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Shareholders OK Commonwealth/BEC Merger

Shareholders OK Commonwealth/BEC Merger

Shareholders for Commonwealth Energy Systems and BEC Energy voted to approve their companies' previously announced merger plans last week. The merger was first agreed to last December (See Daily GPI, Dec. 8, 1998). The new company will be named NSTAR.

COM/Energy shareholders approved the $4.4 billion merger by well over the two-thirds majority required, with an approval rate of over 97% of shareholders voting on the merger. BEC's shareholders approved the deal at a 96% rate.

In addition to shareholder approval, the merger also requires approvals from the Federal Energy Regulatory Commission, the Nuclear Regulatory Commission, and the Securities and Exchange Commission. The companies' rate plan associated with the merger must be approved by the Massachusetts Department of Telecommunications and Energy. The companies anticipate that the merger will be completed this August.

Under terms of the merger agreement both BEC Energy and COM/Energy will exchange their shares for a combination of stock in NSTAR and cash. BEC Energy shareholders may elect to receive one share of NSTAR's common stock or $44.10 in cash for each BEC Energy share they own. The cash price represents a five percent premium to BEC Energy's closing stock price on December 4, 1998.

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