives, and any initial direct costs. We test ROU assets for recoverability whenever events or changes in circumstances have occurred that may affect the recoverability or the estimated useful lives of the ROU assets.
For our operating leases, our non-regulated entities recognize a single lease cost on a straight-line basis over the lease term in operating expenses. SDG&E and SoCalGas recognize this single lease cost on a basis that is consistent with the recovery of such costs in accordance with U.S. GAAP governing rate-regulated operations.
For our finance leases, the interest expense on the lease liability and amortization of the ROU asset are accounted for separately. Our non-regulated entities use the effective interest rate method to account for the imputed interest on the lease liability and amortize the ROU asset on a straight-line basis over the lease term. SDG&E and SoCalGas recognize amortization of the ROU asset on a basis that is consistent with the recovery of such costs in accordance with U.S. GAAP governing rate-regulated operations.
Our leases do not contain any material residual value guarantees, restrictions or covenants.
Classification of ROU assets and lease liabilities and the weighted-average remaining lease term and discount rate associated with operating and finance leases are summarized in the table below.
| LESSEE INFORMATION ON THE CONSOLIDATED BALANCE SHEETS | ||||||
|---|---|---|---|---|---|---|
| (Dollars in millions) | ||||||
| Sempra · SDG&E · SoCalGas | ||||||
| December 31, | ||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| ROU assets: | ||||||
| Operating leases: | ||||||
| ROU assets | $1,177 | $723 | $795 | $368 | $18 | $29 |
| Finance leases: | ||||||
| PP&E | 1,626 | 1,585 | 1,426 | 1,412 | 200 | 173 |
| Accumulated depreciation | (311) | (246) | (221) | (179) | (90) | (66) |
| PP&E, net | 1,315 | 1,339 | 1,205 | 1,233 | 110 | 107 |
| Total ROU assets | $2,492 | $2,062 | $2,000 | $1,601 | $128 | $136 |
| Lease liabilities: | ||||||
| Operating leases: | ||||||
| Other current liabilities(1) | $91 | $70 | $68 | $50 | $8 | $10 |
| Deferred credits and other(2) | 1,019 | 599 | 734 | 325 | 9 | 18 |
| 1,110 | 669 | 802 | 375 | 17 | 28 | |
| Finance leases: | ||||||
| Current portion of long-term debt and finance leases | 65 | 64 | 42 | 41 | 23 | 23 |
| Long-term debt and finance leases | 1,250 | 1,276 | 1,163 | 1,192 | 87 | 84 |
| 1,315 | 1,340 | 1,205 | 1,233 | 110 | 107 | |
| Total lease liabilities | $2,425 | $2,009 | $2,007 | $1,608 | $127 | $135 |
| Weighted-average remaining lease term (in years): | ||||||
| Operating leases | 13 | 13 | 12 | 10 | 2 | 3 |
| Finance leases | 14 | 15 | 15 | 16 | 6 | 6 |
| Weighted-average discount rate: | ||||||
| Operating leases(3) | 6.10% | 6.64% | 5.06% | 4.52% | 4.70% | 4.54% |
| Finance leases | 13.71% | 13.80% | 14.11% | 14.18% | 5.35% | 4.94% |
(1)Includes $43 and $18 related to PPAs at December 31, 2024 and 2023, respectively, at both Sempra and SDG&E.
(2)Includes $627 and $208 related to PPAs at December 31, 2024 and 2023, respectively, at both Sempra and SDG&E.
(3)Weighted-average discount rate related to PPAs at December 31, 2024 and 2023 is 5.04% and 4.19%, respectively, at both Sempra and SDG&E. Weighted-average discount rate related to all other operating leases at December 31, 2024 and 2023 is 7.41% and 7.57%, respectively, at Sempra and 5.23% and 5.06%, respectively, at SDG&E.
The components of lease costs were as follows:
| LESSEE INFORMATION ON THE CONSOLIDATED STATEMENTS OF OPERATIONS(1) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (Dollars in millions) | |||||||||
| Sempra · SDG&E · SoCalGas | |||||||||
| Years ended December 31, | |||||||||
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | |
| Operating lease costs(2) | $118 | $99 | $83 | $71 | $53 | $45 | $12 | $13 | $18 |
| Finance lease costs: | |||||||||
| Amortization of ROU assets(3) | 65 | 60 | 48 | 42 | 40 | 33 | 23 | 20 | 15 |
| Interest on lease liabilities | 178 | 182 | 184 | 173 | 177 | 181 | 6 | 5 | 2 |
| Total finance lease costs | 243 | 242 | 232 | 215 | 217 | 214 | 29 | 25 | 17 |
| Short-term lease costs(4) | 9 | 9 | 3 | 8 | 8 | 2 | — | — | — |
| Variable lease costs(4) | 472 | 458 | 411 | 460 | 447 | 399 | 10 | 10 | 11 |
| Total lease costs | $842 | $808 | $729 | $754 | $725 | $660 | $51 | $48 | $46 |
(1)Includes costs capitalized in PP&E.
