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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
December 19, 2000
(Date of earliest
event reported)
EXELON CORPORATION
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 1-16169 23-2990190
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
37th Floor, 10 South Dearborn Street
Post Office Box A-3005
Chicago, Illinois 60690-3005
(Address of principal executive offices)
Registrant's telephone number, including area code:
(312) 394-4321
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Item 5. Other Events.
On December 19, 2000, Exelon Corporation issued the following press release:
EXELON COMPLETES ACQUISITION OF 49.9% OF SITHE
Chicago and New York, December 18, 2000 - Exelon Corporation [NYSE: EXC] and
Sithe Energies, Inc. announced today the successful completion of Exelon's
acquisition of 49.9% of the stock of Sithe. The remaining 50.1% of Sithe will be
owned by Vivendi (34%), Marubeni Corp. (15%) and Sithe management (1%).
The completion of the acquisition finalizes an August 11, 2000 definitive
agreement in which PECO Energy Company agreed to purchase 49.9% of Sithe's
assets in North America, including its domestic marketing and development
businesses, for $682 million.
PECO Energy merged with Unicom Corporation on October 20, 2000 to form Exelon
Corporation.
Under the terms of the agreement, Exelon has the option to purchase the
remaining 50.1% of Sithe within two to five years at a price based on prevailing
market conditions when the purchase option is exercised.
Jerry Rainey, senior vice president, Exelon Generation, said, "We view Sithe as
a world class operation whose generation assets will be vitally important to our
portfolio. Equally important is the value Sithe employees will bring to Exelon."
William Kriegel, chairman and chief executive officer of Sithe said, "This new
association with Exelon provides Sithe with the opportunity to capitalize more
fully on the talents and capabilities we have developed in our 15 years as a
leading independent power producer. In addition to the fine reputation we have
earned as project developers, financiers and operators, we have put into place a
strong power marketing and trading capability to take full advantage of the
opportunities in the merchant business."
Kriegel and Rainey said Exelon and Sithe will continue to operate independently,
with continuous communication and cooperation between the two companies.
Exelon estimates that the initial investment in Sithe will contribute
approximately $0.01 per share to its consolidated earnings in 2001 and 2002. If
Exelon were to purchase the remaining 50.1% of Sithe at the beginning of the
option period, Exelon anticipates the transaction would contribute approximately
$0.15 per share to its annual consolidated earnings.
The full purchase of Sithe's 10,000 megawatts (mw) would increase Exelon's
national generation footprint to 46,500 mw, making it one of the nation's
largest generating companies.
In North America, Sithe presently owns and operates 27 power generation
facilities with approximately 3,800 mw of net merchant generating capacity. It
has 11 facilities under construction with an estimated capacity of 2,500 mw, and
approximately 3,700 mw of generation capacity in various stages of advanced
development.
Sithe, founded in 1985 and headquartered in New York City, has an extensive
portfolio of projects in operation, under construction, or in active development
worldwide. Sithe's North American generation assets are primarily located in
Massachusetts and New York, but also include facilities in Pennsylvania, New
Jersey, California, Colorado, Idaho and North Carolina, Canada and Mexico.
Exelon Corporation was formed from the merger of PECO Energy Company and Unicom
Corporation on October 20, 2000. Exelon is one of the nation's largest electric
utilities with approximately five million customers and more than $12 billion in
annual revenues. The company has one of the industry's largest portfolios of
electricity generation capacity, with a nationwide reach and strong positions in
the Midwest and Mid-Atlantic and is the largest nuclear operator in the United
States. Exelon distributes electricity and gas to approximately five million
customers in Illinois and Pennsylvania. The company also has holdings in such
competitive businesses as energy, infrastructure services, energy services and
telecommunications. Exelon is headquartered in Chicago and trades on the NYSE
under the ticker EXC.
FORWARD LOOKING LANGUAGE
This document contains forward-looking statements within the meaning of the
"safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. These statements are based on management's current expectations or beliefs
and are subject to a number of factors and uncertainties that could cause actual
results to differ materially from those described in the forward-looking
statements. The following factors, among others, could cause actual results to
differ materially from those described in the forward-looking statements:
acquisition related risks, inability to further identify, develop and achieve
success for new products, services and technologies; increased competition and
its effect on pricing, spending, third-party relationships and revenues;
inability to establish and maintain relationships with commerce, advertising,
marketing, technology, and content providers.
Investors and security holders are urged to read Vivendi's Registration
Statement on Amendment No. 1 to Form 20-F, the Vivendi Universal joint proxy
statement/prospectus and other documents filed by Vivendi with the U.S.
Securities and Exchange Commission at the Commission's web site at www.sec.gov.
These documents may also be obtained for free from Vivendi.
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
/S/ Ruth Ann M. Gillis
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Principal Financial Officer
December 19, 2000