RECENT INVESTMENT ACTIVITY

3 Months Ended

Sep. 30, 2014

Notes to Consolidated Financial Statements [Abstract]

NOTE 3. ACQUISITION AND DIVESTITURE ACTIVITY

During the nine months ended September 30, 2014 and 2013, Sempra Energy completed the sale of equity interests in various subsidiaries that were previously wholly owned. The following table summarizes the deconsolidation of those subsidiaries, and we discuss each transaction below:

DECONSOLIDATION OF SUBSIDIARIES
(Dollars in millions)
		Energía Sierra Juárez		Copper MountainSolar 3		Sempra Energy Consolidated
		At July 16		At March 13
2014:
Proceeds from sale, net of negligible transaction costs		$	26	$	68	$	94
Cash			(2)		(2)		(4)
Other current assets			(11)		―		(11)
Property, plant and equipment, net			(137)		(247)		(384)
Other assets			(16)		(11)		(27)
Accounts payable and accrued expenses			10		82		92
Due to affiliate			39		―		39
Long-term debt, including current portion			82		97		179
Other liabilities			7		3		10
Accumulated other comprehensive income			(5)		(2)		(7)
Gain on sale of equity interests			(19)		(27)		(46)
Equity method investments upon deconsolidation		$	(26)	$	(39)	$	(65)

		Mesquite Solar 1		Copper Mountain Solar 2		Sempra Energy Consolidated
		At September 19		At July 11
2013:
Proceeds from sale, net of transaction costs(1)		$	100	$	68	$	168
Property, plant and equipment, net			(461)		(266)		(727)
Other assets			(72)		(30)		(102)
Long-term debt, including current portion			297		146		443
Other liabilities			31		19		50
Gain on sale of equity interests			(36)		(4)		(40)
Equity method investments upon deconsolidation		$	(141)	$	(67)	$	(208)
(1)	Transaction costs were $3 million at both Mesquite Solar 1 and Copper Mountain Solar 2.

SEMPRA MEXICO

In July 2014, Sempra Mexico completed the sale of a 50-percent interest in the 155-megawatt (MW) first phase of its Energía Sierra Juárez wind project to a wholly owned subsidiary of InterGen N.V. for cash proceeds of $24 million, net of $2 million cash sold. Sempra Mexico recognized a pretax gain on the sale of $19 million ($14 million after-tax) included in Gain on Sale of Equity Interests and Assets on our Condensed Consolidated Statements of Operations for the three months and nine months ended September 30, 2014. The gain on sale included a $7 million after-tax gain attributable to the remeasurement of the retained investment to fair value. Our remaining 50-percent interest in Energía Sierra Juárez is accounted for under the equity method.

SEMPRA RENEWABLES

In July 2013, Sempra Renewables formed a joint venture with Consolidated Edison Development (ConEdison Development), a nonrelated party, by selling a 50-percent interest in its 150-MW Copper Mountain Solar 2 solar power facility for $71 million in cash. Sempra Renewables recognized a pretax gain on the sale of $4 million ($2 million after-tax), included in Gain on Sale of Equity Interests and Assets on our Condensed Consolidated Statements of Operations for the three months and nine months ended September 30, 2013.

In September 2013, Sempra Renewables acquired the rights to develop the 75-MW Broken Bow 2 Wind project in Custer County, Nebraska. The project achieved commercial operation in October 2014. Sempra Renewables does not have an ownership interest in the Broken Bow 1 Wind Farm.

In September 2013, Sempra Renewables formed a joint venture with ConEdison Development by selling a 50-percent interest in its 150-MW Mesquite Solar 1 solar power facility for $103 million in cash. Sempra Renewables recognized a pretax gain on the sale of $36 million ($22 million after-tax), included in Gain on Sale of Equity Interests and Assets on our Condensed Consolidated Statements of Operations for the three months and nine months ended September 30, 2013.

In March 2014, Sempra Renewables formed a joint venture with ConEdison Development by selling a 50-percent interest in its 250-MW Copper Mountain Solar 3 solar power facility for $66 million in cash, net of $2 million cash sold. Sempra Renewables recognized a pretax gain on the sale of $27 million ($16 million after-tax), included in Gain on Sale of Equity Interests and Assets on our Condensed Consolidated Statement of Operations for the nine months ended September 30, 2014.

In May 2014, Sempra Renewables invested $109 million, subject to a commitment for a purchase price adjustment to be based on financial position at closing, to become a 50-percent partner with ConEdison Development in four solar projects in California. We discuss our investment in the California solar partnership further in Note 4.

Our remaining 50-percent interests in Copper Mountain Solar 2, Mesquite Solar 1 and Copper Mountain Solar 3 are accounted for under the equity method. Based on the nature of the underlying assets, these solar investments are considered in-substance real estate. Therefore, in accordance with applicable U.S. GAAP, for each of these solar investment transactions, the equity method investments were measured at their historical cost and no portion of the gains was attributable to a remeasurement of the retained investments to fair value.

SEMPRA Natural gas

Mesquite Power Sale

In February 2013, Sempra Natural Gas sold one 625-MW block of its 1,250-MW Mesquite Power natural gas-fired power plant in Arizona, including a portion related to common plant, for approximately $371 million in cash to the Salt River Project Agricultural Improvement and Power District (SRP). We recognized a pretax gain on the sale of $74 million ($44 million after-tax), included in Gain on Sale of Equity Interests and Assets on our Condensed Consolidated Statement of Operations for the nine months ended September 30, 2013.

Cameron LNG

October 1, 2014 was the effective date of the formation of a joint venture partnership among Sempra Energy and three project partners involving Sempra Natural Gas’ Cameron LNG facility in Louisiana, as we discuss in Note 13. As of October 1, 2014, Sempra Natural Gas will account for its investment in the Cameron LNG joint venture under the equity method.

Asset Held for Sale, Power Plant

In January 2014, management approved a formal plan to market and sell the remaining 625-MW block of the Mesquite Power plant. In October 2014, Sempra Natural Gas entered into a definitive agreement to sell the remaining 625-MW block of the Mesquite Power plant to ArcLight Capital Partners, LLC. We anticipate the sale will close late in 2014 or early in 2015, subject to customary regulatory approvals and assignment to the buyer of a 25-year power sales contract associated with the plant.

We classify assets as held for sale when management approves and commits to a formal plan to actively market an asset for sale and we expect the sale to close within the next twelve months. Upon classifying an asset as held for sale, we record the asset at the lower of its carrying value or its estimated fair value reduced for selling costs, and we stop recording depreciation expense on the asset.

At September 30, 2014, the carrying amount of the major classes of assets and related liability held for sale associated with the plant includes the following:

(Dollars in millions)
Property, plant and equipment, net		$	290
Inventories			3
Total assets held for sale			293
Liability held for sale - asset retirement obligation(1)			(6)
		$	287
(1)	Included in Other Current Liabilities on the Condensed Consolidated Balance Sheets.

The estimated fair value, including estimated costs to sell, exceeds the carrying amount at September 30, 2014.