NextEra Energy 8-K

Summary

Pending Dominion Energy acquisition and pro forma financial disclosure. NextEra Energy (NEE) provided illustrative combined financial statements for its 5/15/2026 agreement to acquire Dominion Energy, which would become a wholly owned subsidiary. Closing remains subject to regulatory and other conditions; the pro forma figures are preliminary and are not a forecast.

Key Figures

• Consideration: each eligible Dominion share would receive 0.8138 NEE shares plus a pro rata share of $360M in cash. NEE estimates the stock consideration at $61.748B, or ≈738M shares, and total consideration at $62.108B, using NEE’s 10/30/2026 closing price of $83.71. The total is ≈1.01x NEE’s $61.5B equity at 9/30/2026 (Q3 2026 10-Q).
• Pro forma combined results, assuming closing on 1/1/2025: for the nine months ended 9/30/2026, revenue was $36.8B, net income from continuing operations attributable to NEE was $11.7B, and diluted EPS was $4.14. For 2025, the figures were $43.2B, $9.03B and $3.22, respectively.
• Pro forma combined balance sheet, assuming closing on 9/30/2026: assets of $402B, liabilities of $262B and equity of $139B. Preliminary goodwill attributable to the acquisition is $35.7B.
• Customer bill credits of more than $2.25B are to be provided over 48 months for Virginia residential customers and 24 months for North Carolina and South Carolina residential customers and certain other customer classes. The credits reduce revenue by $661M for the nine months ended 9/30/2026 and $882M for 2025.
• Estimated total merger-related costs are ≈$500M: $85M was recognized in the nine months ended 9/30/2026, with $415M remaining in the pro forma adjustments; ≈$250M is expected to be paid at closing. NEE also committed $100M to a Virginia workforce development fund, an additional $10M per year in charitable giving for at least five years, and $100M for Dominion’s customer assistance program through 2038.