Filing of Certain Prospectuses and Communications in Connection With Business Combination Transactions (425)
June 20 2018 - 4:23PM
Edgar (US Regulatory)
Filed by Dominion Energy, Inc.
(Commission File
No. 1-8489)
Pursuant to Rule 425
under the
Securities Act of 1933
and
deemed filed pursuant to Rule
14a-12
of the Securities Exchange Act of 1934
Subject Company:
SCANA Corporation
(Commission File
No. 1-8809)
Radio Ad
Narrator:
Dominion Energy has a plan for South
Carolinas energy future. The average SCE&G residential electric customer would get an immediate $1,000 cash payment.
Mom:
Thats a
lot of groceries.
Narrator:
And 7% lower electric rates.
Foreman
: Who doesnt like saving money?
Narrator:
And Dominion Energy would pay off $1.7 billion of debt from the failed nuclear project.
Teacher
: Thats money we wont have to pay. So lets get this done.
Narrator:
Dominion Energy. A better plan for South Carolina.
Audio/Spoken Disclaimer
: Paid for by Dominion Energy.
Additional Information
In connection with the proposed
transaction, Dominion Energy has filed a registration statement on Form
S-4,
which includes a document that serves as a prospectus of Dominion Energy and a proxy statement of SCANA (the proxy
statement/prospectus), and each party will file other documents regarding the proposed transaction with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED
WITH THE SEC BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. The proxy statement/prospectus was mailed to SCANAs shareholders beginning on June 15, 2018. Investors and security holders can obtain the registration statement and
the proxy statement/prospectus free of charge from the SECs website (http://www.sec.gov) or from Dominion Energy or SCANA. The documents filed by Dominion Energy with the SEC may be obtained free of charge by directing a request to Dominion
Energy, Inc., 120 Tredegar Street, Richmond, Virginia 23219, Attention: Corporate Secretary, Corporate.Secretary@dominionenergy.com, and the documents filed by SCANA with the SEC may be obtained free of charge by directing a request to SCANA
Corporation, 220 Operation Way, Mail Code D133, Cayce, South Carolina 29033, Attention: Office of the Corporate Secretary, BoardInformation@scana.com.
Participants in the Solicitation
Dominion Energy and
SCANA and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about Dominion
Energys directors and executive officers is available in Dominion Energys Annual Report on Form
10-K
for the fiscal year ended December 31, 2017, in its proxy statement dated March 23,
2018, for its 2018 Annual Meeting of Shareholders, and certain of its Current Reports on
Form
8-K.
Information about SCANAs directors and executive officers is available in SCANAs Annual Report on Form
10-K
for the fiscal year ended December 31, 2017, as amended by a Form
10-K/A
dated April 27, 2018, and certain of its Current Reports on Form
8-K.
Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, are contained in the proxy
statement/prospectus and will be contained in other relevant materials to be filed with the SEC regarding the transaction when they become available. Investors should read the proxy statement/prospectus carefully before making any voting or
investment decisions. You may obtain free copies of these documents from Dominion Energy or SCANA as indicated above.
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