8-KOther EventsExhibits & Filings

DOMINION ENERGY, INC 8-K Report, Corporate Update (May 18, 2017)

Filed May 18, 2017For Securities:D

Summary

Dominion Energy, Inc. (formerly Dominion Resources, Inc.) has filed an 8-K to report on the completion of the optional remarketing of its 2014 Series A 1.50% remarketable subordinated notes due 2020. This event, which occurred on May 17, 2017, involved $1,000,000,000 aggregate principal amount of these notes. The interest rate on these Series A Notes has been reset to 2.579% per annum as a result of this remarketing, a notable increase from the original 1.50% rate. Importantly, Dominion Energy did not receive any proceeds directly from this remarketing. Instead, the funds raised were used to purchase treasury securities maturing on June 29, 2017. The company anticipates that a portion of these maturing funds will be used to settle purchase contracts associated with the original issuance of these notes as part of its 2014 Series A Corporate Units. This transaction is primarily a financial restructuring related to existing debt and associated purchase contracts rather than a new capital raise.

Key Highlights

  • 1Completed optional remarketing of $1 billion of 2014 Series A 1.50% remarketable subordinated notes due 2020.
  • 2The interest rate on the Series A Notes has been reset to 2.579% per annum from the original 1.50%.
  • 3Dominion Energy did not receive proceeds from the remarketing; funds were used for treasury securities.
  • 4The remarketing is linked to the settlement of purchase contracts originally issued as part of the 2014 Series A Corporate Units.
  • 5The Series A Notes have been redesignated as '2.579% Junior Subordinated Notes due 2020'.
  • 6The transaction involved Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, and Merrill Lynch, Pierce, Fenner & Smith Incorporated as remarketing agents.

Frequently Asked Questions

The remarketing was an optional event to reset the interest rate on the notes and to facilitate the settlement of purchase contracts associated with the original issuance of the 2014 Series A Corporate Units. Dominion Energy did not receive proceeds directly from the remarketing; the funds were used to purchase treasury securities which will then be used to settle these purchase contracts.

The interest rate on the $1 billion of subordinated notes has increased from 1.50% to 2.579% per annum. This means the company will pay higher interest expenses on this specific debt obligation going forward.

No, Dominion Energy did not receive any proceeds from this remarketing. The transaction was primarily a financial restructuring to manage existing debt and related financial instruments.

The filing indicates that Dominion Energy, Inc. was formerly known as Dominion Resources, Inc., suggesting a name change occurred prior to or around the date of this filing (May 18, 2017). The 8-K itself is filed under the new name.