FOR IMMEDIATE RELEASE
For more information, contact:
MidAmerican Energy Holdings Company:
Sara Schillinger/Ann Thelen
515-281-2785
MidAmerican Files with U.K. Financial Services Authority
and Commission of the European Communities
Regarding Proposed Constellation Energy Merger
DES MOINES, Iowa - Oct. 9, 2008 - MidAmerican Energy Holdings Company today
made regulatory filings with the U.K. Financial Services Authority and the
Commission of the European Communities regarding its proposed merger with
Constellation Energy (NYSE: CEG). An Application for Change in Controller was
filed with the Financial Services Authority, and a Short Form Notification of a
Proposed Concentration was submitted to the Commission of the European
Communities.
"These filings further advance our plan to achieve prompt shareholder and
regulatory approvals for our merger with Constellation Energy," said Gregory E.
Abel, president and chief executive officer of MidAmerican. "This merger will
bring needed long-term financial stability to Constellation Energy."
On Sept. 19, MidAmerican and Constellation Energy 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, among other things,
shareholder and customary regulatory approvals.
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U.K./EC Filing/Page 2
About MidAmerican Energy Holdings Company
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; Northern Electric and Yorkshire Electricity, which comprise 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
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 time frame 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.
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U.K./EC Filing/Page 3
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 Web site (http://www.sec.gov ). These materials also can be
obtained, when available, without charge, by directing a request to
Constellation Energy per the investor relations contact information below.
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 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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