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Visu uses AI to transform SEC filings and press releases into accurate summaries of earnings and key company events.
Constellation Energy Completes Acquisition of Calpine Corporation
Constellation Energy Corporation has finalized its acquisition of Calpine Corporation, making Calpine a wholly owned subsidiary. This transaction was part of a merger agreement signed on January 10, 2025, and included the retirement of approximately $2.29 billion in Calpine's outstanding notes, which will not be reissued. Following the merger, Constellation issued new senior notes that mirror the terms of the retired Calpine notes, with interest rates ranging from 3.750% to 5.000% and maturity dates set between 2029 and 2031.
In conjunction with the exchange offers for the Calpine notes, Constellation also sought and received consents to amend the indentures governing those notes, significantly reducing restrictive covenants. The new senior notes issued by Constellation will have the same interest payment dates as the Calpine notes, with payments starting in February 2026. This restructuring is intended to streamline operations and potentially enhance financial flexibility moving forward.
linkJan 15, 2026 16:04:51
Constellation Energy Completes Successful Exchange Offers for Calpine Notes
On January 13, 2026, Constellation Energy Generation, LLC announced the expiration and final results of its exchange offers and consent solicitations for outstanding notes of Calpine Corporation. The exchange offers included the 4.625% Senior Unsecured Notes due 2029, 5.000% Senior Unsecured Notes due 2031, and 3.750% Senior Secured Notes. As of the expiration date, a significant majority of these notes were tendered, allowing the company to proceed with the proposed amendments to eliminate most restrictive covenants on the notes, which were successfully approved by the requisite number of holders.
The exchange offers were initiated as part of the acquisition process of Calpine Corporation, which was completed on January 7, 2026. Eligible holders who participated in the exchange offers will receive new Constellation Notes and cash consideration based on the amount of Calpine Notes they tendered. The settlement for the exchange offers is expected to occur around January 15, 2026, marking a pivotal step in integrating the operations and financial structures of the two companies.
linkJan 13, 2026 07:58:32
Constellation Energy Completes Merger with Calpine Corporation
On January 7, 2026, Constellation Energy Corporation completed its merger with Calpine Corporation, making Calpine a wholly owned subsidiary. The transaction involved the issuance of 50 million shares of Constellation's common stock and a cash payment of $4.5 billion, leading to former Calpine stockholders owning approximately 13.8% of Constellation's outstanding common stock. Additionally, all outstanding equity-based awards from Calpine were converted into cash and stock considerations as per the merger agreement.
The merger also included the restructuring of Calpine's debt obligations. Calpine continues to hold several senior notes with varying maturities and interest rates, along with a first lien senior secured term loan. The terms of these financial instruments impose certain restrictions on Calpine's ability to incur additional debt or engage in significant asset transfers, which may impact its financial flexibility moving forward. These developments could influence investor sentiment and stock price as the integration of Calpine progresses.
linkJan 07, 2026 16:23:01
Constellation Energy Extends Exchange Offers for Calpine Notes
Constellation Energy Generation, LLC has announced an extension of the expiration date for its private offers to exchange outstanding Calpine Corporation notes. The expiration date has been moved from January 8, 2026, to January 12, 2026. The company has also received the necessary consents to amend the indentures governing the Calpine Notes, which will eliminate most restrictive covenants and events of default. As of the early tender deadline, a significant majority of the existing notes have been validly tendered.
The proposed amendments will take effect on the settlement date of the exchange offers, which is anticipated to occur shortly after the new expiration date, contingent upon the completion of a merger transaction between Constellation Energy Corporation and Calpine. Eligible holders who participate in the exchange will receive newly issued notes along with cash consideration, depending on the type of notes tendered. The exchange offers are not conditioned on a minimum amount of notes being tendered but are subject to the successful completion of the merger transaction.
linkDec 23, 2025 07:59:44
Constellation Energy Clears Capacity in PJM Auction Results
On December 17, 2025, Constellation Energy Corporation announced that all of its power plants in the PJM market successfully cleared the capacity auction for the 2027-2028 planning year. The cleared volumes include winter-only resources and are significant for the company’s capacity revenues, particularly for its nuclear units, which contribute to the Production Tax Credit calculations.
