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Home My WebLink About20080922Compliance Filing.pdf~~~!Bf9!l RECEIVED Pac Po I Rocky Mountn Po I Padrp Energ 825 NE Multnomah, Suite 1900 LeT Portland. Oreon 9n32 VI OVERNIGHT DELIVERY 2008 SEP 22 AM 9: '6 IDAHO PUBUG UTILITIES COf"iMISSiON September 22, 2008 Idaho Public Utilities Commission 472 West Washigton Boise,ID 83702 Att: Jean Jewell Commssion Secretar RE: Docket No. PAC-E-05-8 Compliance Filing. Commitment 12 (l) Dear Ms. Jewell: This letter will serve as notice pursuat to Commitment 12(1) of the Commission Order granting approval of the acquisition ofPacifiCorp by MidAerican Energy Holdings Company, issued Februar 13,2006, and amended on March 14,2006. Commtment 12 (1) of the Stipulation provides that, "PacifiCorp or MEHC will notify the Commission in wrting subsequent to MEHC's board approval and as soon as practicable following any public anouncement of: (1) any acquisition of a reguated or unegulated business representing 5 percent or more of the capitaization ofMEHC..." Therefore, in compliance with Commitment 12 (1) of the Stipulation, please fid the attached press release regarding MidAerican Energy Holdigs Company reachig tentative agreement to acquire Constellation Energy. If there are informal inquiries concernng ths filing, please contact Ted Weston, Idao Regulatory Afairs Manager, at (801) 220-2963. Sincerely, . ~!ft:~wi Vice President, Regulation Enclosure cc: Service List PAC-E-05-8 (with enclosures) Media Contacts: MidAinerican Energ Holdings Company: Sar J. Schillinger/An Thelen 515-242-4032/515-281-2785 Constellation Energy: Robert L. Gouldlebra Lason 410-470-7433 Investor Contacts (Constellation Energy): Kevin Hadlock/Janet Mosher 410-470-3647 MidAmerican Energy Holdings Company Reaches Tentative Agreement to Acquire Constellation Energy DES MOINES, IOWA AND BALTIMORE - Sept. 18, 2008 - MidAerican Energy Holdings Company and Constellation Energy (NYSE: CEG) today anounced the companes have reached a tentative agreement in which MidAerican wil purchase all of the outstading shares of Constellation Energy for a cash consideration of approximately $4.7 bilion, or $26.50 per share. The companes expect to enter into a definitive merger agreement by close of business, Sept 19. Upon signg a definitive merger agreement, Constellation Energy will issue $1 bilion of preferred equity yielding 8 percent to MidAerican. The tentative agreement, which has been unanmously approved by both companes' Boards of Directors, is subject to fuher due dilgence, as well as shareholder and customar federal, state and local regulatory approvals. The transaction is expected to close withn nine months. "We strongly believe this transaction is in the best long-term interest of our investors, employees and the customers and communties we serve," said Mayo A. Shattuck III, chairan, president and chief executive offcer for Constellation Energy. "The financial services sector and energy commodity markets have witnessed unprecedented volatility. Backed by the signficant industr expertise and financial stabilty of MidAerican and Berkshie Hathaway, Constellation Energy will build on its reputation as a first-choice energy solution provider for our many customers." "MidAerican has been a wonderfl steward of its energy assets and the acquisition of Constellation Energy, when completed, wil prove beneficial to all constituents," said Waren E. Buffett, chairman, Berkshire Hathaway. "In Constellation Energy, we have a parer that brings a world-class organization of people and an industr-leading collection of energy assets," said Gregory E. Abel, president and chief executive offcer of MidAerican Energy Holdings Company. "MidAerican is very comfortble with, and committed to, Constellation Energy's current strategic plan. We intend, as with all of our investments, to allow Constellation Energy to operate autonomously as it pursues its long-term goals. Constellation Energy's premier fleet of nuclear assets, and its UniSta joint ventue with EDF, complements MidAerican's ongoing commitment to environmental initiatives, including investments in hydro, wind and geothermal energy. Joing forces with Constellation Energy accelerates our stregic intiative to develop and build energy infastrctue assets in Nort America." Financial Advisors Morgan Staley and UBS Investment Ban are serving as financial advisors to Constellation Energy. About Constellation Energ Constellation Energy (http://ww.constellation.com). a FORTU 125 company with 2007 revenues of$21 bilion, is the nation's largest competitive supplier of electrcity to large commercial and industral customers and the nation's largest wholesale power seller. Constellation Energy also manages fuels and energy services on behalf of energy intensive industres and utilties. It own a diversified fleet of 83 generating unts located thoughout the United States, totaing approximately 9,000 megawatts of generatig capacity. The company delivers electrcity and natu gas though the Baltimore Gas and Electrc Company (BGE), its reguated utilty in Central Marland. About MidAmerican Energy Holdings MidAerican Energy Holdings Company, based in Des Moines, Iowa, is a global provider of energy services. Through its energy-related business