(2)Includes $37, $21, and $10 related to PPAs in 2024, 2023 and 2022, respectively, at both Sempra and SDG&E.
(3)Included in O&M, except for $30, $29 and $25 at Sempra and $29, $28 and $24 at SDG&E in 2024, 2023 and 2022, respectively, and $1 at SoCalGas in each of 2024, 2023 and 2022, which is included in Depreciation and Amortization Expense.
(4)Short-term leases with variable lease costs are recorded and presented as variable lease costs.
Cash paid for amounts included in the measurement of lease liabilities and supplemental noncash information were as follows:
| LESSEE INFORMATION ON THE CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (Dollars in millions) | |||||||||
| Sempra · SDG&E · SoCalGas | |||||||||
| Years ended December 31, | |||||||||
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | |
| Operating activities: | |||||||||
| Cash paid for operating leases | $112 | $85 | $88 | $70 | $46 | $45 | $12 | $13 | $18 |
| Cash paid for finance leases | 163 | 167 | 169 | 158 | 162 | 166 | 6 | 5 | 2 |
| Financing activities: | |||||||||
| Cash paid for finance leases | 66 | 60 | 48 | 42 | 40 | 33 | 24 | 20 | 15 |
| Increase in operating lease obligations for ROU assets | 520 | 143 | 142 | 474 | 134 | 134 | — | — | 1 |
| Increase in finance lease obligations for investment in PP&E | 41 | 57 | 57 | 14 | 17 | 16 | 27 | 40 | 41 |
The table below presents the maturity analysis of our lease liabilities and reconciliation to the present value of lease liabilities at December 31, 2024:
| LESSEE MATURITY ANALYSIS OF LIABILITIES | ||||||
|---|---|---|---|---|---|---|
| (Dollars in millions) | ||||||
| Sempra · SDG&E · SoCalGas | ||||||
| Operating leases(1) · Finance leases · Operating leases(1) · Finance leases(2) · Operating leases · Finance leases | ||||||
| 2025 | $142 | $224 | $97 | $196 | $10 | $28 |
| 2026 | 142 | 220 | 98 | 195 | 7 | 25 |
| 2027 | 134 | 218 | 97 | 194 | — | 24 |
| 2028 | 128 | 212 | 92 | 193 | — | 19 |
| 2029 | 124 | 204 | 89 | 190 | — | 14 |
| Thereafter | 966 | 1,745 | 571 | 1,727 | — | 18 |
| Total undiscounted lease payments | 1,636 | 2,823 | 1,044 | 2,695 | 17 | 128 |
| Less: imputed interest | (526) | (1,508) | (242) | (1,490) | — | (18) |
| Total lease liabilities | 1,110 | 1,315 | 802 | 1,205 | 17 | 110 |
| Less: current lease liabilities | (91) | (65) | (68) | (42) | (8) | (23) |
| Long-term lease liabilities | $1,019 | $1,250 | $734 | $1,163 | $9 | $87 |
(1)Includes $76 in 2025, $75 in 2026, $76 in 2027, $75 in each of 2028 and 2029, and $525 thereafter related to PPAs.
(2) Substantially all amounts are related to PPAs.
Leases That Have Not Yet Commenced
SDG&E has entered into four PPAs, of which SDG&E expectstwo will commence in 2025 andtwo will commence in 2026. SDG&E expects the future minimum lease payments to be $16 million in 2025, $41 million in 2026, $43 million each of 2027 through 2029 and $459 million thereafter (through expiration in 2041).
SoCalGas has entered into a lease agreement for a new headquarters office space in Los Angeles that it expects will commence in 2026. In 2024, SoCalGas prepaid $1 million and expects the future minimum lease payments to be $8 million in 2028, $9 million in 2029 and $134 million thereafter (through expiration in 2041).
Sempra Infrastructure has entered into a lease agreement for tugboat services for the PA LNG Phase 1 project that it expects will commence in 2027. Sempra Infrastructure expects the future minimum lease payments to be $10 million in 2027, $12 million, in each of 2028 and 2029 and $198 million thereafter (through expiration in 2047, exclusive of certain renewal options) and total future minimum fixed payments for operation and maintenance services to be $184 million.
Lessor Accounting
Sempra Infrastructure is a lessor for certain of its natural gas and ethane pipelines, compressor stations, LPG storage facilities, a rail facility and refined products terminals, which we account for as operating or sales-type leases. These leases expire at various dates from 2025 through 2042.
Over the lease term, we monitor the underlying assets in operating leases for impairment, and we evaluate the net investment in sales-type leases for expected credit losses. Sempra Infrastructure expects to continue to derive value from the underlying assets associated with its pipelines following the end of their respective lease terms based on the expected remaining useful life, expected market conditions and plans to re-market and re-contract the underlying assets.
