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Exelon, Constellation Plan To Close Merger Monday After Winning FERC Approval

By Cassandra Sweet Of DOW JONES NEWSWIRES Exelon Corp. (EXC) and Constellation Energy Group Inc. (CEG) plan to complete their merger on Monday, the companies said. Federal regulators approved the merger late Friday, on the condition that the companies sell three Maryland power plants and sell 500 megawatts of electricity in the Mid-Atlantic power market under contracts that would run until 2015. Exelon, of Chicago, plans to purchase Baltimore-based Constellation in an all-stock deal that was valued last year at about $7.9 billion. The deal would allow Exelon, the largest U.S. operator of nuclear power plants, to absorb Constellation's nuclear fleet and large retail power business. The approval by the Federal Energy Regulatory Commission was the companies' final regulatory hurdle in their nearly year-long effort to merge. "We are pleased that the FERC has approved our merger with Constellation," Exelon President and Chief Operating Officer Christopher Crane said in a statement. "We look forward to combining our operations and becoming one company." Maryland regulators approved the deal in February, after the companies agreed to provide $100 rebates for all 1.1 million of Constellation's Baltimore Gas & Electric residential customers. The companies also agreed to invest $113.5 million in energy efficiency and energy assistance for the utility's low-income customers and spend $625 million to develop 300 megawatts of new power generation. The companies earlier obtained approval for the merger from their shareholders and from regulators in New York and Texas, as well as the Department of Justice and the Nuclear Regulatory Commission. In a separate case at the FERC, Constellation agreed to pay $235 million to settle an investigation of power trades in the New York wholesale power market made between September 2007 and December 2008, after FERC staff alleged that the trades amounted to market manipulation. Constellation agreed to pay $135 million in fines, and $110 million in trading profits upon approval of its merger with Exelon, according to the settlement, issued late Friday. "While Constellation disagrees with the FERC staff's claims, we believe it is in the interest of all parties to settle this case and avoid expensive, protracted litigation," Constellation Chairman and Chief Executive Mayo A. Shattuck said in a statement. Exelon Chief Executive John Rowe plans to retire after the merger closes. Crane will become president and CEO of Exelon. Shattuck will become Exelon's executive chairman. When the merger is completed, Constellation shareholders will receive 0.93 shares of Exelon common stock for every share of Constellation common stock that they own. Exelon shareholders will own about 78% of the combined company while Constellation shareholders will own about 22% of the combined company. Shares of Exelon closed 1.2% higher Friday at $38.91 while Constellation finished up almost 1.4% to $36.15 before the FERC issued its approval of the deal. Both shares were inactive in premarket trade. -By Cassandra Sweet, Dow Jones Newswires; 415-439-6468; cassandra.sweet@dowjones.com

Stock News for Exelon (EXC)
DateTimeHeadline
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05/27/201419:44:48Power-Price Rise Energizes Utility Shares
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04/30/201417:21:19MARKET SNAPSHOT: U.S. Stocks Rise; Dow Closes At Record Level
04/30/201416:41:11Exelon to Buy Pepco in $6.8 Billion Deal -- 3rd Update
04/30/201415:35:26MARKET SNAPSHOT: U.S. Stocks Rise After Fed Statement
04/30/201414:45:17MARKET SNAPSHOT: U.S. Stocks Swing Wildly On Fed Statement
04/30/201413:13:48MARKET SNAPSHOT: U.S. Stocks Range-bound After Mixed Data
04/30/201410:27:01MARKET SNAPSHOT: U.S. Stocks Edge Lower After Mixed Data
04/30/201408:03:13Exelon to Buy Pepco in All-Cash Deal -- 2nd Update
04/30/201407:20:17Exelon to Buy Pepco in All-Cash Deal
04/30/201407:03:15Exelon to Buy Pepco in All-Cash Deal -- Update
04/28/201416:53:22MARKET SNAPSHOT: Market Leaders Energy, Utilities Face Earnings...
04/27/201406:17:33MARKET SNAPSHOT: Energy, Utilities Companies Face Earnings Tests
04/01/201417:58:15Correction to EDF Finalizes Deal Paving Way for Possible Exit...
04/01/201413:30:17EDF Finalizes Deal Paving Way for Possible Exit From U.S. Nuclear
04/01/201413:16:51EDF Finalizes Deal Paving Way for Possible Exit From US Nuclear
02/11/201416:24:10Charter Nominates Candidates for Time Warner Cable Board -- Update
02/06/201412:27:21Correction to Exelon Earnings Story
02/06/201412:24:39Exelon Profit Rises 31% on Fewer-Storm Related Costs

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