platforms, MidAerican provides electrc and natual gas service to more tha 6.9 millon customers worldwide. These business platforms are Pacific Power, Rocky Mountan Power and PacifiCorp Energy, which comprise PacifiCorp; MidAerican Energy Company; CE Electrc UK; Nortern Natual Gas Company; Kern River Gas Trasmission Company; and CalEnergy. Information about MidAerican is available at ww.midamerican.com. Forward-Looking Statements and Additional Information Ths press release contains forward-lookig statements withi the meang of the Private Securties Litigation Reform Act of 1995, including, but not limited to, statements relating to the proposed transaction between Constellation Energy and MidAerican 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 curent beliefs and expectations of our management and involve a number of signficant risks and uncertinties, many of which are diffcult to predict and generally beyond the control of Constellation Energy and MidAerican. Actu results may differ materially from the results anticipated in these forward-looking statements. The followig factors, among others, could cause or contrbute to such material differences: the abilty to obtain the approval of the transaction by Constellation Energy's shareholders; the abilty to obtain governental approvals of the transaction or to satisfy other conditions to the transaction on the terms and expected timeframe or at all; transaction costs; economic conditions; and the effects of disruption from the transaction makng it more diffcult to maintai relationships with employees, customers, other business parers or governent 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 Anua Report on Form 10-K for the year ended December 31, 2007 filed with the Securties and Exchange Commssion and in the proxy statement Constellation Energy intends to file with the Securties and Exchange Commission and mail to its shareholders with respect to the proposed transaction, each of which are or will be available at the Securties and Exchange Commssion's Web site (htt://ww.sec.gov) at no charge. Ths communcation is being made in respect of the proposed merger transaction involving Constellation Energy and MidAerican Energy Holdings Company. In connection with the proposed trsaction, Constellation Energy wîl fie with the Securities and Exchange Commssion 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 contan importt information. Shareholders will be able to obtain a free copy of the proxy statement, as well as other fiings made by Constellation Energy regarding Constellation Energy, MidAerican Energy Holdings Company and the proposed transaction, without charge, at the Securties and Exchange Commssion's Internet site (htt://ww.sec.gov). These materials can also be obtaed, when available, without charge, by directing a request to Constellation Energy per the investor relations contact inormation below. Constellation Energy, MidAerican Energy Holdings Company and their respective directors and executive offcers and other persons may be deemed to be paricipants in the solicitation of proxies in respect of the proposed transaction. Information regarding Constellation Energy's directors and executive offcers is available in Constellation Energy's notice of anual meeting and proxy statement for its most recent anual meeting and Constellation Energy's Anual Report on Form 10-K for the year ended December 31, 2007, which were filed with the Securties and Exchange Commssion on Febru 27,2008 and April 29, 2008, respectively. Oter inormation regarding the paricipants in the solicitation and a description of their direct and indirect interests, by securty holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the Securties and Exchange Commission. I hereby certify that on ths 22nd day of September, 2008, I caused to be served, via E-mail, if address available or U.S mail, a tre and correct copy ofPacifiCorp's cover lettet accompanying the Compliance Filing, Commitment #12 in Case No. PAC-E-05-8. . Andrea L. Kelley R. Scott Pasley Vice President, Regulation Assistat General Counsel PACIFICORP J.R. Simplot Company 825 NE Multnomah, Suite 2000 P.O. Box 27 Portland, OR 97232 Boise,ID 83702 E-Mail: andrea.kelly(ßacificorp.com E-Mail: spasley(isimplot.com Douglas L. Anderson Mark C. Moench Senior Vice President & General Senior Vice President - Law Counsel MidAerican Energy Holdings Company MidAerican Energy Holdings 201 S. Main, Suite 2300 Company Salt Lake City, UT 84111 302 S. 36th Street, Suite 400 E-Mail: mcmoench(imidamerican.com Omaha, NE 68131 E-Mail: danderson(imidamerican.com Eric L. Olsen Anthony Yanel Racine, Olson, Nye, Budge & Bailey,29814 Lae Road Charered Bay Vilage, OH 44140 201 E. Center E-Mail: tony(iyanel.net P.O. Box 1391 Pocatello,ID 83204-1391 E-Mail: elo(iracinelaw.net Baron L. Kline, Senior Attorney John R. Gale Monica B. Moen, Attorney II Vice President, Reguatory Affairs Idaho Power Company Idaho Power Company P.O. Box 70 P.O. Box 70 Boise, ID 83707 Boise, ID 83707 E-MaiJ: bkline(iidahopower.com e-Mail: rgale(iidahopower.com mmoen(iidahopower.com Brad M. Purdy Arur F. Sandack, Esq. Attorney at Law 8 E. Broadway, Suite 510 2019 N. 17th Street Salt Lake City, UT 84111 Boise, ID 83702 E-Mail: asandack(iitower.net E-Mail: bmpurdy(ihotmaiL.com I I