ML103090261
| ML103090261 | |
| Person / Time | |
|---|---|
| Site: | Calvert Cliffs, Nine Mile Point, Ginna, Cook  |
| Issue date: | 10/25/2010 |
| From: | Montgomery B Constellation Energy Nuclear Group, EDF Group |
| To: | Office of Nuclear Material Safety and Safeguards, Office of Nuclear Reactor Regulation |
| References | |
| TAC ME0443, TAC ME0444, TAC ME0445, TAC ME0446, TAC ME0447 | |
| Download: ML103090261 (21) | |
Text
Constellation Energy Nuclear Group,'LLC 100 Constellation Way Suite 200C Baltimore, MD 21202 CEN G
,a joint'~enture of, 0Conuftellilatis 46-October 25, 2010 U.S. Nuclear Regulatory Commission Washington, DC 20555-0001 ATTENTION: Director, Office of Nuclear Reactor Regulation Director, Office of New Reactor Licensing
SUBJECT:
Calvert Cliffs Nuclear Power Plant Unit Nos. 1 & 2; Docket Nos. 50-317 & 50-318 Calvert Cliffs Nuclear Power Plant Unit No. 3; Docket No.52-016 Calvert Cliffs Independent Spent Fuel Storage Installation Docket No. 72-8 Nine Mile Point Nuclear Station Unit Nos. 1 & 2; Docket Nos. 50-220 & 50-410 R. E. Ginna Nuclea r Power Plant Docket No. 50-244 Submittal of Securities and Exchange Commission Schedules
REFERENCES:
(a) Letter from E. J. Leeds and M. F. Webster (NRC) to H. B. Barron (CENG),
dated October 30, 2009, Order Superseding October 9, 2009 Order Approving the Transfer of Renewed Facility Operating License Nos.
DPR-53 and DPR-69 for the Calvert Cliffs Nuclear Power Plant, Unit Nos. 1 and 2, and Materials License No. SNM-2505 for the Calvert Cliffs Independent Spent Fuel Storage Installation, and Conforming Amendments (TAC Nos. ME0443 and ME0444)
(b) Letter from E. J. Leeds and M. F. Webster (NRC) to H. B. Barron (CENG),
dated October 30, 2009, Order Superseding October 9, 2009 Order.
Approving the Transfer of Renewed Facility Operating License No. PR- 18 for the R.E. Ginna Nuclear Power Plant (TAC No. ME0445)
(c) Letter from E. J. Leeds and M. F. Webster (NRC) to H. B. Barron (CENG),
dated October 30, 2009, Order Superseding October 9, 2009 Order Approving the Transfer of Renewed Facility Operating License Nos.
DPR-63 and NPF-69 for the Nine Mile Point Nuclear Station, Unit Nos. I and 2 (TAC Nos. ME0446 and ME0447) tJ
Director, Office of Nuclear Reactor Regulation Director, Office of New Reactor Licensing October 25, 2010 Page 2 Attachments (1) and (2) are copies of Schedule 13D filings submitted to the Securities and Exchange Commission by EDF Inc.
Attachment (1) does not affect the Constellation Energy Nuclear Group, LLC operating plants and is being submitted for information only, as discussed with the NRC Project Manager. Attachment (2) is being submitted in compliance with Condition III.B(2)(e) in Reference (a) and Condition III.B.(1)(e) in References (b) and (c).
If there are any questions regarding this submittal, please contact me at 410-470-3777 or Bruce.Montgomery@cengllc.com.
Sincerely, ruc .Mo ery Ma ger, Nuclear Safety and Security BSM/EMT/bjd
Attachment:
(1) SEC Schedule 13D dated October 13, 2010 (2) SEC Schedule 13D dated October 18, 2010 cc: Document Control Desk D. V. Pickett, NRC R. V. Guzman, NRC J. Colaccino, NRC S. Arora, NRC W. M. Dean, NRC Resident Inspector, NRC (Calvert Cliffs)
Resident Inspector, NRC (Ginna)
Resident Inspector, NRC (Nine Mile Point)
ATTACHMENT (1)
SEC SCHEDULE 13D DATED OCTOBER 13, 2010 Constellation Energy Nuclear Group, LLC October 25, 2010
Unassociated Document Page I of 6 SC 13D/Ai edf-13d 1006.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)
Constellation Energy Group, Inc.
