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
May 14, 2002
(Date of earliest event reported)
Commission File Name of Registrant; State of Incorporation; Address of IRS Employer
Number Principal Executive Offices; and Telephone Number Identification Number
- --------------------- --------------------------------------------------------- -------------------------
1-16169 EXELON CORPORATION 23-2990190
(a Pennsylvania corporation)
10 South Dearborn Street - 37th Floor
P.O. Box 805379
Chicago, Illinois 60680-5379
(312) 394-4321
1-1839 COMMONWEALTH EDISON COMPANY 36-0938600
(an Illinois corporation)
10 South Dearborn Street - 37th Floor
P.O. Box 805379
Chicago, Illinois 60680-5379
(312) 394-4321
1-1401 PECO ENERGY COMPANY 23-0970240
(a Pennsylvania corporation)
P.O. Box 8699
2301 Market Street
Philadelphia, Pennsylvania 19101-8699
(215) 841-4000
333-85496 EXELON GENERATION COMPANY, LLC 23-3064219
(a Pennsylvania limited liability company)
300 Exelon Way
Kennett Square, Pennsylvania 19348
(610) 765-8200
Item 9. Regulation FD Disclosure
On May 14, 2002, Ruth Ann M. Gillis, Senior Vice President and CFO of Exelon
Corporation, made a presentation to investors at the Salomon Smith Barney Power
& Merchant Energy 2002 Conference. Attached as Exhibit 99.1 to this Current
Report on Form 8-K are the slides used in Ms. Gillis' presentation. In addition,
the following materials were made available to investors attending the
conference:
1. Overview of Generation Assets and Investments (attached hereto as Exhibit
99.2);
2. Owned Generation Assets (attached hereto as Exhibit 99.3);
3. A table of capacity factors and licenses (attached hereto as Exhibit 99.4);
4. A table of long-term generation contracts and commitments (attached hereto
as Exhibit 99.5);
5. A list of Sithe assets (attached hereto as Exhibit 99.6);
6. A pie chart of Total Generation by NERC Region (attached hereto as Exhibit
99.7); and
7. Exelon's press release dated April 22, 2002 announcing first quarter
earnings (previously filed as Exhibit 99.1 to Exelon's Periodic Report on
Form 8-K filed on April 25, 2002).
This report contains certain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These statements are based
on management's current expectations and are subject to uncertainty and changes
in circumstances. Actual results may vary materially from the expectations
contained herein. The forward-looking statements herein include statements about
future financial and operating results of Exelon. Economic, business,
competitive and/or regulatory factors affecting Exelon's businesses generally
could cause actual results to differ materially from those described herein. For
a discussion of the factors that could cause actual results to differ
materially, please see Exelon's filings with the Securities and Exchange
Commission, particularly those discussed in "Management's Discussion and
Analysis of Financial Condition and Results of Operations-- Outlook" in Exelon's
2001 Annual Report. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this press
release. Exelon does not undertake any obligation to publicly release any
revisions to these forward-looking statements to reflect events or circumstances
after the date of this report.
