UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
June 12, 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) 394-7398
Item 9. Regulation FD Disclosure
On June 12, 2002, John W. Rowe, President and CEO of Exelon Corporation, made a
presentation to investors at the Deutsche Bank Electric and Power Conference.
Attached as Exhibit 99 to this Current Report on Form 8-K are the slides used in
Mr. Rowe's presentation. In addition, a brochure describing Exelon's nuclear
business strategy was made available to investors attending the conference
(previously filed as Exhibit 99.1 to Exelon's Current Report on Form 8-K filed
on May 22, 2002).
Additionally, the following information for 2001 is being made available. The
amount of fuel and purchased power expense reflected in Exelon Generation
Company, LLC and Subsidiary Companies' Consolidated Statements of Income line
item Fuel and Purchased Power is $904 million and $3,189 million, respectively.
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 Slides used in Mr. Rowe's presentation
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.
/S/ Ruth Ann M. Gillis
-------------------------------------------------
Ruth Ann M. Gillis
Senior Vice President and Chief Financial Officer
June 12, 2002
EXHIBIT 99 [Logo for Exelon] A Measure of Our Strength John W. Rowe President and CEO Deutsche Bank Electric and Power Conference June 12, 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] What Is Our Industry? Historical Models: - - The Entrepreneurial Model (1900-1935) - - The Integrated, Regulated Model (1935-1980) - - The PURPA Model (1980-1995) - - The Partial Deregulation Model (1995-2002)
[Logo for Exelon] What Is Our Industry? The Next Model: - - Efficient wholesale competition - - Some retail competition - - Small customers must have a safety net - - The utility must have the ability to make its own supply arrangements - - And never, never forget environmental forces
[Logo for Exelon] Exelon 2001 Results 2001 2000 (pro forma) Change ---- ---------------- ------ Operating Revenues $15,140 $13,531 +12% (millions) EBIT $ 3,456 $ 2,970 +16% (millions) Net Income $ 1,428 $ 1,247 +15% (millions) EPS $ 4.43 $ 3.86 +15%
[Logo for Exelon] Year-to-Date Events - - Sale of AT&T Wireless investment for $285 million cash - - Exelon Generation completed the purchase of TXU generating plants - - ComEd decision to join PJM - - Legislation passed to extend ComEd rate freeze through 2006
[Logo for Exelon] To Be Continued..... - - Federal Legislative and FERC activities - - Provider of Last Resort - - 2003 Supply Plans - - Incremental Value Creation
[Logo for Exelon] Questions?