(Namn of/Issuer)
Common Stock, No Par Value (Title of Class c/*Securities) 210371100 (CUSIP Number)
Jean-Pierre Benqud EDF Inc. (formerly knowni:g EDF:Development Inc).
.5404'Wisconsin Avenue, Suite 400 Chevy Chase, MD208 15.
(240", 744-8000 (Name,. Address and Telephone Number of PersonAuthorized to Receive Notices and Communications)
October 13, 2010 (Date of Event which Requires Filing of this Statement) lIfthe filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of sections 240.13d- I (e), 240.13d- 1(t) or 240.13d- I(g), check the following box. [ ]
Note:Schedules filed in paper format shall include a signed original and five copiesof the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies ate to be~sent.
- The remainder of this cover page shall be filledout fora reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequentamendinent containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section of the Exchange Actbut shall be subject to all other provisions of the Exchange Act (however, see the Notes).
http://www.sec.gov/Archives/edgar/data/1004440/000090342310000570/edf- 13d_1 006.htm 10/18/2010
Unassociated Document Page 2 of 6 I. INames of Reporting Persons.
Electricit6 de France S.A.
- 2. Check the Appropriate Box, if aMember of a Group (see.instructions) (a) 0 (b) 0
- 3. SEC USE ONLY
- 4. Source of Funds (see instruciions) 00 '
- 5. Check if Disclosure ofLegal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 0
- 6. Citizenship or Place of Organization France
- 7. Sole Voting Power Number o .. .
hbares 8. Shared Voting Power Benefici 16,964,095 Owned by 9. Sole Dispositive Power Each 0 Reporting, 10. Shared Dispositive Power Person 16,964,095
- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 shares of Common Stock Check if the Aggregate Amount in Row (I1) Excludes Certain Shares (see
- 12. instructions) 0
- 13. Percent of Class Represented by Amount in Row (11) 8.40%
- 14. Type of Reporting Person (see instructionis)
Co.
- 1. Names of Reporting Persons E.D.F. International S.A.
- 2. Check the Appropriate Box if a.Member of a Group (see instructions)
(a) 0 (b) 0 3.- SECUSEQNLY Source of Funds (see instructions)
- 4. WC
- 5. Check-if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 0 Citizenship or Place of Organization
- 6. France Number of 7. Sole Voting Power Shares 0 Beneficially 8. Shared Voting Power Owned by 16,964,095 Each 9. Sole Dispositive Power Reporting 0 Person 10. j Shared Dispositive Power with _ 16,964,095 http://www.sec.gov/Archives/edgar/data/I004440/000090342310000570/edf- I3dI 006.htn 10/18/20410 0 1
Unassociated Document Page 3 of 6 1:1. Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 sharesof.Common Stock
- 12. Check if the Aggregate Amount in Row.(l 1) Excludes Certain Shares (see instructions) 0,[
Percent of Class Represented by Amount in Row (11) 8.40%
Type of Reporting Person (see instructions)
- 14. CO http-//wwwv.sec.goýv/Archives/edgar/data/i1004440/000090342310000570/edf- 13d_1006.htm 10/18/2010
Unassociated DocumefitP Page 4 of 6
- 1. Names of Reporting. Persons EDF Inc. (formerly, known as EDF Development Inc.)
- 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) flC (b) C
- 3. SEC USE ONLY
- 4. Source of Funds (see instructions)
- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to*ltems 2(d) or 2(e) 0
- 6. Citizenship or Place of Organization Delaware Number of 7. f Sole Voting Power 0
Shares _
Beneficially 8. Shared Voting Power Owned by - 16,964j095 Each 9. T Sole Dispositive Power Reporting _ 0 Person 10. Shared Dispositive Power with 16,964,095
- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 16;964,095sshares of Common Stock Check if the Aggregate Amount in Row (1 l). ExcludesCertain Shares (see
- 12. instructions) 0 Percent of Class Represented by Amount in Row (11)
- 13. 8.40%
Type of Reporting Person (see instructions)
- 14. CO http://www.sec~gov/Archives/edgar/data/1004440/O000090342310 000570/edf- 13d_1006.htm ,10/18/2010
Unassociated Document ,Page 5 of'.6 Item 1. Security and issuer.