EXHIBIT INDEX
Exhibit
Number Description
99.1 Slides used in Ms. Gillis' presentation
99.2 Overview of Generation Assets and Investments
99.3 Owned Generation Assets
99.4 A table of capacity factors and licenses
99.5 A table of long-term generation contracts and commitments
99.6 A list of Sithe assets
99.7 A pie chart of Total Generation by NERC Region
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
COMMONWEALTH EDISON COMPANY
PECO ENERGY COMPANY
EXELON GENERATION COMPANY,LLC
BY: /S/ Ruth Ann M. Gillis
-----------------------------------
Ruth Ann M. Gillis
Senior Vice President and Chief
Financial Officer, Exelon Corporation
May 14, 2002
Exhibit 99.1 Exelon Generation Company -- A Measure of Our Strength Ruth Ann M. Gillis Senior Vice President and CFO Salomon Smith Barney Power & Merchant Energy 2002 Conference May 14, 2002 [logo for Exelon]Forward-Looking Statements This presentation contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained herein. The forward-looking statements herein include statements about future financial and operating results of Exelon. Economic, business, competitive and/or regulatory factors affecting Exelon's businesses generally could cause actual results to differ materially from those described herein. For a discussion of the factors that could cause actual results to differ materially, please see Exelon's filings with the Securities and Exchange Commission, particularly those discussed in "Management's Discussion and Analysis of Financial Condition and Results of Operations -- Outlook" in Exelon's 2001 Annual Report. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. Exelon does not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation. [logo for Exelon]
Exelon Corporation Our Integrated Business Strategy Creates Value and Reduces Risk. - Exelon Energy Delivery - Exelon Generation - Exelon Enterprises [LOGO FOR EXELON]
Exelon Generation Company, LLC More than 40,000 MWs of Power: /\ / \ / \ / \ Under Advanced Development / \ (49.9% of Sithe) / 800 MWs \ /------------\ Under Construction / \ (49.9% of Sithe and Calumet) / 1,671 MWs \ /------------------\ / \ AmerGen & Sithe / 2,881 MWs \ /------------------------\ Long-Term / \ Contracts / 16,245 MWs \ /------------------------------\ Owned / 14,250 MWs Nuclear \ / 7,799 MWs Fossil and Hydro \ /------------------------------------\ [LOGO FOR EXELON]
Just Being Big is Not Enough! More than 40,000 MWs of Flexible and Diversified Power -------- Long-Term Contracts: Seller Location Capacity (MW) Expiration Midwest Generation, LLC Various in IL 9,105 2004 Kincaid Generation, LLC Kincaid, IL 1,158 2012 Tenaska Georgia Partners, LP Franklin, GA 900 2029 Tenaska Frontier, Ltd Shiro, TX 830 2020 Others Various 4,252 2002 to 2022 ----- Total 16,245 [LOGO FOR EXELON]
Midwest Gen Contract Provides Flexibility Midwest Generation Power Purchase Agreement (part 1) Coal Power Purchase Agreement: Contract Contracted Available Option Year Capacity (MW) Capacity (MW) 1 - 2000 5,005 640 2 - 2001 4,535 1,110 3 - 2002 4,013 1,632 4 - 2003 1,696 3,949 5 - 2004 1,696 3,949 [LOGO FOR EXELON]
Midwest Gen Contract Provides Flexibility Midwest Generation Power Purchase Agreement (part 2) Collins Power Purchase Agreement: -2,698 MWs under contract -Term: 2000-2004, subject to earlier termination in whole or in part by ComEd -In years 3-5, ComEd has option to drop units from contract Peaking Unit Power Purchase Agreement: -943.6 MWs under contract -Term: 2000-2004, subject to earlier termination in whole or in part by ComEd -In years 3-5, ComEd has option to drop units from contract [LOGO FOR EXELON]
Just Being Big is Not Enough! More that 40,000 MWs of Flexible and Diversified Power ----------- Generation Portfolio Profile (estimated): -Fuel mix: 35% nuclear, 19% coal, 3% hydro, and 43% gas/oil -Geographic mix: 55% in MAIN, 24% in MAAC, and the balance in 6 different regions -Dispatch mix: 65% base-load, 16% intermediate and 19% peaking [LOGO FOR EXELON]
TXU Power Plant Purchase TXU Asset Purchase is Already Contributing: - Purchase completed 4/25/02 - 893-MW Mountain Creek Station and 1,441-MW Handley Station - 5-year tolling agreement May through September - Contributed $275,000 to gross margin in April [LOGO FOR EXELON]
Exelon Generation Business Strategy - Grow our generation portfolio - Drive cost and operational leadership through proven fleet management and economies of scale - Optimize the value of our low-cost generation portfolio through our marketing expertise [LOGO FOR EXELON]
Exelon Generation Competitive Strengths -Critical mass of generation capacity and economies of scale - Competitive low-cost fleet of generating assets -Strategically integrated - Fully integrated assets and operations - Supply and distribution channels are open within one portfolio -Asset-backed physical deliveries -In 2001, less than 4% of sales represented transactions for trading purposes -Mark-to-market earnings are not a material earnings factor -Large affiliate retail hedge -Strong balance sheet and credit quality [LOGO FOR EXELON]
Exelon Generation Company - A Measure of our Strength [LOGO FOR EXELON]
Exhibit 99.2
[LOGO FOR EXELON]
Overview of Generation Assets and Investments
Our generation assets and investments at April 30, 2002 consist of the
following:
Type of Capacity Capacity (MW)
Owned Generation Assets(1)
Nuclear . . . . . . . 14,250
Fossil. . . . . . . . 6,215
Hydro. . . . . . . . 1,584
------
22,049
Long-Term Contracts(2) 16,245
AmerGen and Sithe(1) 2,881
------
Available Resources 41,175
Under Construction or in
Advanced Development(2) 2,471
------
Total Generating Resources 43,646
------
(2) Based on Generation's ownership.
