XML 96 R48.htm IDEA: XBRL DOCUMENT v3.23.2
Business Acquisitions
6 Months Ended
Jun. 30, 2023
Business Acquisition [Line Items]  
Business Acquisitions Business Acquisitions
On July 9, 2023, BHE and Eastern MLP Holding Company II, LLC ("the Buyer"), an indirect wholly owned subsidiary of BHE, entered into a Purchase and Sale Agreement (the "Purchase Agreement") with Dominion Energy, Inc. ("DEI") and DECP Holdings, Inc. (the "Seller"), an indirect wholly owned subsidiary of DEI, to purchase (the "Transaction") Seller's 50% limited partner interests in Cove Point LNG, LP ("Cove Point") for a cash purchase price of $3.3 billion, plus the pro rata portion of any quarterly distribution made by Cove Point for the fiscal quarter in which the Transaction closes. BHE expects to fund the purchase price with cash on hand, including cash realized from the liquidation of certain investments. Upon the completion of the Transaction, the Buyer will own an aggregate of 75% of the limited partner interests, and its affiliate, Cove Point GP Holding Company, LLC, will continue to own 100% of the general partner interest, of Cove Point.

The consummation of the Transaction contemplated by the Purchase Agreement is subject to customary closing conditions, including without limitation (i) the expiration or termination of any applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) the filing of a notification with the U.S. Department of Energy and the expiration of any applicable period; and (iii) the accuracy of the representations and warranties and compliance by the parties in all material respects with their respective obligations under the Purchase Agreement. The Transaction is expected to close by year-end 2023, subject to satisfaction of the foregoing conditions, among other things.

The Purchase Agreement provides that if the Seller or DEI terminates the Purchase agreement due to a breach of the Purchase Agreement by the Buyer or Buyer's failure to consummate the Transaction within three business days after all of the conditions to close have been satisfied or waived, BHE will pay to the Seller a termination fee of $150 million.
EEGH  
Business Acquisition [Line Items]  
Business Acquisitions Business Acquisitions
On July 9, 2023, BHE and Eastern MLP Holding Company II, LLC ("the Buyer"), an indirect wholly owned subsidiary of Eastern Energy Gas, entered into a Purchase and Sale Agreement (the "Purchase Agreement") with Dominion Energy, Inc. ("DEI") and DECP Holdings, Inc. (the "Seller"), an indirect wholly owned subsidiary of DEI, to purchase (the "Transaction") Seller's 50% limited partner interests in Cove Point for a cash purchase price of $3.3 billion, plus the pro rata portion of any quarterly distribution made by Cove Point for the fiscal quarter in which the Transaction closes. Eastern Energy Gas expects to fund the purchase price with equity contributions from BHE. Upon the completion of the Transaction, the Buyer will own an aggregate of 75% of the limited partner interests, and its affiliate, Cove Point GP Holding Company, LLC, will continue to own 100% of the general partner interest, of Cove Point.

The consummation of the Transaction contemplated by the Purchase Agreement is subject to customary closing conditions, including without limitation (i) the expiration or termination of any applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) the filing of a notification with the U.S. Department of Energy and the expiration of any applicable period; and (iii) the accuracy of the representations and warranties and compliance by the parties in all material respects with their respective obligations under the Purchase Agreement. The Transaction is expected to close by year-end 2023, subject to satisfaction of the foregoing conditions, among other things.

The Purchase Agreement provides that if the Seller or DEI terminates the Purchase agreement due to a breach of the Purchase Agreement by the Buyer or Buyer's failure to consummate the Transaction within three business days after all of the conditions to close have been satisfied or waived, BHE will pay to the Seller a termination fee of $150 million.