Form 8-K

 

 

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

April 2, 2008

Date of Report (Date of earliest event reported)

 

Commission File
Number

  

Exact Name of Registrant as Specified in Its Charter;

State of Incorporation; Address of Principal Executive

Offices; and Telephone Number

  

IRS Employer
Identification Number

1-16169   

EXELON CORPORATION

(a Pennsylvania corporation)

10 South Dearborn Street

P.O. Box 805379

Chicago, Illinois 60680-5379

(312) 394-7398

   23-2990190
333-85496   

EXELON GENERATION COMPANY, LLC

(a Pennsylvania limited liability company)

300 Exelon Way

Kennett Square, Pennsylvania 19348-2473

(610) 765-5959

   23-3064219
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
           

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ 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 April 2-3, 2008, Exelon Corporation (Exelon) will participate in the Morgan Stanley Global Electricity and Energy Conference and will reaffirm its adjusted (non-GAAP) operating earnings guidance ranges for 2008 at $4.00 to $4.40, $3.15 to $3.45, $0.35 to $0.40 and $0.55 to $0.60 per share for Exelon, Exelon Generation Company, LLC (Generation), Commonwealth Edison Company (ComEd) and PECO Energy Company (PECO), respectively. Exelon will also reaffirm its GAAP earnings guidance range for 2008 at $3.70 to $4.10 per share for Exelon. Attached as Exhibit 99.1 to this Current Report on Form 8-K are the presentation slides to be used at the conference.

Section 9 – Financial Statements and Exhibits

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

 

Description

99.1   Presentation slides

*  *  *  *  *

This combined Form 8-K is being furnished separately by Exelon, Generation, ComEd and PECO (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.

This Current Report includes 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 these forward-looking statements include those discussed herein as well as those discussed in (1) Exelon’s 2007 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 19; and (2) other factors discussed in filings with the Securities and Exchange Commission 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 Current 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 Current Report.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

EXELON CORPORATION

EXELON GENERATION COMPANY, LLC

/s/ Matthew F. Hilzinger

Matthew F. Hilzinger

Senior Vice President 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

 

PECO ENERGY COMPANY
/s/ Phillip S. Barnett
Phillip S. Barnett
Senior Vice President and Chief Financial Officer
PECO Energy Company

April 2, 2008


EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1   Presentation slides
Slide Presentation
Matthew F. Hilzinger
Chief Financial Officer
Morgan Stanley Global Electricity & Energy Conference
April 3, 2008
Exhibit 99.1


2
Forward-Looking Statements
This presentation includes 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 these forward-looking statements include those
discussed herein as well as those discussed in (1) Exelon’s 2007 Annual Report on Form 10-K in
(a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial
Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary
Data: Note 19; and (2) other factors discussed in filings with the Securities and Exchange
Commission by Exelon Corporation, Exelon Generation Company, LLC, Commonwealth Edison
Company, and PECO Energy Company (Companies).  Readers are cautioned not to place undue
reliance on these forward-looking statements, which apply only as of the date of this presentation. 
None of the Companies undertakes any obligation to publicly release any revision to its forward-
looking statements to reflect events or circumstances after the date of this presentation.
This presentation includes references to adjusted (non-GAAP) operating earnings that exclude the
impact of certain factors. We believe that these adjusted operating earnings are representative of
the underlying operational results of the Companies. Please refer to the appendix to the
presentation for a reconciliation of adjusted (non-GAAP) operating earnings to GAAP earnings.


3
Key Messages
2007
was
exceptional
financially
and
operationally
Platform for continued strong performance in 2008 and beyond
Substantial incremental cash flow and balance sheet capacity over
next five years 
Executing on Value Return Policy
Generation benefiting from continued improvements in market
fundamentals
ComEd progressing constructively
on
distribution case
Fully engaged in Harrisburg discussion
Poised to launch low-carbon strategy
Well positioned for current economic environment


