M&A$SRE

Sempra completes sale of 45% of SI Partners to KKR affiliates

Sempra received $4.56 billion in cash at closing and will collect the rest of the price under promissory notes. It expects a pretax gain of $2.80 billion to $3.30 billion.

Key takeaways

  • Sempra (SRE) completed the sale of a 45% stake in Sempra Infrastructure Partners to affiliates of KKR and Canada Pension Plan Investment Board. It received $4.56 billion in cash at closing, with the rest of the price due under promissory notes. It expects a pretax gain of $2.80 billion to $3.30 billion.
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Sempra (SRE) completed the sale of a 45% equity interest in Sempra Infrastructure Partners, LP, known as SI Partners, to affiliates of Kohlberg Kravis Roberts & Co. L.P. and co-investor Canada Pension Plan Investment Board.

Sempra received $4.56 billion in cash at closing, subject to post-closing adjustments. The rest will be paid under promissory notes and other instruments.

One instrument is $4.14 billion, with interest compounded quarterly at 7.5% a year through maturity on Dec. 31, 2027. With principal and interest, it totals $4.51 billion. Equity commitment letters from KKR Partners investors support it.

A second set of promissory notes totals $1.20 billion. Interest compounds quarterly at 8.5% a year before Jan. 1, 2031, and at 10.0% a year after that, through maturity on Feb. 11, 2034. Held to maturity, they would total $2.31 billion with principal and interest, less if prepaid, subject to a make-whole provision for interest through Dec. 31, 2027.

Sempra expects a gain of $2.80 billion to $3.30 billion, or $2.00 billion to $2.40 billion after tax. It also expects $450 million to $550 million in additional transaction costs, or $325 million to $400 million after tax. The estimates are preliminary and could differ materially.

After the sale, the KKR Partners own 65% of SI Partners. Sempra holds a 25% interest, and ADIA retained a 10% interest. Sempra deconsolidated SI Partners effective Nov. 12, 2026, and will account for its 25% interest under the equity method within its Sempra Infrastructure segment. At closing, the parties amended and restated the SI Partners limited partnership agreement.

Justin C. Bird becomes Executive Vice President and Chief Financial Officer on Nov. 13, 2026; the board named him in July. Bird succeeds Karen L. Sedgwick, who was appointed Chief Executive Officer of Southern California Gas Company, a Sempra subsidiary, effective the same date.

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