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NBIM seeks court decision to delay Constellation shareholder vote on acquisition by MidAmerican

17 December 2008

Norges Bank Investment Management (NBIM) has filed a law suit in Maryland, USA, seeking to prevent Constellation Energy Group from convening a special shareholder meeting on December 23 to vote on a takeover by MidAmerican Energy Company, a unit of Ber

“We are one of the biggest shareholders and take these necessary steps in order to safeguard our financial interests. In our opinion, the MidAmerican agreement undervalues Constellation, and we expect the board to work for a solution that offers the highest value opportunity,” says Anne Kvam, NBIM’s Head of Corporate Governance.

After the distribution of proxy materials, Constellation received an acquisition proposal from its joint venture partner, Electricité de France S.A. (EDF), that values Constellation substantially higher than in the MidAmerican proposal. 

“The shareholder meeting is less than a week away, and we need to ensure that there is time for the board and the shareholders to evaluate the situation and choose the best solution,” says Kvam.

To date, Constellation’s board has neither postponed the shareholder vote nor withdrawn its recommendation to Constellation’s shareholders to approve the deal. 

NBIM is asking the court to postpone the December 23 meeting to allow the company time to properly consider all offers and communicate its conclusions to shareholders, and to give shareholders ample time to digest that information and cast fully informed votes.

The court has scheduled a hearing for December 22 at 1:00 pm local time.

NBIM is the investment management arm of Norges Bank, the Norwegian central bank, and manages portfolios worth USD 339 billion, including the Government Pension Fund – Global.

For further information, please contact:
Ms Siv Meisingseth, Director of Communications, tel. +47 22 31 63 50 or +47 91 63 89 12