Generally, we recognize operating lease income on a straight-line basis over the lease term, and sales-type lease income based on the effective interest method over the lease term. Certain of our leases contain rate adjustments or are based on foreign currency exchange rates that may result in lease payments received that vary in amount from one period to the next. In addition to minimum fixed payments, our refined products terminals receive variable lease payments for barrels delivered that exceed minimum delivery requirements.
| LESSOR INFORMATION | |||
|---|---|---|---|
| (Dollars in millions) | |||
| December 31, | |||
| 2024 · 2023 | |||
| Sempra – Assets subject to operating leases: | |||
| Property, plant and equipment: | |||
| Pipelines and storage | $1,313 | $1,304 | |
| Refined products terminals | 623 | 621 | |
| Other | 77 | 77 | |
| Total | 2,013 | 2,002 | |
| Accumulated depreciation | (605) | (539) | |
| Property, plant and equipment, net | $1,408 | $1,463 | |
| December 31, 2024 | |||
| Sempra – Maturity analysis of lease payments: | Operating leases | Sales-type leases | |
| 2025 | $318 | $17 | |
| 2026 | 272 | 9 | |
| 2027 | 269 | — | |
| 2028 | 268 | — | |
| 2029 | 246 | — | |
| Thereafter | 2,324 | — | |
| Total undiscounted cash flows | $3,697 | 26 | |
| Less: present value of lease payments (recognized as lease receivable)(1) | (23) | ||
| Difference between undiscounted cash flows and discounted cash flows | $3 | ||
(1)Includes $15 in Other Current Assets and $8 in Other Long-Term Assets on the Consolidated Balance Sheet.
| LESSOR INFORMATION ON THE CONSOLIDATED STATEMENTS OF OPERATIONS | |||
|---|---|---|---|
| (Dollars in millions) | |||
| Years ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Sempra – Sales-type leases: | |||
| Interest income | $5 | $6 | $8 |
| Total revenues from sales-type leases(1) | $5 | $6 | $8 |
| Sempra – Operating leases: | |||
| Fixed lease payments | $340 | $321 | $290 |
| Variable lease payments | 38 | 34 | 10 |
| Total revenues from operating leases(1) | $378 | $355 | $300 |
| Depreciation expense | $73 | $62 | $54 |
(1)Included in Revenues: Energy-Related Businesses on the Consolidated Statements of Operations.
CONTRACTUAL COMMITMENTS
Natural Gas Contracts
SoCalGas procures natural gas for both SDG&E’s and SoCalGas’ core customers in a combined portfolio. SoCalGas buys natural gas under short-term and long-term contracts for this portfolio from various producing regions in the southwestern U.S., U.S. Rockies and Canada.
SoCalGas transports natural gas primarily under long-term firm interstate pipeline capacity agreements that provide for annual reservation charges, which are recovered in rates. SoCalGas has commitments with interstate pipeline companies for firm pipeline capacity under contracts that expire at various dates through 2032.
Sempra has various capacity agreements for natural gas storage and transportation that expire at various dates through 2059. Transportation costs on these agreements vary based on pipeline capacity.
Payments on our natural gas contracts could exceed the minimum commitment based on portfolio needs. At December 31, 2024, the future minimum payments under existing natural gas contracts and natural gas storage and transportation contracts are as follows:
| FUTURE MINIMUM PAYMENTS | ||||||
|---|---|---|---|---|---|---|
| (Dollars in millions) | ||||||
| Sempra · SoCalGas | ||||||
| Storage andtransportation · Natural gas(1) · Total(1) · Transportation · Natural gas · Total | ||||||
| 2025 | $229 | $65 | $294 | $130 | $61 | $191 |
| 2026 | 225 | 175 | 400 | 125 | 108 | 233 |
| 2027 | 203 | 271 | 474 | 104 | 124 | 228 |
| 2028 | 155 | 242 | 397 | 71 | 83 | 154 |
| 2029 | 140 | 152 | 292 | 59 | — | 59 |
| Thereafter | 1,283 | 212 | 1,495 | 118 | — | 118 |
| Total minimum payments | $2,235 | $1,117 | $3,352 | $607 | $376 | $983 |
(1) Excludes amounts related to the LNG purchase agreement that we discuss below.
Total payments under natural gas contracts and natural gas storage and transportation contracts as well as payments to meet additional portfolio needs at Sempra and SoCalGas were as follows:
| PAYMENTS UNDER NATURAL GAS CONTRACTS | |||
|---|---|---|---|
| (Dollars in millions) | |||
| Years ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Sempra | $1,185 | $4,030 | $2,536 |
| SoCalGas | 1,088 | 3,857 | 2,492 |
LNG Purchase Agreement
Sempra Infrastructure has an SPA for the supply of LNG to the ECA Regas Facility. The commitment amount is calculated using a predetermined formula based on estimated forward prices of the index applicable from 2025 to 2029. Although this agreement specifies a number of cargoes to be delivered, under its terms, the supplier may divert certain cargoes, which would reduce amounts paid under the agreement by Sempra Infrastructure.
