Virginia Lt. Gov. Ghazala Hashmi on Monday urged state utility regulators to require Dominion Energy and NextEra Energy to answer dozens of detailed questions about their proposed merger before formally filing the transaction, arguing Virginia’s six-month review process is too short to adequately scrutinize what would become the largest utility merger in U.S. history.
In a letter to the Virginia State Corporation Commission, Hashmi asked commissioners to issue an order directing the companies not to submit their merger application until they have answered 64 questions covering everything from the rationale for the deal to its costs, risks to customers, corporate governance and the companies’ merger histories.
Hashmi said that requiring the information up front would allow regulators to begin evaluating the proposal before the statutory review clock starts, avoiding delays caused by discovery requests after the application is filed.
“If the Commission does not require these answers before the application triggers that rigid review window, valuable time will be wasted on discovery inquiry submissions, discovery disputes, objections, and incomplete responses,” Hashmi wrote. She argued that the current six-month review period is already inadequate for a transaction of this size and complexity.
The letter marks Hashmi’s latest effort to push for a more extensive review of Dominion’s proposed acquisition by Florida-based NextEra. Last month, she called on Gov. Abigail Spanberger to extend the SCC’s review period through the state budget process, though lawmakers ultimately did not adopt such a change.
Under current law, the SCC has up to 6 months to review the merger.
During a Politico Energy podcast appearance released Monday morning, Spanberger did not take a position on the merger.
I haven’t taken a position on this yet,” Spanberger said. “The devil’s in the details.”
Hashmi acknowledged that the SCC already requires applicants seeking approval for utility transfers to answer a standard set of questions. But she argued those requirements are insufficient because they allow applicants to frame the transaction in their own terms and may omit information necessary for regulators, lawmakers and the public to fully evaluate whether the merger serves the public interest.
The proposed questions are divided into 11 categories, including the purpose of the transaction, financing, customer risks, claimed benefits, competition, corporate governance and the companies’ merger histories.
Among the questions, Hashmi asks the companies to explain why Dominion chose to sell to NextEra, why NextEra selected Dominion over other acquisition targets, whether the merger is primarily intended to improve customer service or reduce costs, and how the companies concluded the transaction would benefit customers. She also asks NextEra to explain how it expects to recover the cost of acquiring Dominion and to identify any risks the merger could pose to Virginia customers.
Several questions focus on the $2.25 billion in customer bill credits that NextEra has proposed as part of the merger. Hashmi asks the companies to explain why the credits would be distributed only during the first two years after the acquisition, where the money would come from and whether the credits are simply a temporary inducement designed to secure regulatory approval.
Hashmi also recommends the commission require each response to identify the individual who prepared it, include all relevant internal company documents and disclose whether the analysis was created specifically in response to regulators’ questions.
Dominion and NextEra have not yet formally filed their merger application with the SCC. Once filed, Virginia law generally requires the commission to rule on the transaction within six months.