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Business Combination Disclosure Business Combination Disclosure (Notes)
6 Months Ended
Jun. 30, 2020
Business Combinations [Abstract]  
Business Combination Disclosure [Text Block]
Business Acquisitions

On July 3, 2020, BHE entered into a Purchase and Sale Agreement (the "Purchase Agreement") with Dominion Energy, Inc. ("DEI") and Dominion Energy Questar Corporation ("Dominion Questar," and together with DEI, the "Sellers") to purchase substantially all of the natural gas transmission and storage business of DEI and Dominion Questar (the "Transaction"). As part of the Transaction, BHE will acquire 100% of Dominion Energy Transmission, Inc., Dominion Energy Carolina Gas Transmission, LLC and Dominion Energy Questar Pipeline, LLC; 50% of Iroquois Gas Transmission System L.P.; and a 25% economic interest in Dominion Energy Cove Point LNG, LP ("Cove Point"), consisting of 100% of the general partnership interest and 25% of the total limited partnership interests. BHE will be the operator of Cove Point after the Transaction. The assets to be acquired include over 7,700 miles of natural gas transmission lines, with approximately 20.8 billion cubic feet ("Bcf") per day of transportation capacity and 900 Bcf of operated natural gas storage with 364 Bcf of company-owned working storage capacity, and a liquefied natural gas ("LNG") export, import and storage facility, with LNG storage of 14.6 Bcf.

The Transaction is valued at approximately $9.7 billion, consisting of a cash purchase price of approximately $4.0 billion, subject to adjustment for cash and indebtedness as of the closing, and the assumption of approximately $5.7 billion of existing indebtedness for borrowed money. BHE expects to fund the purchase price, net of cash acquired, with capital from its shareholders.

The consummation of the transactions contemplated by the Purchase Agreement is subject to customary closing conditions, including without limitation (i) the expiration or termination of any applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR Approval"), (ii) the approval by the Department of Energy (the "DOE") with respect to a change of control of Cove Point, which holds certain foreign LNG import and export authorizations subject to the DOE's jurisdiction; and (iii) the approval by the Federal Communications Commission ("FCC") with respect to the transfer of certain FCC licenses. The Transaction is expected to close in the fourth quarter of 2020, subject to satisfaction of the foregoing conditions, among other things.

The Purchase Agreement provides that if HSR Approval has not been obtained on or before 75 days following execution of the Purchase Agreement, so long as they are not in material breach of any of their representations, warranties, covenants or other agreements under the Purchase Agreement, the Sellers may exclude from the sale certain entities that own and operate natural gas pipelines in the Western United States (such termination with respect to these certain entities, a "Q-Pipe Termination"). In the event of a Q-Pipe Termination, the Sellers will complete an internal reorganization that will exclude these certain entities from the transactions contemplated by the Purchase Agreement and the cash purchase price will be reduced as set forth in the Purchase Agreement.