Dominion Midstream Partners, LP (NYSE: DM), today closed on the transaction to acquire Questar Pipeline, LLC, from Dominion Resources, Inc. (NYSE: D), for $1.725 billion. As part of the transaction, Dominion Midstream paid $823 million in cash to Dominion, issued $167 million of common units and $300 million of convertible preferred units to Dominion, and has assumed Questar Pipeline's $435 million of outstanding indebtedness.

Cash sources included a previously announced $360 million underwritten public common unit offering, a $137.5 million private placement of common units, and $500 million of convertible preferred units placed with a group of institutional investors led by Stonepeak Infrastructure Partners.

Thomas F. Farrell II, chairman, president and chief executive officer of Dominion and Dominion Midstream GP, LLC, said:

"Today's announcement once again demonstrates Dominion's and Dominion Midstream's ability to execute complementary acquisitions to achieve best-in-class distribution growth at Dominion Midstream while providing cash to Dominion to pay down debt."

The addition of Questar Pipeline – which owns and operates Federal Energy Regulatory Commission-regulated natural gas transmission and storage assets in Colorado, Utah and Wyoming – is expected to be immediately accretive to Dominion Midstream's distributable cash flow per unit. This transaction supports the partnership's intention to grow distributions to unitholders at a compounded annual growth rate of 22 percent per year through the end of the decade.

Dominion plans to use the cash generated by the dropdown transaction and other related financing activities to reduce debt at the parent level by $1.2 billion.

Joint bookrunning managers and placement agents on the above-referenced public and private capital markets activities included RBC Capital Markets, Barclays, JP Morgan, Mizuho Securities, BofA Merrill Lynch, Citigroup and UBS Investment Bank.

About Dominion Midstream 

Dominion Midstream is a Delaware limited partnership formed by Dominion Resources, Inc., to grow a portfolio of natural gas terminaling, processing, storage, transportation and related assets. It is headquartered in Richmond, Va. For more information about Dominion Midstream, visit its website at www.dommidstream.com.

About Dominion

Dominion is one of the nation's largest producers and transporters of energy, with a portfolio of approximately 26,000 megawatts of generation, 14,400 miles of natural gas transmission, gathering and storage pipeline, and 6,500 miles of electric transmission lines. Dominion operates one of the nation's largest natural gas storage systems with 1 trillion cubic feet of storage capacity and serves more than 6 million utility and retail energy customers. For more information about Dominion, visit the company's website at www.dom.com.