ATLANTA and HOUSTON, Aug. 4
/PRNewswire-FirstCall/ -- Mirant Corporation (NYSE: MIR) and RRI
Energy, Inc. (NYSE: RRI) announced today that the Federal Energy
Regulatory Commission (FERC) approved their merger on August 2, 2010.
The FERC approval marks a significant milestone in the merger
consummation process. In July, Mirant and RRI Energy received
the necessary clearance from the New York
State Public Service Commission. In addition to
acceptable debt financing, the merger now requires completion of
review by the U.S. Department of Justice under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 and approval
from both Mirant and RRI Energy stockholders. The companies
expect to close the merger by the end of the year.
About Mirant Corporation
Mirant is a competitive energy company that produces and sells
electricity in the United States.
Mirant owns or leases more than 10,000 megawatts of electric
generating capacity. The company operates an asset management and
energy marketing organization from its headquarters in Atlanta. For more information, please visit
http://www.mirant.com.
About RRI Energy, Inc.
RRI Energy, based in Houston,
provides electricity to wholesale customers in the United States. The company is one of the
largest independent power producers in the nation with more than
14,000 megawatts of power generation capacity across the United States. These strategically located
generating assets use natural gas, fuel oil and coal. RRI routinely
posts all important information on its Web site at
http://www.rrienergy.com.
Forward Looking Statements
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements are typically identified by words
or phrases such as "will," "anticipate," "estimate," "expect,"
"project," "intend," "plan," "believe," "target," "forecast," and
other words and terms of similar meaning. These forward-looking
statements involve a number of risks and uncertainties. RRI Energy
and Mirant caution readers that any forward-looking statement is
not a guarantee of future performance and that actual results could
differ materially from those contained in the forward-looking
statement. Such forward-looking statements include, but are not
limited to, statements about RRI Energy's and Mirant's plans,
objectives, expectations and intentions, the expected timing of
completion of the transaction, and other statements that are not
historical facts. Important factors that could cause actual results
to differ materially from those indicated by such forward-looking
statements are set forth in RRI Energy's and Mirant's filings with
the Securities and Exchange Commission (SEC). These include risks
and uncertainties relating to: the ability to obtain the requisite
RRI Energy and Mirant shareholder approvals; the ability to obtain
the requisite financing; the risk that Mirant or RRI Energy may be
unable to obtain governmental and regulatory approvals required for
the merger, or required governmental and regulatory approvals may
delay the merger or result in the imposition of conditions that
could cause the parties to abandon the merger; the risk that a
condition to closing of the merger may not be satisfied; the
ability to resolve any litigation related to the merger; the timing
to consummate the proposed merger; general worldwide economic
conditions and related uncertainties; and the effect of changes in
governmental regulations; and other factors discussed or referred
to in the "Risk Factors" section of each of RRI Energy's and
Mirant's most recent Annual Report on Form 10-K and Quarterly
Report on Form 10-Q filed with the SEC. Each forward-looking
statement speaks only as of the date of the particular statement
and neither RRI Energy nor Mirant undertakes any obligation to
publicly update any forward-looking statement, whether as a result
of new information, future events or otherwise.
Additional Information and Where To Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. In connection with the
proposed merger between RRI Energy and Mirant, on May 28,
2010, RRI Energy filed with the SEC a registration statement on
Form S-4 that includes a preliminary joint proxy statement of RRI
Energy and Mirant and that also constitutes a preliminary
prospectus of RRI Energy. On July 6, 2010, RRI Energy
amended these materials. These materials are not yet final and will
be further amended. RRI Energy and Mirant will distribute the final
joint proxy statement/prospectus to their respective shareholders.
RRI Energy and Mirant urge investors and shareholders to read the
registration statement, and any other relevant documents filed with
the SEC, including the preliminary joint proxy statement/prospectus
that is a part of the registration statement, and the definitive
joint proxy statement/prospectus, when available, because they
contain or will contain important information. You may obtain
copies of all documents filed with the SEC regarding this
transaction, free of charge, at the SEC's website (www.sec.gov).
You may also obtain these documents, free of charge, from RRI
Energy's website (www.rrienergy.com) under the tab "Investor
Relations" and then under the heading "Company Filings," and from
Mirant's website (www.mirant.com) under the tab "Investor
Relations" and then under the heading "SEC Filings."
Participants in the Merger Solicitation
RRI Energy, Mirant and their respective directors, executive
officers and certain other members of management and employees may
be soliciting proxies from RRI Energy's and Mirant's shareholders
in favor of the merger and related matters. Information regarding
the persons who may, under the rules of the SEC, be deemed
participants in the solicitation of RRI Energy's and Mirant's
shareholders in connection with the proposed merger is contained in
the preliminary joint proxy statement/prospectus and will be
contained in the definitive joint proxy statement/prospectus when
it becomes available. You can find information about RRI Energy's
executive officers and directors in its definitive proxy statement
filed with the SEC on April 1, 2010. You can find information
about Mirant's executive officers and directors in its definitive
proxy statement filed with the SEC on March 26, 2010 and
supplemented on April 28, 2010.
Additional information about RRI Energy's and Mirant's executive
officers and directors can be found in the above-referenced
Registration Statement on Form S-4. You can obtain free copies of
these documents from RRI Energy and Mirant as described above.
SOURCE Mirant Corporation
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