Georgia is first state to approve Dominion-SCANA merger

The deal, if completed, also promises close to $3 billion in payments or write-off benefits for those South Carolina utility customers served by SCANA's unit

Mar 21st, 2018
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The Georgia Public Service Commission has unanimously approved the merger of Dominion Energy, and SCANA Corp.

In doing so, the Georgia PSC became the first state regulatory agency to act on the proposed combination.

"We greatly appreciate the prompt action by Chairman McDonald and the other commissioners in moving forward with our proposal," said Thomas F. Farrell, II, Dominion Energy chairman, president and chief executive officer. "This is an important step in bringing a brighter energy future to customers, communities and others served by the SCANA companies. We look forward to receiving the additional required regulatory approvals and completing our transaction by the end of this year."

The deal, if completed, also promises close to $3 billion in payments or write-off benefits for those South Carolina utility customers served by SCANA’s unit.

SCANA, through its South Carolina Electric & Gas unit, has held a huge stake in the failed work to build two new nuclear reactors at the V.C. Summer Station. The utility and its partner, state-owned Santee Cooper, abandoned work on Units 2 and 3 this summer after years of delays, billions in cost overruns and contractor Westinghouse’s bankruptcy filing.

The Federal Trade Commission previously granted early termination of the 30-day waiting period under the federal Hart-Scott-Rodino Antitrust Improvements Act. The merger is also contingent upon approval of SCANA's shareholders; review and approval from the public service commissions of South Carolina and North Carolina; and authorization of the Nuclear Regulatory Commission and Federal Energy Regulatory Commission.

Under a merger agreement announced in January, the combined company would deliver energy to about 6.5 million regulated customer accounts and have an electric generating portfolio of about 31,400 MW and 93,600 miles of electric transmission and distribution lines. It also would have a natural gas pipeline network totaling 106,400 miles and operate one of the nation's largest natural gas storage systems with 1 trillion cubic feet of capacity.

Dominion’s offer includes about $7.9 billion stock and, including debt, totals about $14.6 billion. The all-stock merger, if completed, would result in an immediate, average cash payment of $1,000 to South Carolina Electric & Gas customers within 90 days of closing, according to the release.

News reports have indicated that the customer payments could total about $1.3 billion.

McGuireWoods LLP served as legal counsel and Morgan, Lewis & Bockius LLP as tax counsel to Dominion Energy. Credit Suisse Securities (USA) LLC acted as the company's financial adviser for the transaction.

The merger, if approved, should close sometime in 2018, according to reports.

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