Exhibit 99.2
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
The unaudited pro forma consolidated financial statements of Dominion Energy, Inc. (Dominion Energy) consist of a condensed consolidated balance sheet at September 30, 2018, consolidated statement of income for the nine months ended September 30, 2018 and a consolidated statement of income for the year ended December 31, 2017, which reflect Dominion Energy’s anticipated acquisition of SCANA Corporation (SCANA), expected to occur by the end of 2018. The unaudited pro forma consolidated financial statements included herein have been derived from the following historical financial statements:
| • | | the audited financial statements of Dominion Energy for the year ended December 31, 2017; |
| • | | the unaudited interim financial statements of Dominion Energy for the nine months ended September 30, 2018; |
| • | | the audited financial statements of SCANA for the year ended December 31, 2017; and |
| • | | the unaudited interim financial statements of SCANA for the nine months ended September 30, 2018. |
On January 2, 2018, Dominion Energy entered into an Agreement and Plan of Merger (the merger agreement) with SCANA, which provides for astock-for-stock merger in which SCANA shareholders would receive 0.6690 of a share of Dominion Energy common stock for each share of SCANA common stock. Following completion of the merger, SCANA would operate as a wholly-owned subsidiary of Dominion Energy.
The pro forma adjustments have been prepared as if the acquisition of SCANA occurred on September 30, 2018 in the case of the unaudited pro forma condensed consolidated balance sheet and on January 1, 2017 in the case of the unaudited pro forma consolidated statements of income. The unaudited pro forma consolidated financial statements should be read in conjunction with the related notes, which are included herein, the financial statements and notes included in Dominion Energy’s Annual Report on Form10-K for the year ended December 31, 2017, as updated in its Current Report on Form8-K, filed June 6, 2018, and Quarterly Report on Form10-Q for the nine months ended September 30, 2018, and the financial statements and notes included in SCANA’s Annual Report on Form10-K for the year ended December 31, 2017 and Quarterly Report on Form10-Q for the nine months ended September 30, 2018.
The unaudited pro forma consolidated financial statements do not necessarily reflect what Dominion Energy’s financial position and results of operations would have been if it had owned SCANA during the periods presented. In addition, they are not necessarily indicative of its future results of operations or financial condition. The assumptions and adjustments give pro forma effect to events, described below, that are (i) directly attributable to Dominion Energy’s acquisition of SCANA, (ii) factually supportable, and (iii) with respect to the unaudited pro forma consolidated statements of income, expected to have a continuing impact on Dominion Energy. The actual adjustments may differ from the pro forma adjustments.
The unaudited pro forma consolidated financial statements give effect to Dominion Energy’s acquisition of SCANA for total consideration consisting of the right to receive 0.6690 of a share of Dominion Energy common stock for each share of SCANA common stock. As a result of differences between the original plan filed with the Public Service Commission of South Carolina (SCPSC) in January 2018 and an alternative plan filed with the SCPSC in October 2018, the unaudited pro forma consolidated financial statements include an unaudited condensed consolidated balance sheet at September 30, 2018 under each scenario. There are no differences between the original plan and the alternative plan that impact the purchase price or the unaudited pro forma consolidated
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