The class of equity securities to.which this Amendment No, 6 to Schedule 13D relates is the common stock, without par value (the "Common Stock'.'),.of Constellation, Energy Group, Inc., a Maryland corporation (the "Issuer" or "Constellation"); The address of the principal executive offic es of the Issuer is 750 E. Pratt Street, Baltimore, Maryland 21202.
The information set forth in response.to each separate Item below shall~be deemed to bearesponse to all Items where such information is relevant. The Schedule 13D is hereby amended as follows:
Item 2; Identity and Background.
Paragraph (a) of Item 2 is hereby amended and restated in its entirety as follows:
(a) This Schedule 13D is being filed by the following persons (each a "Reporting Person" and collectively, the "Reporting Persons"): (i) Electricit6 de France S.A. ("EDF"); (ii) E.D.F, International S.A. ("EDFI"); and (iii) EDF Inc. (formerly known as EDF Development Inc.) ("EDFD'). The agreement among the Reporting Persons relating-to the joint filing of this Schedule 13Dis attached as Exhibit 99.9 hereto.
Item 4. Purpose of Transaction.
Today, EDF sent the letter attached as Exhibit 99.8 to Mr. Michael J. Wallace, Vice-Chairman and Chief Operating.
Officer of Constellation..
Item 7. Material to be Filed as Exhibits.
Exhibit Number Description 99.8 Letter from EDF to.Mr. Michael J. Wallace, Vice-Chairman and Chief Operating Officer of Constellation, dated October 13,,2010 99.9 Joint Filing Agreement, dated as of November 10, 2009, by and among Electricitd de France S.A., E.D.F.
International S.A., and EDF Development Inc.
http://wwvw.sec.gov/Archives/edgar/data/ 1004440/000090342310000570/edf- 1 3d_1 006.htm 10/18/2010
Unassociated Document Page 6 of 6 SIGNATURE After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth herein is truc, complete and correct.
Dated: October 13, 2010 tLECTRICITE DE FRANCE S.A.
is/ Alain Tchemonog Name: Alain Tchernonog
Title:
GENERAL SECRETARY E.D.F. INTERNATIONAL S.A.
/s/ Guillaume de Forceville Name: Guillaume de Forceville
Title:
DEPUTY GENERAL MANAGER EDF INC.
/s/ Jean-Pierre Benqud Name: Jean-Pierre Benqu6
Title:
PRESIDENT http-//w*w.sec.gov/Archives/edgar/data/1004440/00OO9034231lOOOO570/edf-1 3d_1 006.htm 10/18/2010
UnassoCiated Docunment Page I of 2 EX-99.8 2 edfl3dex998. 006.htm ExhiLbi~t 9_9.8 October 13, 2010 Mr. Michael J. Wallace Vice-Chairman & COO Constellation Energy Ill Market Place, 2nd Floor Baltimore, MD 21202 USA
Dear Mike,
Over the last three years, EDF and Constellation Energy Group ("Constellation") have devoted significant effort and resources to the Calvert Cliffs 3 project ("CC3"). We are thus naturally quite. concerned by the serious threat to this important.project that flows from Constellation's recent decision to withdraw from the federal loan guarantee process with the Dcpartment of Energy ("DOE") for CC3.
CC3 is an important project. As you know, CC3 would be one of the largesteconomic and industrial development prospects in Maryland's history,:creatinrg more than 4,000 jobs and generating 1,600 megawatts of non-greenhouse gas-emitting electricity, which is the equivalent of powering. 1-.3millionrhomes, 24/7/365.
We are writing to you because, given what is at stake, we feel an obligation to explore every reasonable avenue to keep the prospects for this project alive.
Of course, market conditions today are very challenging. The road ahead is a long one, with many hurdles yet to be crossed.
In this context, it is very important that EDF is the largest nuclear operator in the world. With 40 years of experience in nuclear energy development and production, EDF owns or co-owns a fleet of 82 nuclear reactors. Currently, EDF is constructing three new generation EPR reactors, including Flamanville 3 in France, and Taishan I and 2 in China. With each successive EPR project, we are improving efficiency and reducing construction time and costs. As you also know, our new nuclear joint venture, UniStar Nuclear Energy ("UniStar"), is already benefiting from the experience gained through these international projects and we have been incorporatingthose lessons learned in the planning process for CC3.