At December 31, 2024, the following LNG commitment amounts are based on the assumption that all LNG cargoes under the agreement are delivered, less those already confirmed to be diverted as of December 31, 2024.
| LNG COMMITMENT AMOUNTS | |
|---|---|
| (Dollars in millions) | |
| Sempra: | |
| 2025 | $355 |
| 2026 | 640 |
| 2027 | 657 |
| 2028 | 646 |
| 2029 | 402 |
| Total | $2,700 |
Actual LNG purchases were approximately $23 million in 2024, $30 million in 2023 and $108 million in 2022 due to the supplier electing to divert cargoes as allowed by the agreement.
PPAs Not Accounted for as Leases
Payments on SDG&E’s PPAs could exceed the minimum commitments based on energy needs. These PPAs expire on various dates through 2041. At December 31, 2024, the future minimum payments under long-term PPAs for Sempra and SDG&E are as follows:
| FUTURE MINIMUM PAYMENTS(1) | |
|---|---|
| (Dollars in millions) | |
| 2025 | $97 |
| 2026 | 116 |
| 2027 | 114 |
| 2028 | 114 |
| 2029 | 114 |
| Thereafter | 746 |
| Total minimum payments | $1,301 |
(1)Excludes PPAs accounted for as operating leases and finance leases.
Payments on these contracts represent capacity charges and minimum energy and transmission purchases that exceed the minimum commitment. SDG&E is required to pay additional amounts for actual purchases of energy that exceed the minimum energy commitments. SDG&E estimates these variable payments to be $79 million in each of 2025 and 2026, $80 million in each of 2027 through 2029 and $440 million thereafter. Total fixed and variable payments under PPAs not accounted for as leases for Sempra and SDG&E were $326 million in 2024, $325 million in 2023 and $297 million in 2022.
Construction and Development Projects
SDG&E
At December 31, 2024, SDG&E has commitments to make future payments of $133 million for construction projects that include:
$100 million related to construction supply agreements;
$19 million related to spent fuel management at SONGS; and
$14 million for infrastructure improvements for electric transmission and distribution systems.
SDG&E expects future payments under these contractual commitments to be $115 million in 2025, $1 million in each of 2026 through 2028, $2 million in 2029 and $13 million thereafter.
OTHER COMMITMENTS
SDG&E
We discuss nuclear insurance and nuclear fuel disposal related to SONGS in Note 14.
Fire Mitigation Fund
In connection with the completion of the Sunrise Powerlink project in 2012, the CPUC required that SDG&E establish a fire mitigation fund to minimize the risk of fire as well as reduce the potential wildfire impact on residences and structures near the Sunrise Powerlink. The future payments for these contractual commitments, for which a liability has been recorded, are expected to be $4 million per year in 2025 through 2029 and $264 million thereafter, subject to escalation of 2% per year, ending in 2069. At December 31, 2024, the present value of these future payments of $124 million has been recorded as a regulatory asset as the amounts represent a cost that we expect will be recovered from customers in the future.
Franchise Agreements
In July 2021, SDG&E’s natural gas and electric franchise agreements for the City of San Diego went into effect. These franchise agreements provide SDG&E the opportunity to serve the City of San Diego for a period of 20 years, consisting of 10-year agreements that will automatically renew for an additional 10 years unless the City Council voids the automatic renewals. At December 31, 2024, SDG&E has commitments to make future principal and interest payments as consideration for the franchise agreements of $14 million in 2025, $4 million in 2026, $2 million in each of 2027 through 2029 and $45 million thereafter. The consideration paid will not be recovered from customers and will be amortized over 20 years.
Additional consideration for a 2006 comprehensive legal settlement with California to resolve the Continental Forge litigation included an agreement that, for a period of 18 years beginning in 2011, Sempra Infrastructure would sell to SDG&E and SoCalGas, subject to annual CPUC approval, up to 500 MMcf per day of regasified LNG from Sempra Infrastructure’s ECA Regas Facility that is not delivered or sold in Mexico at the price indexed to the California border minus $0.02 per MMBtu. There are no specified minimums required, and to date, Sempra Infrastructure has not been required to deliver any natural gas pursuant to this agreement.
ENVIRONMENTAL ISSUES
Our operations are subject to federal, state and local environmental laws. We also are subject to regulations related to hazardous wastes, air and water quality, land use, solid waste disposal and the protection of wildlife. These laws and regulations require that we investigate and correct the effects of the release or disposal of materials at sites associated with our past and our present operations. These sites include those at which we have been identified as a PRP under the federal Superfund laws and similar state laws.
