Investigation Overview
An investigation on behalf of investors, who currently hold shares of SCANA Corporation (NYSE:SCG), was announced concerning whether the takeover of SCANA Corporation by Dominion Energy, Inc for a value of approximately $55.35 per share is unfair to NYSE:SCG stockholders.
The investigation by a law firm concerns whether certain officers and directors of SCANA Corporation breached their fiduciary duties owed to NYSE:SCG investors in connection with the proposed acquisition.
On January 3, 2018, Dominion Energy, Inc. (NYSE: D) and SCANA Corporation (NYSE: SCG) announced an agreement for the companies to combine in a stock-for-stock merger in which SCANA shareholders would receive 0.6690 shares of Dominion Energy common stock for each share of SCANA common stock, the equivalent of $55.35 per share, or about $7.9 billion based on Dominion Energys volume-weighted average stock price of the last 30 trading days ended Jan. 2, 2018. Including assumption of debt, the value of the transaction is approximately $14.6 billion.
However, given that shares of SCANA Corporation (NYSE:SCG) traded as recently as June 2017 as high as $71.22 per share, the investigation concerns whether the offer is unfair to NYSE:SCG stockholders. More specifically, the investigation concerns whether the SCANA Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.