We are ready to commit further resources. and, efforts to pursue 'the development of CC3, with a view to making a final investment decision, if the right conditions can come together.
As a threshold matter, however, in order to conserve the possibility of moving forward with CC3, our partnership with you clearly has to be modified. This requires a restructuring of our relations within UniStar as well as, for the reasons set forth below, a, removal of the threat of substantial disruption of the project that would result from Constellation's exercise of the option that it received from EDF in 2008 io put existing fossil fuel facilities to EDF forup to an aggregate of $2 billion.
With regard to the restructuring of UniStar, we propose two options:
- i. We are reiterating the proposal EDF made to Constellation in mid-September to completely "derisk" Constellation on the development of CC3 and for EDF to shoulder 100% of the risk and burden until construction begins. Constellation has never engaged or even commented on this proposal, presented in the form of a detailed term sheet. Nevertheless EDF confirms that this proposal is still on the table; or ii. EDF is prepared immediately to purchase all of Constellation's 50% interest in UniStar at fair market value. EDF would then move forward with the development phase of the project entirely on its own, with a view to bringing in a new U.S. partner at the appropriate time.
A second threshold issue is resolution of the put option. EDF simply cannot go the extra mile and pick up the burden on CC3 without this being dealt with promptly. Litigation that would inevitably result from Constellation attempt to exercise the put http://www.sec.gov/Archives/edgar/data/l 004440/000090342310000570/edfl 3dex998_10... 10/1 4/2010
Unassociated Document Page 2 of 2.
would cause, at a minimum, serious and highly disruptive delay for CC3.
EDF takes seriously and stands fully behind its contractual obligations. But, by its terms, the put is not exercisable under present circumstances and it Was never intended to be so.exercisable, as Constellation has itself stated in numerous regulatory filings. If Constellation were nonetheless so:imprudent and destructive as to attempt to exercise the put, EDP would vigorously and confidently resist its enforcement and we would look forward to presenting our case in full. EDF would have no other choice.
We are grateful for the vast number of elected officials and community leaders who have been actively advocating for CC3. We know how important the 4,000 new jobs that couldcome from CC3 would be to Maryland and we believe in the benefits that new nuclear would bring to the United States. As Constellation considers the options moving forward, we hope that it will doso mindful of the profound impact that its actions will have on the promise of CC3 and all of the hopes that EDF and the citizens of Maryland have for this important project.
Sincerely,
/s!_Thomas Piguemal Thomas Piquemal Group Executive Vice President - Finance http://www.sec.goy/Archives/edgar/data*004440/0000903423 10000570/edfl 3dex998-10... 10/14/2010
Unassociated Document Page I of I EX-99.9 3 edfl 3dex999 1006.htm Exhibit 99.9 Joint Filing Agreement In accordance with Rule 13d-l(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, without par value, of Constellation Energy Group, Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned hereby execute this Agreement.
Dated: November 10, 2009 ELECTRICITt DE FRANCE S.A.
... s*! Dan i._el_Cam)us ...... ............
Name: Daniel Camus
Title:
CHIEF FINANCIAL OFFICER E.D.F. INTERNATIONAL S.A.
Is/ Anne Le Lorier Name: Anne Le Lorier
Title:
DIRECTEUR GENERAL ADJOINT CORPORATE FINANCE - TRESORERIE EXECUTIVE DIRECTOR EDF DEVELOPMENT INC.
/Jen-pie B enI u*
Name: JeanPierre Benqud
Title:
PRESIDENT http://www.sec.gov/Archives/edgar/data/1 004440/00009034231 0000570/edfl 3dex999_1 0... 10/18/2010
ATTACHMENT (2)
SEC SCHEDULE 13D DATED OCTOBER 18, 2010 Constellation Energy Nuclear Group, LLC October 25, 2010
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the.Securities Exchange. Act of 1934 (Amendment No. 7)
Constellation Energy Group, Inc.
(Natne of Issuer)
Common Stock. No Par Value (Title of Class of Securities 210371100 (C(LSIP Number)
Jean-Pierre Benqu6 EDF Inc. (formerly known as EDF Development Inc.)
