Item 2.01. Completion of Acquisition or Disposition of Assets.
On
Pursuant to the Purchase Agreement, the total consideration paid for the
Acquisition was
The foregoing description of the Purchase Agreement and the Acquisition is
subject to, and qualified in its entirety by, the full text of the Purchase
Agreement, a copy of which was filed as Exhibit 2.1 to the Company's Current
Report on Form 8-K dated
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosure under Item 2.01 with respect to the Company's draw under the Credit Agreement is incorporated into this Item 2.03 by reference.
Item 7.01. Regulation FD Disclosure.
On
The information furnished herewith pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
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amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired
The required historical financial statements of
(b) Pro Forma Financial Information
The required unaudited pro forma financial information of the Company will be filed by an amendment to this Current Report on Form 8-K within 71 calendar days of the due date hereof.
(d) Exhibits. Exhibit No. Description 2.1* Purchase and Sale Agreement, dated as ofOctober 5, 2021 , by and betweenDominion Energy Questar Corporation andSouthwest Gas Holdings, Inc. (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed onOctober 5, 2021 ). 99.1 Press release datedDecember 31, 2021 . 104 Cover Page formatted in Inline XBRL.
* The Company has omitted schedules and other similar attachments to such
agreement pursuant to Item 601(b) of Regulation S-K.
copy of such omitted document to the
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