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Dominion Resources Announces Preliminary Election Results for Its Merger With Consolidated Natural Gas.


Business Editors &Energy Writers

RICHMOND, Va.--(BUSINESS WIRE)--Jan. 27, 2000

Dominion Resources Dominion NYSE: D (formerly Dominion Resources) is a power and energy company headquartered in Richmond, Virginia, USA, that supplies electricity, natural gas, or other energy services to homes in Virginia, West Virginia, Ohio, Pennsylvania, and eastern North Carolina.  Inc. (NYSE NYSE

See: New York Stock Exchange
: D) today announced preliminary shareholder election results in connection with its merger with Consolidated Natural Gas Company (NYSE: CNG CNG Compressed Natural Gas
CNG Calling (Tone)
CNG Comfort Noise Generation
CNG Cryptography Next Generation (Microsoft Windows Vista)
CNG Centre National de Génotypage
). Final proration Proration

A situation during a corporate action in which the available cash or shares are not sufficient to satisfy the offers tendered by shareholders. Therefore, a proportion of both cash and shares is granted for each offer tendered.
 factors will be announced on January 31, 2000.

Dominion Resources Shares

All Dominion stock elections will be honored and those shareholders will receive a one-for-one exchange of shares.

Dominion shareholders who elected cash for some or all of their shares will receive cash for approximately 75 percent of the shares for which cash was elected at a rate of $43.00 per share. The remaining 25 percent will be exchanged for new Dominion stock at an exchange rate of one-for-one.

For example, a holder of 1,000 Dominion shares who elected all cash would receive $32,250 in cash and 250 shares of Dominion stock.

- 1,000 shares times 75% = 750 - 750 X $43.00 = $32,250 - 1,000 shares - 750 shares exchanged for cash

= 250 shares exchanged for stock

Shareholders who did not make an election, elected &uot;no preference,&uot; or purchased Dominion stock after 5:00 p.m. on January 21, 2000 will receive a one-for-one exchange of shares.

Approximately 18 percent of total outstanding Dominion Resources shares will be exchanged for cash and 82 percent for stock.

Consolidated Natural Gas Shares

Cash elections will be honored and shareholders will receive $66.60 per CNG share.

CNG shareholders who elected stock will receive Dominion stock including cash top-up for approximately 80 percent of their shares. The remaining 20 percent will be exchanged for cash at a rate of $66.60 per share.

The issuance of stock will be based on the following:

Cash Rate: $66.60 per share

Exchange Ratio: 1.52

Top-Up Amount: $5.2917

Dominion Average Price: $40.3344 (average of closing prices on

the NYSE for the 20 trading days ending

January 13, 2000)

For example, a holder of 1,000 shares of CNG who elected all stock would receive:

- 1,216 shares of Dominion

(1,000 X 80% = 800 shares, 800 X 1.52 = 1,216)

- Cash top-up of $4,233.36 (800 shares for stock X $5.2917)

- Cash exchanged for CNG shares in the amount of $13,320

(1,000 X 20% = 200 X $66.60 = $13,320)

Shareholders who did not make an election, elected &uot;no preference,&uot; or purchased CNG stock after 5:00 p.m. on January 21, 2000 will receive $66.60 in cash in exchange for each share held.

Approximately 40 percent of total outstanding CNG shares will be exchanged for cash and 60 percent will be exchanged for Dominion Resources shares and cash top-up.

Dominion Resources is an energy holding company headquartered in Richmond, Virginia Richmond IPA: [ɹɯʒmɐnɖ] is the capital of the Commonwealth of Virginia, in the United States. . It is active in regulated and competitive electric power, natural gas and oil development and selected financial services The examples and perspective in this article or section may not represent a worldwide view of the subject.
Please [ improve this article] or discuss the issue on the talk page.
. It has electric power and natural gas operations throughout the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  and in Canada and the United Kingdom. In February 1999, Dominion Resources and Consolidated Natural Gas agreed to merge. Headquartered in Pittsburgh, CNG is one of the nation's largest producers, transporters, distributors and retail marketers of natural gas. CNG explores for and produces oil and natural gas in the United States and Canada; its natural gas transmission and distribution operations serve customers in Ohio, Pennsylvania, Virginia, West Virginia, New York New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
 and other states in the Northeast and Mid-Atlantic regions. The merger of Dominion Resources and CNG will create the nation's largest fully integrated gas and electric utility, serving nearly 4 million customers. The merger is scheduled to close on January 28, 2000. Immediately following the merger closing, outstanding shares of Dominion Resources stock will total approximately 238 million. Dominion shares will continue to trade on the New York Stock Exchange New York Stock Exchange (NYSE)

World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City.
 under the current trading symbol Trading symbol

See: Ticker symbol
, D. The CUSIP CUSIP

See: Committee on Uniform Securities Identification Procedures


CUSIP

See Committee on Uniform Securities Identification Procedures.
 for new Dominion Resources common stock will be 25746U109.
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Publication:Business Wire
Geographic Code:1USA
Date:Jan 27, 2000
Words:644
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