French utility EDF Group, Good Jobs Better Baltimore, the Maryland Energy Administration and other intervenors in the Public Service Commission’s consideration of Constellation Energy Group’s proposed $7.9 billion takeover by Chicago energy giant Exelon have until mid-September to file testimony under a schedule announced this week by the commission.
Evidentiary hearings are slated to start in late October, with public comments taken in late November and early December. The commission plans to make a decision on the deal by Jan. 5.
If the transaction closes, it would create one of the largest power businesses in the nation. It would also be one of the largest mergers or acquisitions involving a Maryland company in history, though smaller than the $15.2 billion purchase of Gaithersburg biotech MedImmune by British pharma giant AstraZeneca in 2007 and the $10 billion deal in 1995 that formed Bethesda military and aerospace giant Lockheed Martin.
EDF Group, with North American headquarters in Chevy Chase, owns almost half of Constellation’s nuclear power business, Constellation Energy Nuclear Group, which owns the two-reactor Calvert Cliffs Nuclear Power Plant in Lusby. EDF wants to build a third reactor there.
“EDF’s interests are unique and will be affected by the proposed transaction which implicates significant issues related to reliability,” company executives said in their petition to the commission.
Robert L. Gould, a spokesman for Baltimore’s Constellation, was among those at Tuesday’s brief pre-hearing conference at the commission’s offices in Baltimore. He declined to comment on EDF’s filing. “That’s for the commission to decide,” he said.
Executives with another business intervenor, RG Steel Sparrows Point of Sparrows Point, which owns steel manufacturing and processing facilities, said in their petition that some of the “alleged benefits [of the acquisition] are directed to residential customers and only indirectly benefit industrial customers, if at all.”
Goods Jobs Better Baltimore, a coalition of unions, community groups and churches, also is among the 20-plus businesses, organizations and individuals intervening in the case. The coalition is concerned about job losses and rate increases by Baltimore Gas & Electric, Constellation’s utility that is regulated by the commission, said Alicia Champlin of Baltimore, who spoke during a brief rally organized by the group outside the PSC’s office Tuesday. She said she worked briefly in BGE’s personnel department “many years ago.”
“BGE says they won’t take jobs away, but that has occurred in other mergers,” Champlin said. “They will have to show me that they won’t do that.”
Gould said the combined company will actually grow jobs in Baltimore, as Exelon relocates some operations to Maryland. There will be no acquisition-related job reductions “for at least two years,” if the proposal is approved by regulators, he said.
Constellation is the second-largest business with headquarters in Maryland behind only Lockheed Martin with revenues last year of $14.3 billion. Constellation also is one of the largest employers, with 7,501 workers, in the state, ranking seventh last year among private companies that are not medical systems or universities, according to the Maryland Department of Business and Economic Development. Constellation had 7,600 workers as of December, up from 7,200 in late 2009, according to the company’s annual reports.
Exelon and Constellation have offered a $250 million incentive package, which includes a $100 credit, to BGE’s 1.1 million customers. The utility serves Baltimore city and all or part of Montgomery, Prince George’s, Howard, Anne Arundel, Carroll, Frederick, Baltimore, Calvert and Harford counties.
“These are significant benefits to our customers,” Gould said. “The $100 credit is coming at a time when rates are their lowest since 2009.”
Some BGE customers have been hit with utility bills of several hundred dollars a month, said Charly Carter, a community organizer for the nonprofit Progressive Maryland. “This affects everyone in the state of Maryland. If BGE raises rates again, everyone’s rates will go up,” she said.
Rally participants also were concerned with the potential multimillion-dollar payout to Constellation CEO Mayo A. Shattuck III. If the transaction goes through, Shattuck would be eligible to receive as much as $12.4 million, although some of that would only be paid if he was terminated or laid off after the deal closed, according to a filing this week with the Securities and Exchange Commission. Shattuck is slated to become executive chairman of the combined business. Some other Constellation executives also would get payments of more than $1 million if the deal closes, according to the filing.
The new company will be based in Chicago but retain a significant presence in Baltimore, with its energy marketing, renewable energy, retail and wholesale businesses there. “BGE will continue to be locally managed,” Gould said.
The deal also needs approval from federal agencies such as the Federal Energy Regulatory Commission and Nuclear Regulatory Commission, plus company shareholders.
Other interveners include the trade group Retail Energy Supply Association, the International Brotherhood of Electrical Workers and the Sierra Club.
kshay@gazette.net