| Item 1.01 | Entry into a Material Definitive Agreement. |
On June 9, 2021, Dominion Energy, Inc. (Dominion Energy) and its wholly-owned subsidiaries, Virginia Electric and Power Company (Virginia Power), Questar Gas Company (Questar Gas) and Dominion Energy South Carolina, Inc. (DESC), entered into a $6,000,000,000 Fifth Amended and Restated Revolving Credit Agreement (the Core Credit Facility) with JPMorgan Chase Bank, N.A., as Administrative Agent, Mizuho Bank, Ltd. (Mizuho), Bank of America, N.A., The Bank of Nova Scotia and Wells Fargo Bank, N.A., as Syndication Agents, J.P. Morgan Securities LLC and Mizuho, as Co-Sustainability Structuring Agent, and the other lenders named therein.
The primary purpose of the Core Credit Facility, which amends and restates its predecessor agreement (the Prior Facility) in its entirety, is to link a discount in pricing of certain fees to be paid and amounts borrowed by Dominion Energy under the Core Credit Facility to Dominion Energy’s achievement of annual renewable electric generation and diversity and inclusion objectives. The changes introduced in the Core Credit Facility otherwise do not affect the economic terms under the Prior Facility. The Core Credit Facility also incorporates certain administrative and related changes, including with respect to the anticipated transition from the London Inter-Bank Offered Rate to an alternative benchmark rate.
The co-borrowers can use the Core Credit Facility to support bank borrowings and the issuance of commercial paper, as well as to support the issuance of letters of credit. The changes reflected in the Core Credit Facility are not expected to have any material impact on the annual cost or availability of funds to DESC. A maximum amount of $1,000,000,000 of the Core Credit Facility is available to DESC, assuming adequate capacity is available after giving effect to amounts outstanding to co-borrowers Dominion Energy, Virginia Power and Questar Gas and subject to any sub-limits for DESC agreed to among DESC and the co-borrowers from time to time. The Core Credit Facility matures in June 2026, unless extended.
The foregoing description of the Core Credit Facility does not purport to be complete and is qualified in its entirety by reference to the complete text of such agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
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| Exhibits | | |
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| 10.1 | | $6,000,000,000 Fifth Amended and Restated Credit Agreement, dated as of June 9, 2021, among Dominion Energy, Inc., Virginia Electric and Power Company, Questar Gas Company, Dominion Energy South Carolina, Inc., JPMorgan Chase Bank, N.A., as Administrative Agent, Mizuho Bank, Ltd., Bank of America, N.A., The Bank of Nova Scotia and Wells Fargo Bank, N.A., as Syndication Agents, J.P. Morgan Securities LLC and Mizuho Bank, Ltd., as Co-Sustainability Structuring Agent, and the other lenders named therein.* |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
