Constellation to Acquire Calpine in $26.6 Billion Deal, Forming Largest U.S. Clean Energy Provider

The deal is projected to boost adjusted EPS by 20% in 2026, with $2 billion in annual free cash flow.

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Jan 13, 2025
Summary
  • Energy and environmental goods from the merged firm will be available to 2.5 million consumers.
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Constellation Energy Corporation (CEG, Financials) said Friday that it will purchase Calpine Corporation (CPN, Financials) for $26.6 billion in cash and shares, becoming the largest US renewable energy provider. The agreement combines Calpine's low-carbon natural gas and geothermal with Constellation's emissions-free nuclear.

Constellation Energy Corporation will buy Calpine Corporation for $4.5 billion in cash, 50 million Constellation shares, and $12.7 billion in net debt. According to a business statement, the $26.6 billion net acquisition price represents an enterprise value multiple of 7.9x 2026 anticipated EBITDA.

The purchase adds roughly 60 gigawatts of clean, low-carbon power capacity from coast to coast, including nuclear, natural gas, geothermal, hydropower, solar, wind, and battery storage. This includes California's Geysers geothermal complex, the biggest in the US. The new company will provide personalized energy solutions to 2.5 million residential and business clients as the nation's biggest retail power provider.

Constellation CEO Joe Dominguez said the combination would speed sustainable energy, advanced nuclear, and carbon sequestration efforts.

Calpine CEO Andrew Novotny said the agreement would increase clean energy access and battery storage and renewable energy innovation. Calpine's shareholders, notably Energy Capital Partners, will retain a stake in the amalgamated firm, indicating growth potential.

Constellation anticipates a 20% increase in adjusted EPS in 2026 and at least $2 per share in following years from the purchase. FCF is expected to rise by nearly $2 billion yearly. Constellation pledged to preserve investment-grade credit ratings.

The purchase is scheduled to finalize within 12 months after regulatory clearances, including from the Federal Energy Regulatory Commission. Constellation will continue in Baltimore after the merger, with Calpine remaining in Houston.

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