(1) Contracts range from 1 to 29 years.
EXHIBIT 99.3
[EXELON LOGO]
Owned Generation Assets
The following table sets forth at December 31, 2001 the net generation capacity
of, and other information about, the stations that we own directly (1):
% Primary
No of Owned Fuel Dispatch Net Generation
Fuel/Technology Station Location Units (2) Type Type Capacity MW (3)
- ----------------------------------------------------------------------------------------------------------------------------------
Nuclear (4) Braidwood Braidwood, IL 2 Uranium Base-load 2,372
Byron Byron, IL 2 Uranium Base-load 2,391
Dresden Morris, IL 2 Uranium Base-load 1,659
LaSalle County Seneca, IL 2 Uranium Base-load 2,298
Limerick Limerick Twp., PA 2 Uranium Base-load 2,312
Peach Bottom Peach Bottom Twp., PA 2 50.00 Uranium Base-load 1,112 (5)
Quad Cities Cordova, IL 2 75.00 Uranium Base-load 1,172 (5)
Salem Hancock's Bridge, NJ 2 42.59 Uranium Base-load 934 (5)
=============
14,250
Fossil Cromby 1 Phoenixville, PA 1 Coal Base-load 144
(Steam Turbines) Cromby 2 Phoenixville, PA 1 Oil/Gas Intermediate 201
Delaware Philadelphia, PA 2 Oil Peaking 250
Eddystone 1,2 Eddystone, PA 2 Coal Base-load 581
Eddystone 3,4 Eddystone, PA 2 Oil/Gas Intermediate 760
Schuylkill Philadelphia, PA 1 Oil Peaking 166
Conemaugh New Florence, PA 2 20.72 Coal Base-load 352 (5)
Keystone Shelocta, PA 2 20.99 Coal Base-load 357 (5)
Fairless Hills Falls Twp., PA 2 Landfill Gas Peaking 60
Mountain Creek 8 Dallas, TX 1 Gas Intermediate 550
Handley 3 Fort Worth, TX 1 Gas Intermediate 400
Mountain Creek Dallas, TX 4 Gas Peaking 343
Handley Fort Worth, TX 4 Gas Peaking 1,041
=============
5,205
Fossil Chester Chester, PA 3 Oil Peaking 39
(Combustion Croydon Bristol Twp., PA 8 Oil Peaking 380
Turbines) Delaware Philadelphia, PA 4 Oil Peaking 56
Eddystone Eddystone, PA 4 Oil Peaking 60
Falls Falls Twp., PA 3 Oil Peaking 51
Moser Lower Pottsgrove Twp., PA 3 Oil Peaking 51
Pennsbury Falls Twp., PA 2 Landfill Gas Peaking 6
Richmond Philadelphia, PA 2 Oil Peaking 96
Schuylkill Philadelphia, PA 2 Oil Peaking 30
Southwark Philadelphia, PA 4 Oil Peaking 52
Salem Hancock's Bridge, NJ 1 42.59 Oil Peaking 16 (5)
LaPorte LaPorte, TX 4 Gas Peaking 160
=============
997
Fossil Cromby Phoenixville, PA 1 Oil Peaking 3
(Internal Delaware Philadelphia, PA 1 Oil Peaking 3
Combustion/ Schuylkill Philadelphia, PA 1 Oil Peaking 3
Diesel) Conemaugh New Florence, PA 4 20.72 Oil Peaking 2 (5)
Keystone Shelocta, PA 4 20.99 Oil Peaking 2 (5)
=============
13
Hydroelectric Conowingo Harford Co., MD 11 Hydro Base-load 512
Pumped Storage Muddy Run Lancaster Co., PA 8 Hydro Intermediate 1,072
---- =============
1,584
Total 111 22,049
- ----------------------------------------------------------------------------
(1) Includes TXU plants purchased on April 25, 2002.
