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Published on 7/10/2009 in the Prospect News Special Situations Daily.

Exelon continues to seek support from NRG Energy shareholders

By Lisa Kerner

Charlotte, N.C., July 10 - Exelon Corp. sent another letter to NRG Energy, Inc. shareholders seeking support for its increased offer for the company and for its slate of director nominees at NRG's annual meeting on July 21.

As previously reported, Exelon wants NRG shareholders to vote the blue proxy card to elect four independent candidates to run in opposition to incumbent directors, expand the NRG board to 19 directors and elect five independent candidates nominated to join the expanded board.

Last week, Exelon increased its offer for NRG by 12.4% to 0.545 of a share of Exelon common stock for each NRG share from 0.485 of a share.

In its most recent letter, Exelon said its revised offer brings $2 billion to $3 billion in "immediate value" to NRG shareholders and "there is nothing that NRG can do on a standalone basis to match that."

In October 2008, Exelon, a Chicago-based electric company, proposed acquiring NRG at a fixed exchange ratio of 0.485 of a share of Exelon common stock for each share of NRG common stock.

Exelon said it brought the offer directly to NRG shareholders on Nov. 12, 2008 after the Princeton, N.J.-based power generation company twice rejected the offer.

The exchange offer ends Aug. 21. It had been extended to June 26 from Feb. 25.


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