In addition, we are required to obtain numerous governmental permits, licenses and other approvals to construct facilities and operate our businesses. The related costs of environmental monitoring, pollution control equipment, cleanup costs, and emissions fees are significant. Increasing national and international concerns regarding global warming and mercury, carbon dioxide, nitrogen oxide and sulfur dioxide emissions could result in requirements for additional pollution control equipment or significant emissions fees or taxes that could adversely affect Sempra Infrastructure. SDG&E’s and SoCalGas’ costs to operate their facilities in compliance with these laws and regulations generally have been recovered in customer rates.
We disclose any proceeding under environmental laws to which a government authority is a party when the potential monetary sanctions, exclusive of interest and costs, exceed the lesser of $1 million or 1% of current assets, which was $53 million for Sempra, $13 million for SDG&E and $16 million for SoCalGas at December 31, 2024.
Other Environmental Issues
We generally capitalize the significant costs we incur to mitigate or prevent future environmental contamination or extend the life, increase the capacity, or improve the safety or efficiency of property used in current operations. The following table shows our capital expenditures (including construction work in progress) in order to comply with environmental laws and regulations:
| CAPITAL EXPENDITURES FOR ENVIRONMENTAL ISSUES | |||
|---|---|---|---|
| (Dollars in millions) | |||
| Years ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Sempra | $65 | $107 | $87 |
| SDG&E | 23 | 29 | 31 |
| SoCalGas | 42 | 78 | 56 |
We have not identified any significant environmental issues outside the U.S.
At SDG&E and SoCalGas, costs that relate to current operations or an existing condition caused by past operations are generally recorded as a regulatory asset due to the probability that these costs will be recovered in rates.
The environmental issues currently facing us, except for those resolved during the last three years, include (1) investigation and remediation of SDG&E’s and SoCalGas’ manufactured-gas sites, (2) cleanup of third-party waste-disposal sites used by SDG&E and SoCalGas at which we have been identified as a PRP and (3) mitigation of damage to the marine environment caused by the cooling-water discharge from SONGS.
The table below shows the status at December 31, 2024 of SDG&E’s and SoCalGas’ manufactured-gas sites and the third-party waste-disposal sites for which we have been identified as a PRP:
| STATUS OF ENVIRONMENTAL SITES | ||
|---|---|---|
| # Sitescomplete(1) | # Sitesin process | |
| SDG&E: | ||
| Manufactured-gas sites | 3 | — |
| Third-party waste-disposal sites | 2 | 1 |
| SoCalGas: | ||
| Manufactured-gas sites | 39 | 3 |
| Third-party waste-disposal sites | 5 | 2 |
(1) There may be ongoing compliance obligations for completed sites, such as regular inspections, adherence to land use covenants and water quality monitoring.
We record environmental liabilities when our liability is probable and the costs can be reasonably estimated. In many cases, however, investigations are not yet at a stage where we can determine whether we are liable or, if the liability is probable, to reasonably estimate the amount or range of amounts of the costs. Estimates of our liability are further subject to uncertainties such as the nature and extent of site contamination, evolving cleanup standards and imprecise engineering evaluations. We review our accruals periodically and, as investigations and cleanups proceed, we make adjustments as necessary.
The following table shows our accrued liabilities for environmental matters at December 31, 2024. Of the total liability, $14 million at SoCalGas is recorded on a discounted basis, with a weighted-average discount rate of 2.45%.
| ACCRUED LIABILITIES FOR ENVIRONMENTAL MATTERS | |||
|---|---|---|---|
| (Dollars in millions) | |||
| Sempra(1) | SDG&E(1) | SoCalGas | |
| Manufactured-gas sites | $34 | $— | $34 |
| Waste disposal sites (PRP)(2) | 8 | 5 | 3 |
| Other hazardous waste sites | 12 | 11 | 1 |
| Total(3) | $54 | $16 | $38 |
(1) Does not include SDG&E’s liability for SONGS marine environment mitigation.
(2)Sites for which we have been identified as a PRP.
(3) Includes $6, $1, $5 classified as current liabilities and $48, $15 and $33 classified asnoncurrent liabilities on Sempra’s, SDG&E’s and SoCalGas’ Consolidated Balance Sheets, respectively.
We expect future payments related to our environmental liabilities on an undiscounted basis to be $6 million in 2025, $4 million in 2026, $8 million in 2027, $24 million in 2028, $1 million in 2029 and $14 million thereafter.
In connection with the issuance of operating permits, SDG&E and the other owners of SONGS previously reached an agreement with the California Coastal Commission to mitigate the damage to the marine environment caused by the cooling-water discharge from SONGS during its operation. SONGS’ early retirement, described in Note 14, does not reduce SDG&E’s mitigation obligation. SDG&E’s share of the estimated mitigation costs is $154 million, of which $56 million has been incurred through December 31, 2024 and $98 million is accrued for remaining costs through 2059, which is recoverable in rates and included in noncurrent Regulatory Assets on Sempra’s and SDG&E’s Consolidated Balance Sheets.
