Exelon to Acquire PSEG in Stock Swap

Monday, December 20th 2004, 9:45 am

By: News On 6

CHICAGO (AP) _ Utility holding company Exelon Corp. on Monday said it agreed to acquire Public Service Enterprise Group Inc. in a merger deal that will create a gas and electricity supplier with combined revenue of $27 billion.

Shares of Exelon and Public Service were halted early Monday. PSEG shares closed Friday up 3.6 percent at $47.27, and shares of Exelon closed down 1.7 percent at $41.86 on the New York Stock Exchange.

Under the definitive agreement, each Public Service share will be converted into 1.225 shares of Exelon. The offer values Public Service at $51.28 a share, an 8 percent premium to its price of $47.27 at the closing of trading Friday.

After the combination, Public Service holders will own about 32 percent, or 306 million shares, of the new company, which will be called Exelon Electric & Gas. Exelon shareholders will own approximately 68 percent, or 650 million shares.

The merged utility, which will have corporate headquarters in Chicago, will generate about 52,000 megawatts of energy and will serve about 7 million electricity customers and 2 million gas customers in Illinois, New Jersey and Pennsylvania.

Exelon chairman, president and chief executive John W. Rowe will become president and CEO after the merger, while Public Service chairman, president and CEO E. James Ferland will be named non-executive board chairman until his planned retirement in the spring of 2007. Boards of both companies have unanimously approved the deal.

The company's new board will be comprised initially of 12 members nominated by Exelon and 6 members nominated by PSEG.