Exhibit 99.1
FOR IMMEDIATE RELEASE
For more information, contact:
MidAmerican Energy Holdings Company:
Sara J. Schillinger/Ann Thelen
515-242-4032/515-281-2785
Constellation Energy:
Robert L. Gould/Debra Larsson
410-470-7433
Investor Contacts (Constellation Energy):
Kevin Hadlock/Jane Mosher
410-470-3647
MidAmerican Merger with Constellation Energy
Advances with Conclusion of 14-Day Due Diligence
DES MOINES, Iowa and Baltimore - (Oct. 2, 2008) - MidAmerican Energy
Holdings Company and Constellation Energy (NYSE: CEG) today announced that
MidAmerican has completed its 14-day due diligence of Constellation Energy's
retail and wholesale businesses, including trading records, and the merger of
the two companies continues to proceed as outlined in the Sept. 19, 2008,
Agreement and Plan of Merger.
"Our 14-day due diligence was completed early, and we waived the related
termination right under the merger agreement," said Gregory E. Abel, president
and chief executive officer of MidAmerican. "We are pleased to be moving forward
with the transaction."
"With MidAmerican's affirmation of the stability and underlying strength of
Constellation Energy and the recent infusion of $1 billion to increase our
liquidity, we are now poised to successfully complete the merger approval
process," said Mayo A. Shattuck III, chairman, president and chief executive
officer of Constellation Energy.
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MidAmerican and Constellation Energy announced Sept. 19, 2008, the
companies had reached a definitive merger agreement in which MidAmerican will
purchase all of the outstanding shares of Constellation Energy for a cash
consideration of approximately $4.7 billion, or $26.50 per share. The definitive
agreement has been approved by both companies' boards of directors and is
subject to shareholder and customary federal and state regulatory approvals. The
transaction is expected to close in nine to 12 months.
About Constellation Energy
Constellation Energy (www.constellation.com), a FORTUNE 125 company with
2007 revenues of $21 billion, is the nation's largest competitive supplier of
electricity to large commercial and industrial customers and the nation's
largest wholesale power seller. Constellation Energy also manages fuels and
energy services on behalf of energy intensive industries and utilities. It owns
a diversified fleet of 83 generating units located throughout the United States,
totaling approximately 9,000 megawatts of generating capacity. The company
delivers electricity and natural gas through the Baltimore Gas and Electric
Company (BGE), its regulated utility in Central Maryland.
About MidAmerican Energy Holdings
MidAmerican Energy Holdings Company, based in Des Moines, Iowa, is a global
provider of energy services. Through its energy-related business platforms,
MidAmerican provides electric and natural gas service to more than 6.9 million
customers worldwide. These business platforms are Pacific Power, Rocky Mountain
Power and PacifiCorp Energy, which comprise PacifiCorp; MidAmerican Energy
Company; CE Electric UK; Northern Natural Gas Company; Kern River Gas
Transmission Company; and CalEnergy. Information about MidAmerican is available
at www.midamerican.com.
Forward-Looking Statements and Additional Information
This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, including, but not limited to,
statements relating to the proposed transaction between Constellation Energy and
MidAmerican Energy Holdings Company and the expected timing and completion of
the transaction. Words such as "anticipate," "believe," "plan," "estimate,"
"expect," "intend," "will," "should," "may," and other similar expressions are
intended to identify forward-looking statements. Such statements are based upon
the current beliefs and expectations of our management and involve a number of
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significant risks and uncertainties, many of which are difficult to predict and
generally beyond the control of Constellation Energy and MidAmerican. Actual
results may differ materially from the results anticipated in these
forward-looking statements. The following factors, among others, could cause or
contribute to such material differences: the ability to obtain the approval of
the transaction by Constellation Energy's shareholders; the ability to obtain
governmental approvals of the transaction or to satisfy other conditions to the
transaction on the terms and expected timeframe or at all; transaction costs;
economic conditions; and the effects of disruption from the transaction making
it more difficult to maintain relationships with employees, customers, other
business partners or government entities. Additional factors that could cause
our results to differ materially from those described in the forward-looking
statements can be found in the 2007 Annual Report on Form 10-K for the year
ended December 31, 2007, filed with the Securities and Exchange Commission and
in the proxy statement Constellation Energy intends to file with the Securities
and Exchange Commission and mail to its shareholders with respect to the
proposed transaction, each of which are or will be available at the Securities
and Exchange Commission's Web site (http://www.sec.gov) at no charge.
This communication is being made in respect of the proposed merger transaction
involving Constellation Energy and MidAmerican Energy Holdings Company. In
connection with the proposed transaction, Constellation Energy will file with
the Securities and Exchange Commission a proxy statement and will mail the proxy
statement to its shareholders. Shareholders are encouraged to read the proxy
statement regarding the proposed transaction when it becomes available because
it will contain important information. Shareholders will be able to obtain a
free copy of the proxy statement, as well as other filings made by Constellation
Energy regarding Constellation Energy, MidAmerican Energy Holdings Company and
the proposed transaction, without charge, at the Securities and Exchange
Commission's Internet site (http://www.sec.gov). These materials can also be
obtained, when available, without charge, by directing a request to
Constellation Energy per the investor relations contact information above.
Constellation Energy, MidAmerican Energy Holdings Company and their respective
directors and executive officers and other persons may be deemed to be
participants in the solicitation of proxies in respect of the proposed
transaction. Information regarding Constellation Energy's directors and
executive officers is available in Constellation Energy's notice of annual
meeting and proxy statement for its most recent annual meeting and Constellation
Energy's Annual Report on Form 10-K for the year ended December 31, 2007, which
were filed with the Securities and Exchange Commission on February 27, 2008, and
April 29, 2008, respectively. Other information regarding the participants in
the solicitation and a description of their direct and indirect interests, by
security holdings or otherwise, will be contained in the proxy statement and
other relevant materials to be filed with the Securities and Exchange
Commission.
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