-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MqGueeByu6U4QwrtssDlsIZ9aFeQgeU2rNZ/A/YVh37cMSQT3dTvBa3ybQY1xEa5 Xncjog3ke5RgXrZMXRUMjQ== 0001104659-06-038319.txt : 20060531 0001104659-06-038319.hdr.sgml : 20060531 20060530212812 ACCESSION NUMBER: 0001104659-06-038319 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060530 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060531 DATE AS OF CHANGE: 20060530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSTELLATION ENERGY GROUP INC CENTRAL INDEX KEY: 0001004440 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 521964611 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25931 FILM NUMBER: 06875568 BUSINESS ADDRESS: STREET 1: 750 E PRATT ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4107832800 MAIL ADDRESS: STREET 1: 750 E PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: CONSTELLATION ENERGY CORP DATE OF NAME CHANGE: 19951220 FORMER COMPANY: FORMER CONFORMED NAME: RH ACQUISITION CORP DATE OF NAME CHANGE: 19951205 8-K 1 a06-12863_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  May 30, 2006 (May 30, 2006)

 

Commission

 

 

 

IRS Employer

File Number

 

Exact name of registrant as specified in its charter

 

Identification No.

1-12869

 

CONSTELLATION ENERGY GROUP, INC.

 

52-1964611

 

 

 

 

 

 

 

 

 

 

 

MARYLAND

(State of Incorporation of both registrants)

 

750 E. PRATT STREET, BALTIMORE, MARYLAND

 

21202

(Address of principal executive offices)

 

(Zip Code)

 

410-783-2800

(Registrants’ telephone number, including area code)

NOT APPLICABLE

 (Former name, former address
and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




 

ITEM 7.01. Regulation FD Disclosure

On May 30, 2006, Mayo A. Shattuck, Chairman, President and Chief Executive Officer of Constellation Energy Group, Inc. issued the employee communication attached hereto as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01. Financial Statements and Exhibits

(d)           Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

Employee Communication from Mayo A. Shattuck

 

2




 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

CONSTELLATION ENERGY GROUP, INC.

 

 

(Registrant)

 

 

 

 

 

 

 

 

 

Date:

May 30, 2006

 

/s/ Charles A. Berardesco

 

 

 

Charles A. Berardesco

 

 

 

Associate General Counsel, Chief Compliance Officer and Corporate Secretary

 

 

 

 

3




EXHIBIT INDEX

Exhibit No.

 

Description

 

 

 

99.1

 

Employee Communication from Mayo A. Shattuck

 

 

4



EX-99.1 2 a06-12863_1ex99d1.htm EX-99

Exhibit 99.1

Dear Colleague,

I want to let you know that we have, for the time being, ceased FPL merger integration activities. This reflects the reality that integration activities require a great deal of time and manpower, and in this uncertain climate we believe that effort is more appropriately applied to our day-to-day business. We will resume integration planning when it is warranted. Our merger approval process continues in the normal course.

While we still believe strongly in the proposed merits of our merger, we are disappointed in the ongoing political controversy in Maryland. While we remain hopeful that our merger with FPL can move forward, we think the prudent thing to do is put our integration efforts temporarily on hold while the political issues are being resolved.

I spent the past week or so speaking at employee meetings across the company, and one of my goals was to reinforce the point that Constellation Energy will thrive and grow with or without this merger. We have an extraordinary record of success and we continue to meet or exceed our business objectives.

I’ll continue to keep you updated on events. Thanks for your hard work.

Mayo

 



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