5404 Wisconsin Avenue, Suite 400 Chevy Chase, MD 20815 (240) 744-8000 (Name, Address and Telephone Number of PersonAu horized to Receive Notices and'Communications)
October 18, 2010 (IDate of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule. I3G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of sections 240.13d-1 (e), 240.13d-I(f) or 240.13d- I(g), check the following box. []
Note: Schedules filed in' paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom. copies are to be sent.
- The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosuresprovided in a prior-cover page.
The information required on the remainder of this coverpage shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Exvhange Act.'), or otherwise subject to the liabilities of that section ofthe Exchange Act but shall be subject to all other provisions-of the Exchange Act (however,. see~the Notes).
- 1. Names of Reporting Persons.
becctricitd de France S.A.
- 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) El (b) El
- 3. SEC USE ONLY
- 4. Source of Funds (see instructions) 00
- 5. :Checkif Disclosure of Legal.Proceedings Is Required Pursuant to Items 2(d) or 2(e) El
- 6. Citizenship or Place of Organization France
- 7. Sole Voting Power Numberof 8. Shared Voting Power Shares Beneficially e a16,964,095 Owned by 9. Sole Dispositive Power Each 0 Reporting Person withs 10. Shared Dispositive Power 16,964,095
- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 shares of Common Stock
- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) El
- 13. Percent of Class Represented by Amount in Row (I1) 8.40%
- 14. Type of Reporting Person (see instructions)
CO
!I Names of Reporting Persons E.D.F. InternationalS&A.
Check the Appropriate Box if a Member of a Group (see instructions) (a) []
(b) 0 3; SEC USE ONLY Source of Funds (see instructions)
- 4. WC
- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to'Items 2(d) or 2(e) El Citizenship or Place of Organ ization
- 6. France umber of' SoleVoting Power Shares _ _ 0 Beneficially 8. Shared Voting.P6wer Owned by i 16,964,095 Each 9. Sole Dispositive Power Reporting 0 Person 10. Shared Dispositive Power with _ 16,964,095
- 11. Aggregate. Amount Beneficially Owned by Each Reporting Person S16,964,095 shares of Common Stock
- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) El Percent of Class Represented by Amount in Row (I J) 8.40%
Type of Reporting Person (see instructions)
- 14. CO
- 1. Names of Reporting Persons EDF Inc. (formerly known as EDF Development Inc.)
- 2. Check the Appropriate Box ifa Member of a Group (see instructions) (a) 0 (b)0
- 3. SEC USE ONLY
- 4. Source of Funds (see instructions)
- 5. Checklif Disclosure of Legal Proceedings is Required Pursuant to Items 2(d).or 2(e) 0
- 6. Citizenship or.Place of Organization Delaware Number of 7. Sole Voting Power Shares 0 Beneficially 8. Shared Voting Power Owned by .....16,964,095 Each 9. Sole Dispositive Power Reporting 0 Person 10. Shared Dispositive Power wvithI 161964,095
- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 shares of Common Stock
- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) 0 Percent of Class Represented by Amount in Row (11)
- 13. 8.40%
Type of Reporting Person (see instructions)
- 14. CO
Item 1. Securityand Issuer.
The class of equity securities to which this Amendment No. 7 to Schedule 13D relates is the common stock, without par value (the "Common Stock"), of Constellation Energy Group, Inc., a Maryland corporation (the -Issuer" or "Constellation"). The address, of the principal executive offices of the Issuer is 750 E. Pratt Street, Baltimore, Maryland 21202.
The information set forth in response to each separate Item below shall be deemed to be a response to all Items where such information is relevant. The Schedule 13D is hereby amended as follows:
item 2. Identity and Background.
Paragraph (a) of Itemn2 is hereby amended and restated in its entirety as follows:
(a) This' Schedule 13D is being filed by the. following personsý(each a "Reporting Person" and collectively, the "Reporting Persons"): (i)
Electricit6 de France S.Ak("EDF"); (ii) E.D.F. International S.A. ("EDFI"); and (iii) EDF Inc. (formerly known as EDF Development Inc.)
("EDFD"). Theiagreementamong theReporting Persons relating to the joint'filing ofthis Schedule 13D is attached as Exhibit 99.9 hereto.
