Extracted from this filing and checked against the source text.
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
CONSTELLATION ENERGY GENERATION LLC completed an acquisition involving Calpine Corporation for $4.50 billion in cash and 50,000,000 newly issued shares of common stock of CEG Parent (closed 2026-01-07).
- Action
- acquisition
- Counterparty
- Calpine Corporation
- Consideration
- $4.50 billion in cash and 50,000,000 newly issued shares of common stock of CEG Parent
- Closing
- 2026-01-07
Exact text from the filing
As a result of the Reorganization and the Mergers, Calpine became a wholly owned subsidiary of Constellation. The merger consideration consisted of (i) an aggregate of 50,000,000 newly issued shares of common stock, no par value, of CEG Parent (the “Stock Consideration”) and (ii) $4.50 billion in cash minus the amount of Company Expenses. As a result of
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CONSTELLATION ENERGY GENERATION LLC entered into Registration Rights Agreement with certain of the former stockholders of Calpine who received shares of Stock Consideration (effective 2026-01-07).
- Action
- entry
- Counterparty
- certain of the former stockholders of Calpine who received shares of Stock Consideration
- Effective
- 2026-01-07
Exact text from the filing
On January 7, 2026, in connection with the closing of the Mergers (as defined below), CEG Parent entered into a registration rights agreement (the “Registration Rights Agreement”) with certain of the former stockholders of Calpine who received shares of Stock Consideration (as defined below) in the Mergers, each of whom is listed on the signature pages thereto (the “RRA Parties”), pursuant to which the RRA Parties will have certain customary demand, “piggy-back” and shelf registration rights relating to the shares of Stock Consideration received by such RRA Parties as a result of the Mergers.
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