NOTE 16. SEGMENT INFORMATION
SEMPRA
Sempra is a California-based holding company whose businesses invest in, develop and operate energy infrastructure in North America and provide electric and gas services to customers. Sempra has the following three operating and reportable segments, which are managed separately based on services provided, geographic location and regulatory framework:
Sempra California provides natural gas and electric service to Southern California and part of central California through Sempra’s wholly owned subsidiaries, SDG&E and SoCalGas, which are regulated public utilities.
Sempra Texas Utilities holds our equity method investment in Oncor Holdings, which owns an 80.25% interest in Oncor, a regulated electric transmission and distribution utility serving customers in the north-central, eastern, western and panhandle regions of Texas; and our equity method investment in Sharyland Holdings, which owns Sharyland Utilities, a regulated electric transmission utility serving customers near the Texas-Mexico border.
Sempra Infrastructure includes the operating companies of SI Partners, in which Sempra Infrastructure owns a 70% interest, as well as a holding company and certain services companies. Sempra Infrastructure develops, builds, operates and invests in energy infrastructure to help provide safe, sustainable and reliable access to cleaner energy in markets in the U.S., Mexico and globally.
Sempra’s CODM, who is its chief executive officer, uses segment earnings attributable to common shares predominantly in the annual financial planning process to assess financial performance. Sempra’s CODM prioritizes resource allocation to each segment in a manner that aligns with Sempra’s capital expenditures plan, which is focused on safety, reliability and modernization of its segments’ infrastructure while supporting customer affordability; investing in incremental infrastructure growth projects with attractive risk-adjusted returns; maintaining a strong balance sheet; and returning cash to shareholders.
The accounting policies of the segments are consistent with those described in the summary of significant accounting policies in Note 1. Sempra accounts for intersegment sales as if the sales were to third parties, that is, at current market prices. The cost of common services shared by the reportable segments is assigned directly or allocated based on various cost factors, depending on the nature of the service provided. Parent and other allocates depreciation expense to the reportable segments without allocating the related depreciable assets to those reportable segments. Interest income and interest expense are recorded on intersegment loans. We have eliminated intersegment accounts and transactions within Sempra’s consolidated financial statements. Amounts labeled as “Parent and other,” which does not meet the definition of an operating or reportable segment, consist primarily of activities of parent organizations.
The following tables present selected information by segment and reconciliations of assets, capital expenditures for PP&E, and earnings attributable to common shares to Sempra’s consolidated totals.
| SEGMENT INFORMATION | |||||
|---|---|---|---|---|---|
| (Dollars in millions) | |||||
| December 31, | |||||
| 2024 · 2023 | |||||
| ASSETS | |||||
| Sempra California | $56,116 | $53,430 | |||
| Sempra Texas Utilities | 15,534 | 14,392 | |||
| Sempra Infrastructure | 22,954 | 19,430 | |||
| Segment totals | 94,604 | 87,252 | |||
| Parent and other | 2,622 | 967 | |||
| Intersegment eliminations(1) | (1,071) | (1,038) | |||
| Total Sempra | $96,155 | $87,181 | |||
| EQUITY METHOD INVESTMENTS | |||||
| Sempra Texas Utilities | $15,522 | $14,380 | |||
| Sempra Infrastructure | 2,411 | 2,129 | |||
| Segment totals/Total Sempra | $17,933 | $16,509 | |||
| GEOGRAPHIC LOCATION OF PROPERTY, PLANT AND EQUIPMENT, NET | |||||
| United States | $52,952 | $46,935 | |||
| Mexico | 8,485 | 8,024 | |||
| Rest of the world | — | 1 | |||
| Total Sempra | $61,437 | $54,960 | |||
| Years ended December 31, | |||||
| 2024 · 2023 · 2022 | |||||
| CAPITAL EXPENDITURES FOR PROPERTY, PLANT AND EQUIPMENT | |||||
| Sempra California | $4,753 | $4,560 | $4,466 | ||
| Sempra Infrastructure | 3,459 | 3,832 | 884 | ||
| Segment totals | 8,212 | 8,392 | 5,350 | ||
| Parent and other | 3 | 5 | 7 | ||
| Total Sempra | $8,215 | $8,397 | $5,357 | ||
| GEOGRAPHIC LOCATION OF REVENUES(2) | |||||
| United States | $11,623 | $14,973 | $13,015 | ||
| Mexico | 1,562 | 1,747 | 1,424 | ||
| Total Sempra | $13,185 | $16,720 | $14,439 | ||
(1)Primarily includes an intersegment loan from Sempra Infrastructure to Parent and other related to deferred income taxes.
