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Form 8-K · Current Report · Filed 2026-01-15

Constellation Energy Completes Merger with Calpine and Exchange Offers

On January 15, 2026, Constellation Energy Corporation completed its previously announced merger with Calpine Corporation, resulting in Calpine becoming a wholly owned subsidiary of Constellation.

Filer
Constellation Energy Corporation CEG · NASDAQ
Filed
Accession
0001868275-26-000009
CIK
0001868275
Signal
High impactUtilities

Details

In connection with the merger, Constellation executed exchange offers for Calpine's existing senior notes, issuing new senior notes in their place. The exchange offers were successful, with $2,289,722,000 aggregate principal amount of Calpine's notes being tendered and accepted. The transaction was finalized with amendments to the Calpine notes and related indentures to eliminate most restrictive covenants, except for payment-related and bankruptcy-related events of default.

Items reported

Item events

Reported Item

M&A Agreement New Major Contract Strategic Partnership Financial Instrument Agreement Credit Facility Entered

Market reaction

Close before filing

$330.38

Next session

-6.9%

Since filing

-20.5%

Latest close

$262.75

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from CEG reporting the same item, with the next session's move:

About Constellation Energy Corporation

Constellation Energy Corporation is a prominent energy company specializing in electricity generation and distribution across various regions. As a major player in the utility sector, its primary function is to provide reliable and efficient energy solutions to both residential and commercial customers. Constellation Energy focuses on a balanced mix of energy sources, including natural gas, wind, and solar power, reflecting its commitment to sustainability and reducing carbon footprints. The company is instrumental in influencing the transition towards cleaner energy within the utility industry. By leveraging advanced technologies and a strategic positioning in key geographic areas, Constellation Energy Corporation plays a crucial role in supplying energy to millions of customers while supporting the infrastructure that underpins modern economies. Its extensive experience and robust operational framework contribute significantly to its market significance, reinforcing its status as a vital energy provider throughout North America.

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