(2) 100%, unless otherwise indicated.
(3) For nuclear stations, except Salem, capacity reflects the annual mean
rating. All other stations, including Salem, reflect a summer rating.
(4) All nuclear stations are boiling water reactors except Braidwood, Byron and
Salem, which are pressurized water reactors.
(5) Generation's portion.
We operate all of the facilities except for Salem, which is operated by PSEG
Nuclear LLC, Keystone and Conemaugh, which are operated by Reliant Energy, and
LaPorte, which is operated by Air Products.
EXHIBIT 99.4
[EXELON LOGO]
The following table sets forth the capacity factors for our nuclear facilities
for the last five years.
Year Ended December 31,
==============================================================
Capacity Factors of Our Nuclear Facilities 1997 1998 1999 2000 2001
- ------------------------------------------------------- ---------- ----------- ---------- ---------- ------------
Nuclear facilities previously owned by PECO 90% 86% 93% 92% 93%
Nuclear facilities previously owned by ComEd(1) 49 65 89 93 95
(1) The capacity factors for 1997 through 1999 reflect the shutdown of LaSalle
and Zion for portions of the period.
Licenses. We have 40-year operating licenses for each of our nuclear units. We
applied to the NRC in July 2001 for extension of the Peach Bottom 2 and 3
licenses and we expect to apply for the extension of the operating license for
Dresden 2 and 3 and Quad Cities in 2003. AmerGen is reviewing the potential for
license extensions for Oyster Creek and Three Mile Island. Each requested
license extension is expected to be for 20 years beyond the current license
period. The following table summarizes operating license expiration dates for
our nuclear facilities in service.
Current License
Station Unit In-Service Date Expiration
- ------------------------------------------------------- ---------- ----------------------- -------------------------
Braidwood 1 1988 2026
2 1988 2027
Byron 1 1985 2024
2 1987 2026
Dresden 2 1970 2009
3 1971 2011
LaSalle 1 1984 2022
2 1984 2023
Quad Cities 1 1973 2012
2 1973 2012
Limerick 1 1986 2024
2 1990 2029
Peach Bottom 2 1974 2013
3 1974 2014
Salem 1 1977 2016
2 1981 2020
Exhibit 99.5
Long-Term Contracts
Seller Location Capacity (MW) Expiration
Midwest Generation, LLC Various in Illinois 9,105 2004
Kincaid Generation, LLC Kincaid, Illinois 1,158 2012
Tenaska Georgia Partners, LP Franklin, Georgia 900 2029
Tenaska Frontier, Ltd Shiro, Texas 830 2020
Others Various 4,252 2002 to 2022
-------
Total 16,245
In 2001, approximately 37% of our sales were of purchased power.
