Filing of Certain Prospectuses and Communications in Connection With Business Combination Transactions (425)
April 19 2018 - 4:58PM
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 Transcript
Voiceover
:
Sometimes an idea comes
along that just makes a lot of sense. Take South Carolina Electric & Gas combining with Dominion Energy. With this combination, the average SCE&G electric customer will get $1000 cash back right away. On top of that well save $120
a year in lower electric rates and $1.7 billion in debt from the failed V.C. Summer Nuclear Plant will be paid off. But the State Senate is offering a different plan
a temporary fix. A 13% rate reduction for 6 months and then the rates go right
back up. And well still be paying off the debt on the failed nuclear project for 60 more years.
So Dominion Energys plan: an immediate $1000
cash back and $1.7 billion of nuclear debt paid off. Or the State Senate plan: A 13% rate reduction for just 6 months and then 60 more years of paying the nuclear debt. I like the Dominion Energy plan better. If you want to learn more, go to
BrighterEnergyFuture.com.
IMPORTANT ADDITIONAL INFORMATION
In connection with the proposed transaction between Dominion Energy, Inc. and SCANA Corporation, Dominion Energy has filed with the SEC a registration
statement on Form S-4 that includes a combined preliminary proxy statement of SCANA and preliminary prospectus of Dominion Energy, as well as other relevant documents concerning the proposed transaction. The registration statement has not yet become
effective and the proxy statement/prospectus included therein are in preliminary form. The proposed transaction involving Dominion Energy and SCANA will be submitted to SCANAs shareholders for their consideration. This communication shall not
constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under
the securities laws of such jurisdiction.
Shareholders of SCANA are urged to read the registration statement and the preliminary proxy statement/prospectus regarding the transaction and any other relevant documents filed with the SEC, as
well as any amendments or supplements to those documents, because they will contain important information.
Shareholders are able to obtain a free
copy of the preliminary proxy statement/prospectus, as well as other filings containing information about Dominion Energy and SCANA, without charge, at the SECs website (http://www.sec.gov). Copies of the preliminary proxy statement/prospectus
and the filings with the SEC that will be incorporated by reference in the preliminary proxy statement/prospectus can also be obtained, without charge, by directing a request to Dominion Energy, Inc., 120 Tredegar Street, Richmond, Virginia 23219,
Attention: Corporate Secretary, Corporate.Secretary@dominionenergy.com or to SCANA Corporation, 220 Operation Way, Mail Code 0133, Cayce, South Carolina 29033, Attention: Office of the Corporate Secretary, BoardInformation@scana.com.
PARTICIPANTS IN THE SOLICITATION
Dominion Energy, SCANA
and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Dominion Energys directors and executive
officers is available in its definitive proxy statement, which was filed with the SEC on March 23, 2018, Dominion Energys Annual Report on Form 10-K, which was filed with the SEC
on February 27, 2018 and certain of its Current Reports on Form 8-K. Information regarding SCANAs
directors and executive officers is available in its definitive proxy statement, which was filed with the SEC on March 24, 2017, SCANAs Annual Report on Form 10-K, which was filed with the SEC on February 23, 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, will be contained in the proxy statement/prospectus and
other relevant materials filed with the SEC. Free copies of this document may be obtained as described under Important Additional Information.
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