NEW YORK, October 1, 2022 /PRNewswire/ — Consolidated Edison, Inc. (“Con Edison”) (NYSE: ED) announced today that it has entered into a purchase and sale agreement under which Con Edison has agreed to sell its interest in its wholly owned subsidiary, Con Edison Clean Energy Businesses, Inc. and its subsidiaries (the “Clean Energy Businesses”) to RWE Renewables Americas, LLC, a subsidiary of RWE Aktiengesellschaft (“RWE”). The transaction is rated with $60.8 billion, subject to certain customary adjustments.

The transaction is subject to customary closing conditions, including but not limited to the expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and approvals by the Committee on Foreign Investment at The United States and the Federal Energy Regulatory Commission. The transaction is not subject to any financing condition. The transaction is expected to close in the first half of 2023, subject, among other things, to the satisfaction of the above conditions.

In light of the pending transaction, Con Edison intends to forgo its previously announced plan to issue up to $850 million in common stock in 2022 and is withdrawing its equity guidance for 2023 and 2024.

“The transaction we announced today will allow Con Edison to focus strongly on our core utilities business and the investments required to run it New York’s ambitious clean energy transition,” said Timothy P Cawley, Chairman and Chief Executive Officer of Con Edison. “RWE, on the other hand, is well positioned to accelerate the expansion of renewable energies across the board The United States.”

RWE is a global industry leader in renewable power generation with locations in the US, Europe and the Asia Pacific Region.

With a strong commitment to leading the clean energy transition new YorkCon Edison continues to make significant investments in clean energy transmission projects, building electrification, energy efficiency, electric vehicle infrastructure, battery storage and other technologies.

“We will continue to advocate for federal approval of on-grid renewable power generation for the benefit of our customers and all New Yorkers. We remain confident new Yorkand in our ability to meet the demands of the clean energy future while maintaining a safe, cost-effective system that provides best-in-class reliability for our customers,” added Cawley.

Con Edison was represented by Barclays as financial advisor and Latham & Watkins, LLP as legal advisor.

This press release contains forward-looking statements intended to comply with the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements of future expectations and are not facts. Words such as “forecast,” “expects,” “estimates,” “anticipates,” “intends,” “believes,” “plans,” “will,” “goal,” “guidance” and similar expressions identify forward-looking statements. The forward-looking statements reflect the information and assumptions available at the time of the statement and accordingly apply only as of this point in time. Actual results or developments could differ materially from those contained in the forward-looking statements as a result of various factors, as identified in reports filed by Con Edison with the Securities and Exchange Commission, including the fact that the proposed transaction may not proceed comes about on the terms, schedule or at all that its affiliates are fully regulated and subject to penalties; Its utility tariff plans may not provide a reasonable rate of return; it may be affected by changes in the tariff plans of the utility’s subsidiaries; the failure of, or damage to, the facilities of its subsidiaries could adversely affect it; a cyber attack could affect them; the failure of processes and systems and the performance of employees and contractors could adversely affect it; it is exposed to risks from the environmental impacts of its subsidiaries’ operations, including increased costs related to climate change; a disruption in the wholesale energy markets or failure of an energy supplier or customer could adversely affect it; it has significant unfunded pension and other post-employment obligations; its ability to pay dividends or interest depends on dividends from its subsidiaries; it requires access to capital markets to meet financing needs; Changes in tax laws could adversely affect it; its strategies may not be effective in addressing changes in the external business environment; it faces risks related to public health epidemics and other outbreaks, including the COVID-19 pandemic; and it is also exposed to other risks beyond its control. Con Edison undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Consolidated Edison, Inc. is one of the nation’s largest investor-owned electric utilities. The Company offers a wide range of energy-related products and services to its customers through the following subsidiaries: Consolidated Edison Company of new YorkInc., a regulated utility company providing electric, gas and steam services in NYC and Westchester County, New York; Orange and Rockland Utilities, Inc., a regulated utility serving customers in a 1,300 square mile southeastern area The State of New York and north New Jersey; Con Edison Clean Energy Businesses, Inc., which through its subsidiaries develops, owns and operates renewable and sustainable energy infrastructure projects and provides energy-related products and services to wholesale and retail customers; and Con Edison Transmission, Inc. invests in power transmission assets through its subsidiary, Consolidated Edison Transmission, LLC, and holds investments in gas pipeline and storage assets through its subsidiary, Con Edison Gas Pipeline and Storage, LLC.

SOURCE Consolidated Edison, Inc.


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