Long-Term Commitments
At December 31, 2001, we had long-term commitments,relating to the purchase and
sale of energy, capacity and transmission rights from unaffiliated utilities and
others, including the Midwest Generation and AmerGen contracts, as expressed in
the following table:
(in millions) Capacity Power-Only Power-Only Transmission Rights
Purchases Purchases Sales Purchases
--------- --------- ----- ---------
2002 $1,005 $ 551 $1,803 $139
2003 1,214 345 666 11
2004 1,222 346 219 15
2005 406 264 139 15
2006 406 250 58 5
Thereafter 3,657 2,321 22 -
------ ------ ------ ----
Total $7,910 $4,077 $2,907 $205
------ ------ ------ ----
EXHIBIT 99.6
[EXELON LOGO]
SITHE ASSETS
The following table shows Sithe's principal assets as of December 31, 2001.
No. of Net Generation
Type of Plant Station Location Units Fuel Dispatch Type Capacity (MW)
================================================================================================================================
Merchant Plants Batavia New York 1 Gas Intermediate 50
ForeRiver 1, 2 Massachusetts 2 Oil Peaking 26
Framingham 1, 2, 3 Massachusetts 3 Oil Peaking 37
Massena New York 1 Gas/Oil Intermediate 66
Mystic 4, 5, 6, 7 Massachusetts 4 Oil Intermediate 995
Mystic CT Massachusetts 1 Oil Peaking 11
New Boston 1, 2 Massachusetts 2 Gas/Oil Intermediate 760
New Boston 3 Massachusetts 1 Oil Peaking 20
Ogdensburg New York 1 Gas/Oil Intermediate 71
West Medway 1, 2, 3 Massachusetts 3 Gas/Oil Peaking 165
Wyman 4 Maine 1 Oil Intermediate 36
Cardinal Canada 1 Gas Base-load 157
-------- -----------------
21 2,394
-------- -----------------
Qualifying Facilities Allegheny 5, 6, 8, 9 Pennsylvania 4 Hydro Intermediate 51
Bypass Idaho 1 Hydro Base-load 10
Elk Creek Idaho 1 Hydro Base-load 2
Greeley Colorado 1 Gas Base-load 48
Hazelton Idaho 1 Hydro Base-load 9
Independence New York 1 Gas Base-load 614
Ivy River North Carolina 1 Hydro Base-load 1
Kenilworth New Jersey 1 Gas/Oil Base-load 26
Montgomery Creek California 1 Hydro Base-load 3
Naval Station California 1 Gas/Oil Base-load 45
Naval Training Center California 1 Gas/Oil Base-load 23
North Island California 1 Gas/Oil Base-load 37
Oxnard California 1 Gas Base-load 48
Rock Creek California 1 Hydro Base-load 4
Sterling New York 1 Gas Intermediate 56
-------- -----------------
18 977
-------- -----------------
Under Construction ForeRiver 3 Massachusetts 1 Gas/Oil Base-load 807
Mystic 8, 9 Massachusetts 2 Gas Base-load 1,614
TEG 1, 2 Mexico 2 Coke Base-load 230
-------- -----------------
5 2,651
-------- -----------------
Under Advanced Development Heritage 1, 2 New York 2 Gas Base-load 800 *
Goreway Canada 1 Gas Base-load 800
Southdown Canada 1 Gas Base-load 800
-------- -----------------
4 2,400
-------- -----------------
--------
======== =================
48 8,422
* On May 9th, 2002 GE Power Systems and Sithe announced the cancellation of the
development of the Heritage power plant.
EXHIBIT 99.7 [LOGO FOR EXELON] Total Generation by NERC Region (43,646 MW) [Handout includes a pie chart showing total generation by NERC region, by percentage, as follows: MAAC 24% SERC 2% NPCC 8% SPP 2% MAIN 55% ECAR 1% ERCOT 8%] Energy Markets: MAAC: Mid-Atlantic Area Council SPP: Southwest Power Pool NPCC: Northeast Power Coordinating Council WSCC: Western Systems Coordinating Council MAIN: Mid-America Interconnected Network region ERCOT: Electric Reliability Council of Texas ECAR: East Central Area Reliability Coordination Agreement SERC: Southeastern Electric Reliability Council