What is the main purpose of this 8-K filing?

The main purpose of this 8-K filing is to formally report that Exelon Corporation and Constellation Energy Group, Inc. have submitted their application for approval of their proposed merger to the Federal Energy Regulatory Commission (FERC). It also details other related regulatory filings made by the companies.

Where can investors find more detailed information about the merger?

Investors can find more detailed information in the joint proxy statement/prospectus that Exelon intends to file with the SEC on Form S-4. This document will contain crucial details about the merger, its terms, potential benefits, risks, and the voting process.

What are the risks associated with this merger, as mentioned in the filing?

The filing outlines numerous risks, including potential difficulties in obtaining shareholder and regulatory approvals, delays in closing the transaction, challenges in integrating the two businesses, achieving expected cost synergies, unexpected costs or liabilities, adverse effects from competing offers, and potential negative impacts from future regulatory or legislative actions. Investors are advised to consult Exelon's and Constellation's SEC filings for a comprehensive list of risks.

EXC 8-K SEC Disclosure — May 20, 2011

Q: Which regulatory bodies are reviewing the proposed merger?

The companies have filed with the Federal Energy Regulatory Commission (FERC), the Nuclear Regulatory Commission, the New York State Public Service Commission, and the Public Utility Commission of Texas. Filings with the Maryland Public Service Commission and other regulatory bodies are also planned.

Summary

This 8-K filing by Exelon Corporation (EXC) on May 20, 2011, primarily serves to inform investors about significant regulatory filings made by Exelon and Constellation Energy Group, Inc. (Constellation) concerning their previously announced merger. Exelon and Constellation have jointly applied for approval from the Federal Energy Regulatory Commission (FERC) and have also submitted filings to other key regulatory bodies, including the Nuclear Regulatory Commission, New York State Public Service Commission, and the Public Utility Commission of Texas. These filings are crucial steps towards obtaining the necessary approvals for the merger to be completed. The report also emphasizes that this filing is being made under Rule 425 of the Securities Act, indicating it contains written communications related to the merger. Investors should be aware that this filing is part of a larger process, and further detailed information will be provided in a joint proxy statement/prospectus to be filed with the SEC on Form S-4. This document will contain critical details about the proposed transaction, its potential benefits, risks, and the required shareholder votes.

Key Highlights

1Exelon Corporation and Constellation Energy Group, Inc. have filed for approval of their proposed merger with the Federal Energy Regulatory Commission (FERC).
2Additional regulatory filings have been made with other significant bodies, including the Nuclear Regulatory Commission, New York State Public Service Commission, and Public Utility Commission of Texas.
3The filing is characterized as a written communication under Rule 425 of the Securities Act, related to the ongoing merger process.
4Exelon and Constellation are actively pursuing necessary approvals from various regulatory agencies across different jurisdictions.
5A joint proxy statement/prospectus on Form S-4 will be filed with the SEC, providing comprehensive details for investors regarding the merger.
6Investors are urged to read the upcoming joint proxy statement/prospectus for important information concerning the merger.
7The report includes cautionary statements regarding forward-looking information and lists numerous risks and uncertainties associated with the proposed merger.

EXELON CORP 8-K Report, Corporate Update (May 20, 2011)

Summary

Key Highlights

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