The auction results will take effect on June 1, 2027. The report indicates that this achievement may positively impact Constellation Energy's financial performance, as it reflects the company's operational capabilities within the competitive PJM market.
linkDec 17, 2025 17:20:21
Constellation Energy Announces Merger Agreement with Calpine Corporation
Constellation Energy Corporation has entered into a Merger Agreement with Calpine Corporation, which will result in Calpine becoming an indirect, wholly-owned subsidiary of Constellation. This acquisition is structured as a cash and stock transaction and is subject to various conditions outlined in the agreement. Pro forma financial statements related to the acquisition have been filed, reflecting the anticipated financial impact of the merger.
In addition to the merger, Calpine Corporation has provided its audited and unaudited consolidated financial statements for the years ended December 31, 2024, and 2023, as well as for the third quarter of 2025. These documents include detailed financial information that may be relevant for investors assessing the implications of the merger and the overall financial health of both companies.
linkDec 09, 2025 16:40:05
Constellation Energy Announces Merger and Exchange Offers for Notes
Constellation Energy Corporation has entered into a Merger Agreement with Calpine Corporation, under which Calpine will become an indirect, wholly owned subsidiary of Constellation. In connection with this acquisition, Constellation is launching private exchange offers for Calpine's outstanding senior unsecured notes and secured notes, allowing eligible holders to exchange their existing notes for newly issued notes with similar terms. The exchange offers also include consent solicitations to amend the indentures governing the Calpine notes, aiming to eliminate certain restrictive covenants.
The exchange offers will expire on January 8, 2026, with an early tender deadline set for December 22, 2025. Holders of Calpine notes who participate in the exchange will receive new notes and cash payments based on the principal amount they tender. The success of these offers is contingent upon receiving the necessary consents and the completion of the merger with Calpine. Eligible holders are advised to consult with their intermediaries to ensure participation within the specified deadlines.
linkDec 09, 2025 16:36:31
Constellation Energy Announces Leadership Changes Ahead of Calpine Acquisition
Constellation Energy Corporation has announced key senior leadership changes that will take effect upon the closing of its acquisition of Calpine Corporation, anticipated in the fourth quarter of 2025, pending regulatory approval. Daniel Eggers will transition from Chief Financial Officer to Senior Executive Vice President, Finance and Data Economy, while Shane Smith will assume the CFO role with a compensation package including a base salary of $725,000 and additional incentives. Kathleen Barrón, currently Executive Vice President and Chief Strategy and Growth Officer, will retire in mid-2026 but will serve as an advisor during the transition.
The company has also promoted other executives to senior roles, including David Dardis as Senior Executive Vice President, Chief External Affairs and Growth Officer, and Andrew Novotny will join the team as Senior Executive Vice President, Constellation Power Operations, and CEO of Calpine. These changes are part of Constellation's strategy to enhance its leadership team and operational capabilities as it prepares to integrate Calpine, aiming to strengthen its position in the energy market and drive growth.
linkNov 21, 2025 08:00:58
Constellation Energy Secures $1 Billion DOE Loan for Nuclear Project
Constellation Energy Generation, LLC has entered into a Loan Guarantee Agreement with the U.S. Department of Energy, securing a $1 billion loan commitment to support the restart and repowering of the Christopher M. Crane Clean Energy Center in Pennsylvania. This project aims to restore reliable nuclear energy to the grid, adding 835 megawatts of new baseload power and creating approximately 3,400 jobs. The financing is structured as a multi-advance term loan facility, with provisions for reimbursement of eligible project costs and various compliance requirements.
The loan, backed by the DOE under the Title XVII Loan Guarantee Program, allows Constellation to make advances up to $1 billion until September 15, 2030, with interest payable semi-annually and principal due by November 17, 2055. The project is projected to contribute over $16 billion to Pennsylvania’s GDP and generate more than $3 billion in tax revenue. Constellation is also committed to workforce development initiatives in the region, having already donated $200,000 to local charities and programs in 2025.
linkNov 18, 2025 17:06:46
Constellation Energy Board Member Peter Oppenheimer to Retire
Peter Oppenheimer has informed the Board of Directors of Constellation Energy Corporation of his intention to retire, with his retirement effective on December 31, 2025. This change in the Board's composition may impact the company's governance structure.
The announcement was made on November 9, 2025, and is part of the company's ongoing management and governance updates. Investors may want to monitor the implications of this departure on the company's strategic direction and leadership.
linkNov 12, 2025 06:05:29