(2)Amounts are based on where the revenue originated, after intersegment eliminations.
| SEGMENT INFORMATION (CONTINUED) | |||||
|---|---|---|---|---|---|
| (Dollars in millions) | |||||
| Sempra California · Sempra Texas Utilities(1) · Sempra Infrastructure · Sempra | |||||
| Year ended December 31, 2024 | |||||
| Revenues | $11,382 | $1,882 | |||
| Depreciation and amortization | (2,133) | (297) | |||
| Interest income | 14 | 25 | |||
| Interest expense(2) | (848) | 243 | |||
| Income tax (expense) benefit | (184) | 164 | |||
| Equity earnings | — | $788 | 802 | ||
| Earnings attributable to noncontrolling interests | — | — | (638) | ||
| Other segment items(3) | (6,385) | (7) | (1,270) | ||
| Segment earnings attributable to common shares | $1,846 | $781 | $911 | $3,538 | |
| Parent and other | (721) | ||||
| Earnings attributable to common shares | $2,817 | ||||
| Year ended December 31, 2023 | |||||
| Revenues | $13,761 | $3,071 | |||
| Depreciation and amortization | (1,937) | (281) | |||
| Interest income | 24 | 43 | |||
| Interest expense(2) | (782) | (129) | |||
| Income tax benefit (expense) | 31 | (673) | |||
| Equity earnings | — | $701 | 740 | ||
| Earnings attributable to noncontrolling interests | — | — | (543) | ||
| Other segment items(3) | (9,350) | (7) | (1,351) | ||
| Segment earnings attributable to common shares | $1,747 | $694 | $877 | $3,318 | |
| Parent and other | (288) | ||||
| Earnings attributable to common shares | $3,030 | ||||
| Year ended December 31, 2022 | |||||
| Revenues | $12,577 | $1,919 | |||
| Depreciation and amortization | (1,743) | (268) | |||
| Interest income | 11 | 44 | |||
| Interest expense | (647) | (104) | |||
| Income tax expense | (320) | (249) | |||
| Equity earnings | — | $742 | 756 | ||
| Earnings attributable to noncontrolling interests | — | — | (146) | ||
| Other segment items(3) | (8,364) | (6) | (1,642) | ||
| Segment earnings attributable to common shares | $1,514 | $736 | $310 | $2,560 | |
| Parent and other | (466) | ||||
| Earnings attributable to common shares | $2,094 | ||||
(1) Substantially all earnings attributable to common shares are from equity earnings.
(2) Sempra Infrastructure includes net unrealized gains (losses) from undesignated interest rate swaps related to the PA LNG Phase 1 project.
(3) Includes cost of natural gas, cost of electric fuel and purchased power, O&M, Aliso Canyon litigation and regulatory matters, franchise fees and other taxes, other income (expense), net, and preferred dividends for Sempra California; O&M, interest expense, and income tax expense (benefit) for Sempra Texas Utilities related to activities at the holding company; and cost of natural gas, energy-related businesses cost of sales, O&M, franchise fees and other taxes, and other income (expense), net, for Sempra Infrastructure.
The following table presents revenues by services by segment, reconciled to Sempra’s consolidated revenues.
| REVENUES BY SERVICES | ||||
|---|---|---|---|---|
| (Dollars in millions) | ||||
| Sempra California · Sempra Infrastructure · Sempra | ||||
| Year ended December 31, 2024 | ||||
| Revenues from external customers: | ||||
| Utilities | $10,985 | $78 | ||
| Energy-related businesses | — | 755 | ||
| Total revenues from external customers(1) | 10,985 | 833 | $11,818 | |
| Other revenues(2): | ||||
| Utilities | 374 | — | ||
| Energy-related businesses | — | 993 | ||
| Total other revenues | 374 | 993 | 1,367 | |
| Intersegment revenues(3): | ||||
| Utilities | 23 | — | ||
| Energy-related businesses | — | 56 | ||
| Total intersegment revenues | 23 | 56 | 79 | |
| Segment revenues | $11,382 | $1,882 | 13,264 | |
| Intersegment eliminations | (79) | |||
| Revenues | $13,185 | |||
| Year ended December 31, 2023 | ||||
| Revenues from external customers: | ||||
| Utilities | $13,668 | $87 | ||
| Energy-related businesses | — | 1,094 | ||
| Total revenues from external customers(1) | 13,668 | 1,181 | $14,849 | |
| Other revenues(2): | ||||
| Utilities | 75 | — | ||
| Energy-related businesses | — | 1,796 | ||
| Total other revenues | 75 | 1,796 | 1,871 | |
| Intersegment revenues(3): | ||||
| Utilities | 18 | — | ||
| Energy-related businesses | — | 94 | ||
| Total intersegment revenues | 18 | 94 | 112 | |
| Segment revenues | $13,761 | $3,071 | 16,832 | |
| Intersegment eliminations | (112) | |||
| Revenues | $16,720 | |||
| Year ended December 31, 2022 | ||||
| Revenues from external customers: | ||||
| Utilities | $11,930 | $89 | ||
| Energy-related businesses | — | 1,704 | ||
| Total revenues from external customers(1) | 11,930 | 1,793 | $13,723 | |
| Other revenues(2): | ||||
| Utilities | 633 | — | ||
| Energy-related businesses | — | 83 | ||
| Total other revenues | 633 | 83 | 716 | |
| Intersegment revenues(3): | ||||
| Utilities | 14 | — | ||
| Energy-related businesses | — | 43 | ||
| Total intersegment revenues | 14 | 43 | 57 | |
| Segment revenues | $12,577 | $1,919 | 14,496 | |
| Intersegment eliminations | (57) | |||
| Revenues | $14,439 | |||
(1) We did not have revenues from transactions with a single external customer that amounted to 10% or more of Sempra’s total revenues.
