UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 30, 2024, Dominion Energy, Inc. (Dominion Energy), Virginia Electric and Power Company, Dominion Energy South Carolina, Inc. and Questar Gas Company (Questar Gas) entered into an amendment to their existing Fifth Amended and Restated Revolving Credit Agreement, dated as of June 9, 2021, with JPMorgan Chase Bank, N.A., as Administrative Agent, and the other agents and lenders party thereto. The amendment, entered into in anticipation of the closing of Dominion Energy’s sale of Questar Gas as described below, removes Questar Gas as a party to the credit facility. The amendment is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
On May 31, 2024, Dominion Energy completed the previously announced disposition to Enbridge Quail Holdings, LLC (Enbridge) of all of its membership interests in Fall West Holdco LLC (Holdco), the intermediate holding company for Questar Gas, Wexpro Company and other related entities, pursuant to the terms of the purchase and sale agreement, dated as of September 5, 2023, by and between Dominion Energy and Enbridge. At closing, Enbridge paid Dominion Energy approximately $3.0 billion in cash and assumed approximately $1.3 billion of indebtedness. Questar Gas is a public utility that distributes natural gas in Utah, southwestern Wyoming and southeastern Idaho. Wexpro Company provides a substantial portion of Questar Gas’ natural gas supply.
The transaction and the purchase and sale agreement described above are more fully described in Dominion Energy’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on September 5, 2023, which description is incorporated herein by reference. The purchase and sale agreement is filed as Exhibit 2.1 hereto and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(b) Pro forma financial information.
Pro forma financial information with respect to the transaction described in Item 2.01 above is not required to be filed with this Current Report on Form 8-K because Dominion Energy previously reported the results of the disposed business as discontinued operations in its Annual Report on Form 10-K for the year ended December 31, 2023.
(d) Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DOMINION ENERGY, INC. | ||
| Registrant | ||
| /s/ Steven D. Ridge | ||
| Name: | Steven D. Ridge | |
| Title: | Executive Vice President and Chief Financial Officer | |
Date: June 3, 2024