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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
June 27, 2006
Date of Report (Date of earliest event reported)
         
 
  Exact Name of Registrant as Specified in Its Charter; State of    
Commission File
  Incorporation; Address of Principal Executive Offices; and   IRS Employer
Number
  Telephone Number   Identification Number
 
       
1-16169
  EXELON CORPORATION
(a Pennsylvania corporation)
10 South Dearborn Street — 37th Floor
P.O. Box 805379
Chicago, Illinois 60680-5379
(312) 394-7398
  23-2990190
 
       
1-1839
  COMMONWEALTH EDISON COMPANY
(an Illinois corporation)
440 South LaSalle Street
Chicago, Illinois 60605-1028
(312) 394-4321
  36-0938600
 
       
000-16844
  PECO ENERGY COMPANY
(a Pennsylvania corporation)
P.O. Box 8699
2301 Market Street
Philadelphia, Pennsylvania 19101-8699
(215) 841-4000
  23-0970240
 
       
333-85496
  EXELON GENERATION COMPANY, LLC
(a Pennsylvania limited liability company)
300 Exelon Way
Kennett Square, Pennsylvania 19348
(610) 765-6900
  23-3064219
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Section 7 — Regulation FD
Item 7.01. Regulation FD Disclosure
On June 27, 2006, Exelon Corporation (Exelon) will participate in investor meetings at the Bank of America 2006 Utilities Mini-Conference in Chicago. Except for the revised slides attached as Exhibit 99 to this Current Report on Form 8-K, the materials that will be used in the meetings are the same as those previously filed with the Securities and Exchange Commission (SEC) in a Current Report on Form 8-K filed on May 23, 2006. During these meetings, Exelon will reaffirm its guidance for 2006 adjusted (non-GAAP) operating earnings per share of $3.00-$3.30. For additional information about the guidance and a reconciliation of adjusted (non-GAAP) operating earnings to GAAP earnings refer to the appendix to the slides included in the May 23, 2006 Form 8-K.
* * * * *
This combined Form 8-K is being furnished separately by Exelon, Commonwealth Edison Company (ComEd), PECO Energy Company (PECO) and Exelon Generation Company, LLC (Generation) (Registrants). Information contained herein relating to any individual registrant has been furnished by such registrant on its own behalf. No registrant makes any representation as to information relating to any other registrant.
Except for the historical information contained herein, certain of the matters discussed in this Report are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that are subject to risks and uncertainties. The factors that could cause actual results to differ materially from the forward-looking statements made by a registrant include those factors discussed herein, as well as the items discussed in (a) the Registrants’ 2005 Annual Report on Form 10-K—ITEM 1A. Risk Factors, (b) the Registrants’ 2005 Annual Report on Form 10-K—ITEM 8. Financial Statements and Supplementary Data: Exelon—Note 20, ComEd—Note 17, PECO—Note 15 and Generation—Note 17, and (c) other factors discussed in filings with the SEC by the Registrants. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this Report. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this Report.

 


 

Section 9—Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
     
Exhibit No.
  Description
 
   
99
  Revised Slides

 


 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
 
  EXELON CORPORATION    
 
  PECO ENERGY COMPANY    
 
  EXELON GENERATION COMPANY, LLC    
 
       
 
  /s/ John F. Young
 
John F. Young
   
 
  Executive Vice President, Finance and Markets,    
 
  and Chief Financial Officer    
 
  Exelon Corporation    
 
       
 
  COMMONWEALTH EDISON COMPANY    
 
       
 
  /s/ Robert K. McDonald
 
Robert K. McDonald
   
 
  Senior Vice President, Chief Financial Officer, Treasurer and    
 
  Chief Risk Officer    
 
  Commonwealth Edison Company    
 
       
June 27, 2006
       

 

exv99
 

Merger Regulatory Update Status of major filings/approvals: FERC order approving merger issued 7/1/05 FERC approved the application as proposed with no surprises New merger review provisions in Energy Policy Act of 2005 do not apply Pennsylvania PA Public Utility Commission approved settlement on 1/27/06 NRC approval received on 5/30/06 Department of Justice Hart-Scott-Rodino review Agreement reached on 6/22/06, which resolves all competition issues considered by the DOJ New Jersey Resumed settlement discussions in May Made an enhanced offer to demonstrate significant merger benefits to New Jersey Hope to conclude settlement talks soon Final NJ Board of Public Utilities' decision expected later Merger close anticipated in the third quarter 2006


 

Dec 2004 Q1 2005 Q2 2005 Q3 2005 Q4 2005 Q1 2006 Announce Transaction 12/20/04 Shareholder Approvals 7/05 FERC, NJBPU, PAPUC, ICC* Regulatory Filings 2/4/05 File Joint Proxy Statement 2/10/05 Work to Secure Regulatory Approvals (FERC, DOJ, ICC*, PA PUC, NJ BPU, and others) Develop Transition Implementation Plans CLOSE TRANSACTION Beginning 1/17/05, Implement Nuclear Operating Services Agreement Q2-Q3 2006 * Notice filing only FERC Approval Order 7/1/05 NJ BPU Hearings Scheduled NJ BPU Final Decision Expected PA PUC Settlement Approval 1/27/06 Anticipated Merger Timeline NJ Settlement Discussions NJ Settlement Discussions Scheduled DOJ Agreement 6/22/06 NRC Approval 5/30/06


 

Market Concentration Mitigation 7/1/05 - FERC merger approval order 4,000 MWs fossil divestiture 2,600 MWs nuclear virtual divestiture MDI selected as auction manager LD product* sold as "Eastern Nuclear Generation Aggregate (ENGA)" 6/22/06 - DOJ agreement An additional 1,600 MWs fossil divestiture (total ~5,600 MWs includes 6 specific plants) No nuclear divestiture required DOJ focused on elimination of specific units that set market prices Must reach definitive agreements with buyers within 150 days of merger close Merrill Lynch advising on sale Comprehensive nature of DOJ agreement ensures merger will not adversely affect competition Continuing to work with the NJ BPU * LD product = liquidated damages product