(3) See “Transactions with Affiliates” in Note 1 for a description of services provided by one operating segment to another operating segment within Sempra.
SDG&E
SDG&E is a regulated public utility that provides electric service to San Diego and southern Orange counties and natural gas service to San Diego County. SDG&E hasone operating and reportable segment.
SDG&E’s CODM, who is its chief executive officer, utilizes earnings attributable to common shares to manage the business, assess performance and allocate resources. SDG&E’s CODM allocates resources to support the delivery of safe, reliable and affordable energy to customers.
Total assets at SDG&E were $30.8 billion and $29.2 billion at December 31, 2024 and 2023, respectively. The following table presents selected information for SDG&E’s single segment and reconciliation of earnings attributable to common shares.
| SEGMENT INFORMATION | |||
|---|---|---|---|
| (Dollars in millions) | |||
| Years ended December 31, | |||
| 2024 | 2023 | 2022 | |
| SDG&E: | |||
| Revenues from external customers: | |||
| Electric | $4,164 | $4,750 | $4,687 |
| Natural gas | 878 | 1,204 | 899 |
| Total revenues from external customers(1) | 5,042 | 5,954 | 5,586 |
| Other revenues(2): | |||
| Electric | 149 | (401) | 109 |
| Natural gas | 150 | 44 | 143 |
| Total other revenues | 299 | (357) | 252 |
| Total revenues | 5,341 | 5,597 | 5,838 |
| Depreciation and amortization | (1,223) | (1,098) | (982) |
| Interest income | 5 | 15 | 5 |
| Interest expense | (525) | (497) | (449) |
| Income tax (expense) benefit | (153) | 26 | (182) |
| Other segment items(3) | (2,554) | (3,107) | (3,315) |
| Earnings attributable to common shares | $891 | $936 | $915 |
| Capital expenditures for property, plant and equipment | $2,522 | $2,540 | $2,473 |
(1) We did not have revenues from transactions with a single external customer that amounted to 10% or more of SDG&E’s total revenues.
(3) Includes cost of electric fuel and purchased power, cost of natural gas, O&M, franchise fees and other taxes, and other income (expense), net.
SOCALGAS
SoCalGas is a regulated public natural gas distribution utility, serving customers throughout most of Southern California and part of central California. SoCalGas hasone operating and reportable segment.
SoCalGas’ CODM, who is its chief executive officer, utilizes earnings attributable to common shares to manage the business, assess performance and allocate resources. SoCalGas’ CODM allocates resources to support the delivery of safe, reliable and affordable energy to customers.
Total assets at SoCalGas were $25.4 billion and $24.3 billion at December 31, 2024 and 2023, respectively. The following table presents selected information for SoCalGas’ single segment and reconciliation of earnings attributable to common shares.
| SEGMENT INFORMATION | |||
|---|---|---|---|
| (Dollars in millions) | |||
| Years ended December 31, | |||
| 2024 | 2023 | 2022 | |
| SoCalGas: | |||
| Natural gas: | |||
| Revenues from external customers(1) | $6,134 | $7,857 | $6,459 |
| Other revenues(2) | 75 | 432 | 381 |
| Total revenues | 6,209 | 8,289 | 6,840 |
| Aliso Canyon litigation and regulatory matters | — | — | (259) |
| Depreciation and amortization | (910) | (839) | (761) |
| Interest income | 9 | 9 | 6 |
| Interest expense | (323) | (285) | (198) |
| Income tax (expense) benefit | (31) | 5 | (138) |
| Other segment items(3) | (3,999) | (6,368) | (4,891) |
| Earnings attributable to common shares | $955 | $811 | $599 |
| Capital expenditures for property, plant and equipment | $2,231 | $2,020 | $1,993 |
(1) We did not have revenues from transactions with a single external customer that amounted to 10% or more of SoCalGas’ total revenues.
(3) Includes cost of natural gas, O&M, franchise fees and other taxes, and other income (expense), net, and preferred dividends.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.