8-KOther EventsExhibits & Filings

EXELON CORP 8-K Report, Corporate Update (Jan 6, 2022)

Filed January 6, 2022For Securities:EXC

Summary

Exelon Corporation (EXC) has announced key dates for the spin-off of its competitive power generation and retail energy business into a new, publicly traded company named Constellation Energy Corporation (Constellation). The board of directors has set January 20, 2022, as the record date and February 1, 2022, as the distribution date for this separation. Shareholders of Exelon as of the record date will receive one share of Constellation common stock for every three shares of Exelon they hold. This transaction effectively separates Exelon's regulated utility operations from its competitive energy business, allowing each entity to pursue distinct strategic objectives. Investors should note that the distribution is subject to certain conditions outlined in Constellation's Form 10 Registration Statement.

Key Highlights

  • 1Exelon has set the record date (January 20, 2022) and distribution date (February 1, 2022) for the spin-off of its competitive energy business.
  • 2The new, independent company will be named Constellation Energy Corporation.
  • 3Exelon shareholders will receive one share of Constellation for every three shares of Exelon held as of the record date.
  • 4Cash will be provided in lieu of fractional shares of Constellation stock.
  • 5The spin-off separates Exelon's regulated utilities from its competitive power generation and retail energy businesses.
  • 6The transaction is subject to certain conditions, as detailed in Constellation's Form 10 Registration Statement.

Frequently Asked Questions

Exelon is spinning off its competitive power generation and customer-facing retail energy business into a new, independent company named Constellation Energy Corporation. This new company will be publicly traded.

If you are an Exelon shareholder as of the close of business on January 20, 2022 (the record date), you will receive one share of Constellation Energy Corporation common stock for every three shares of Exelon common stock you own on that date. This will be distributed on February 1, 2022.

Exelon shareholders will receive cash in lieu of any fractional shares of Constellation Energy Corporation common stock they would have been entitled to. For example, if you own one or two shares of Exelon, you will not receive any Constellation shares but will receive a cash payment equivalent to the value of the fractional share.

The spin-off aims to separate Exelon's regulated electric and gas utilities business from its competitive power generation and retail energy business. This separation is intended to allow each entity to pursue its own distinct strategic priorities and capital allocation strategies.