Exelon urges NRG shareholders to vote in directors

CHICAGO - Exelon Corp. on Friday urged shareholders of NRG Energy Inc. to vote in nine new independent directors to the NRG board, expanding the board and boosting chances for Exelon's takeover bid to go through.

Both Exelon and NRG Energy have nominated a slate of directors for shareholders to vote on at NRG's annual meeting on July 21. The outcome of that vote could ultimately determine if a sale goes through. If the outcome doesn't swing in Exelon's favor, the company said it will walk away.

On Wednesday NRG left the door open for the possible sale of the company, but flat out rejected Exelon's sweetened all-stock bid worth $8 billion, saying it was too low.

As if to stress the point, NRG also raised its annual outlook.

Last week Exelon, the nation's largest nuclear power company, sweetened its offer by about $1 billion because of newly identified cost savings and NRG's recent $287.5 million deal for Reliant Energy's Texas retail business.

In a letter to Exelon CEO John Rowe, Princeton-based NRG said it found the new bid was not in its shareholders' best interest but said it represented a "step in the right direction."

NRG said it is still open to any proposal that properly accounts for its "fundamental value and extraordinary growth prospects."

If NRG does manage to work out a deal with Chicago-based Exelon, the new company would be the largest U.S. power generator, providing energy to about 45 million homes. A potential acquisition would also give Exelon gas generation and coal plants — assets that would be valuable even under pending emissions caps — and expand its presence in Texas, California and the Northeast.

Exelon raised its bid to 0.545 of a share for each NRG share, up from 0.485 of a share.

Shares of Exelon fell 4 cents to $48.40 on Friday. NRG shares dropped 56 cents, or 2.3 percent, to $23.40.

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