Summary
Dominion Energy, Inc. (D) has filed an 8-K report on February 27, 2018, to provide essential financial information related to its previously announced merger with SCANA Corporation. Although the acquisition has not yet closed, Dominion is proactively furnishing audited consolidated financial statements of SCANA for the years ended December 31, 2017 and 2016, and the three years ended December 31, 2017. This complies with regulatory requirements for probable business combinations. In addition to SCANA's historical financials, the report includes unaudited pro forma consolidated financial statements for Dominion Energy for the year ended December 31, 2017. These pro forma statements offer a prospective view of Dominion's financial position and performance as if the merger had already occurred. Investors should review these provided financial statements to understand the potential financial impact of this significant stock-for-stock acquisition on Dominion Energy's future financial health and operational scale.
Key Highlights
- 1Dominion Energy is filing financial statements for SCANA Corporation as part of the anticipated merger, even though the transaction is not yet complete.
- 2The filing includes audited consolidated financial statements for SCANA for the years ending December 31, 2017 and 2016, and for the three years ended December 31, 2017.
- 3Unaudited pro forma consolidated financial statements for Dominion Energy as of and for the year ended December 31, 2017, are also provided.
- 4These financial statements are necessary under Rule 3-05 of Regulation S-X due to the probable business combination with SCANA.
- 5The merger involves a stock-for-stock exchange where SCANA shareholders will receive 0.6690 shares of Dominion Energy common stock per SCANA share.
- 6SCANA will operate as a wholly-owned subsidiary of Dominion Energy upon successful completion of the merger.
- 7The filing includes a consent from Deloitte & Touche LLP.