Item 4. Purpose of Transaction.
On October 18, 2010,: Daniel Camus resigned as EDFI's designated director on the board of directors of Constellation, effective as of October 21, 2010. Under Section 3.2(a) of the Amended and Restated Investor Agreement, dated December 17, 2008 by and between EDFI and Constellation, EDFI. is entitled to nominate one director to the board of directors of Constellation and, in case of vacancy, the board of directors is required to elect any individual so nominated to the board of directors. On October18, 2010, EDFI nominated Samuel Minzberg, a partner in the Montreal law firm of Davies Ward Phillips & Vineberg LLP, to fill the vacancy created by Mr. Camus' resignation. Mr.
Minzbergis thus expected tobe elected to the board of directors of Constellation at the regular board meeting scheduled'for October 22, 2010.
Item 7. Material to.be Filedas Exhibits.
Exhibit Number D.e.scription 99.9 Joint Filing Agreement, dated as of November 10, 2009, by and among Electricit6 de France S.A., E.D.F. International S.A., and EDP Development Inc.
99.10 EDFI Nomination Letter, dated as ofOctober 18, 2010
SIGNATURE After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth herein is true, complete and correct.
Dated: October 18, 2010 I.LECFRICITE DE FRANCE S.A.
/s/ Alain Tchemonog Name: Alain Tchernonog
Title:
GENERAL SECRETARY E.D.F. INTERNATIONAL S.A.
/s/ Guillaume de Forceville Name: Guillaume de Forceville
Title:
DEPUTY GENERAL MANAGER EDF INC.
is/Jean-Pierre Benqu6 Name: Jean-Pierre Benqu6
Title:
PRESIDENT
Exhibit 99.9 eJoint Filing.Agreement.
In accordance with Rule 13d-i(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on .behalf of 'each of them ofa:statement on Schedule 13D (including amendmentsthereto wIth respectito thecommon stock, without par value, of Constellatioft-Energy Group, Inc., and. further'agree'that this Joint:Filing Agreement be included-As an Exhibit to such joint filing. In evidence thereof, thelundersigned hereby execute this Agreement.
Dated: November 10, 2009 ELECTRICITIE DE FRANCE S.A.
/s/ Daniel Camus Name: Daniel Camus
Title:
CHIEF FINANCIAL OFFICER E.D.F. INTERNATIONAL S.A.
.. /.An.l~e Lorier Name: Anne Le Lorier
Title:
- DIRECTEUR GMNERAL ADJOINT CORPORATE FINANCE - TRESORERIE EXECUTIVE DIRECTOR EDF DEVELOPMENT INC.
Is/ Je n-Pi e Ijqpu.
,,eZ Name: Jean-Pierre BenquE
Title:
PRESIDENT
ii ai Exhibit 99.10 A) INT ZN AT10 N-%L S. A.
ii;D October 18, 20 10
'Me Board of Directors of Constellation Energy Group, Inc.
c/o Mayo A. Shattuck III Chairman and Chief Executive Officer 100 Constellation Way Baltimore, MD 21202 Ladies and Gentlemen:
Reference is hereby made to the Amended and Restated Investor Agreement, dated December 17, 2008 by and between Electricitd de France International, S.A. (" EDE_!") and Constellation Energy Group, Inc. (" CEG ", or the - Co n.y.") (the " Investor Ageiement.L"). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Investor Agreement.
Pursuant.to Section 3.2(a) of the Investor Agreement, EDFI hereby nlominates Samuel Minzberg as Substitute Nominee to fill the vacancy created by the resignation of Daniel Camus from CEG's Board of Directors.
We note that, in accordance with Section 3.2(a) of the Investor Agreement, the Board of Directors is required to appoint Mr.
Samuel Minzberg as the EDFI Nominee at CEG's board meeting of October 22, 2010.
Please acknowledge receipt and confirmation of above by return mail.
Sincerely, Electricit6 de France International, S.A.
By: /s/ Guillaume de Forceville Name: Guillaume deForceville
Title:
Deputy General Manager Cc: Charles Berardesco General Counsel, Constellation Energy Group, Inc.
George P. Stamas, Esq. and Mark .D. Director, Esq.
Kirkland & Ellis LLP S~ :~ ti; p'
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