Filing of Certain Prospectuses and Communications in Connection With Business Combination Transactions (425)
May 25 2018 - 2:19PM
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)
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 SCANAs Annual Report on Form
10-K,
which was filed with the SEC on February 23, 2018, SCANAs Annual Report on Form
10-K,
which was filed with the SEC on 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, 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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