Nature of Operations |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Nature of Operations | Note 1. Nature of Operations Dominion Energy, headquartered in Richmond, Virginia, provides primarily regulated electricity service in Virginia, North Carolina and South Carolina through its subsidiaries, Virginia Power and DESC, and is one of the nation’s leading developers and operators of regulated offshore wind and solar power and the largest producer of carbon-free electricity in New England. Dominion Energy also has nonregulated operations that include long-term contracted electric generation operations. Virginia Power is a regulated public utility that generates, transmits and distributes electricity for sale in Virginia and North Carolina. Virginia Power is a member of PJM, an RTO, and its electric transmission facilities are integrated into PJM. All of Virginia Power’s stock is owned by Dominion Energy. Dominion Energy manages its daily operations through three primary operating segments: Dominion Energy Virginia, Dominion Energy South Carolina and Contracted Energy. Virginia Power manages its daily operations through one primary operating segment: Dominion Energy Virginia. The Companies each also report a Corporate and Other segment. See Note 20 for further discussion on the Companies’ operating segments. Proposed Merger In May 2026, Dominion Energy entered into the NextEra Energy Merger Agreement pursuant to which the Companies will become wholly-owned subsidiaries of NextEra Energy upon closing of the NextEra Energy Merger, which is expected in the second half of 2027, contingent upon receipt of regulatory approvals and the satisfaction of other closing conditions as discussed below. Under the terms of the NextEra Energy Merger Agreement, at closing each outstanding share of Dominion Energy common stock, other than shares to be cancelled as described in the NextEra Energy Merger Agreement, will be converted into the right to receive (i) its pro rata share of an aggregate amount equal to $360 million in cash, without interest, and (ii) 0.8138 shares of NextEra Energy common stock. The terms of the NextEra Energy Merger Agreement require Dominion Energy to redeem any outstanding Series C Preferred Stock, assuming closing occurs after January 2027, and call for redemption any outstanding variable denomination floating rate demand notes, also referred to as Dominion Energy Reliability InvestmentSM. In addition, Dominion Energy expects to settle any outstanding forward sales contracts under its at-the-market program prior to closing. The NextEra Energy Merger Agreement requires the Companies to obtain the consent of NextEra Energy, which consent cannot be unreasonably withheld, for certain activities, such as the payment by Dominion Energy of dividends in excess of $0.6675 per share each quarter, the issuance of debt or equity securities in excess of a specific amount and certain acquisitions or dispositions. The completion of the NextEra Energy Merger is subject to customary closing conditions, including, among others, approval by the holders of Dominion Energy common stock of the NextEra Energy Merger Agreement and the applicable plan of merger, approval by NextEra Energy shareholders of the issuance of NextEra Energy common stock in connection with the NextEra Energy Merger, expiration or termination of the applicable waiting period under the HSR, receipt of specified regulatory approvals, including the obtaining by Dominion Energy and NextEra Energy of consents and approvals required from the (i) FERC, (ii) NRC (iii) Virginia Commission, (iv) North Carolina Commission and (v) South Carolina Commission, approval for listing on the NYSE of the NextEra Energy common stock to be issued in the NextEra Energy Merger, continued effectiveness of the registration statement on Form S-4 filed by NextEra Energy in connection with the NextEra Energy Merger, accuracy of the parties’ representations and warranties, compliance with covenants, and the absence of a material adverse effect on either Dominion Energy or NextEra Energy. In July 2026, Dominion Energy and NextEra Energy filed for review and approval with FERC, the NRC and the Virginia, North Carolina and South Carolina Commissions. The filings with the Virginia, North Carolina and South Carolina Commissions included proposals for an aggregate amount of $2.25 billion of customer rate credits, including approximately $1.78 billion to customers in Virginia, for utility customers allocated based on usage and payable over two years following closing along with an aggregate increase in charitable commitments of $10 million per year for five years following closing with such amounts to be funded by NextEra Energy. The NextEra Energy Merger Agreement contains customary termination rights for each of Dominion Energy and NextEra Energy, including if the NextEra Energy Merger has not been consummated by November 2027, subject to extension to August 2028 in certain circumstances, if either of the required shareholder approvals is not obtained, or due to certain breaches of the NextEra Energy Merger Agreement. In certain circumstances in connection with or following termination of the NextEra Energy Merger Agreement, Dominion Energy will be required to pay NextEra Energy a termination fee of $2.24 billion. In comparable circumstances, NextEra Energy will be required to pay Dominion Energy a termination fee of $6.52 billion. In other specified circumstances where the NextEra Energy Merger Agreement is terminated due to the failure of one or more specified conditions relating to or involving certain regulatory matters, NextEra Energy will be required to pay Dominion Energy a termination fee of $4.83 billion. |