4
Exelon Is Uniquely Positioned for
Sustainable
Value
Creation
12/07
View
PECO
ExGen
2007
2011
ExGen
ComEd
Major Driver:
End of below-market contract in PA
7.85
PJM
W-Hub
Implied
Heat
Rate
(mmBtu/MWh)
(2)
6.20
NI-Hub
Implied
Heat
Rate
(mmBtu/MWh)
(2)
49.75
Coal (NAPP 3.0) ($/ton)
8.00
Henry Hub Gas Price ($/mmBtu)
2011 Assumptions Used for 12/07 Presentation
~$650M
+/-
0.5 mmBtu/MWh
ATC Heat Rate
~$500M
~$150M
+/-
$1/mmBtu Gas Price
+/-
$15/ton Coal Price (NAPP 3.0)
(Pre
-Tax
Impact)
2011 Sensitivities -
Current
(3)
(1) As published at Exelon’s 12/19/07 investor conference based upon 7/31/07 observable market prices. No assumption for carbon has been made for 2011.
(2)
Implied heat rate = Assumed ATC price ($/MWh) / Assumed Henry Hub Gas Price ($/mmBtu)
(3) Sensitivities are derived by changing one assumption at a time while holding all else constant.  Due to correlation of the various assumptions, the pre-tax earnings impact
calculated by aggregating individual sensitivities may not be equal to the pre-tax earnings impact calculated when correlations between the various assumptions are also
considered.
Operating EPS Guidance:
$4.15 –
$4.30


5
5
5.5
6
6.5
7
7.5
8
8.5
9
2008
2009
2010
2011
2012
45
50
55
60
65
70
75
80
85
90
2008
2009
2010
2011
2012
Positively Exposed to Market Dynamics
7
7.5
8
8.5
9
9.5
10
2008
2009
2010
2011
2012
Henry Hub Gas Price
Coal Prices
2011 Capacity Prices
As of 3/27/08
12/07 Investor
Conference
12/07 Investor
Conference
As of 3/27/08
~$100M
11,000
$150
$175
MAAC
(1)
Assumes
RPM
results
for
2011/2012
are
the
same
as
2010/2011
results.
Price Assumptions
Est. Pre-Tax
Impact
(1)
Capacity
(MWs)
12/07
($/MW-day)
Current
($/MW-day)
Rest of
Market
~$350M
12,700
$100
$175
Improving market fundamentals since our December Investor Conference point
to additional upside in 2011
Implied ATC Heat Rates
PJM West –
As of
3/27/08
PJM West -
12/07
Investor
Conference
Ni-Hub –
As of
3/27/08
Ni-Hub -
12/07
Investor
Conference


6
ComEd –
Rate Case Summary
ComEd and ICC Staff are in virtual agreement with respect to proper
capital structure ~45% equity
Relatively small difference between ComEd’s requested ROE (10.75%)
and Staff’s recommendation (10.30%)
ComEd and ICC Staff are much closer on administrative and general
(A&G) expenses than in the last rate case
Seeking to reduce regulatory lag by including pro forma capital additions in
rate base and pursuing more timely recovery of costs through riders
About 60% of difference between ComEd’s total revenue requirement and
Staff’s recommendation relates to “timing”
of recovery for 2007 and 2008
capital additions
ALJ Order expected:  July 2008
Final ICC Order expected:  September 2008


7
ComEd -
Interim Procurement Process
ComEd procured ~14% of its energy needs for June 2008 through
May 2009 through the procurement of 24 block products for on-peak
and off-peak energy
The staggered roll-off of the auction contracts and the financial swap have mitigated
the rate impact for ComEd residential customers to ~2.5%
0%
33%
67%
100%
Auction Contracts
Financial Swap
Future
Procurement
by Illinois
Power Agency
3/08
RFP
Jun 2007
Jun 2008
Jun 2009
Jun 2010
Jun 2011
Jun 2012
Jun 2013
NOTE: For illustrative purposes
only.  Assumes constant load profile
each year. 


8
Pennsylvania Snapshot
Governor Rendell’s “Energy Independence Strategy”,
introduced in February 2007, continues to be focus of
legislative activity. 
Legislation aimed at reducing energy costs, increasing
clean energy resources, reducing reliance on foreign
fuels, expanding energy production in PA
Comprehensive bills dealing with procurement and
rate mitigation remain in committee
Modest action on other key bills: Energy Fund bills
passed in House and Senate; House passed an
Efficiency/Demand-side Response bill.
Special Session on Energy runs concurrent with Regular
Session which continues thru November 2008.
Current State of Play
Governor continues to press for “Energy Independence
Fund”
and measures to mitigate energy prices
Legislators concerned with cost of Governor's initiatives, no
new taxes
Rate freeze bill being considered in House, but little
momentum
Industry coalition working together to develop a
comprehensive package
Positions of Stakeholders
Stakeholder outreach
Working with industry coalition
Negotiating legislative proposals with
Administration and legislative leadership
on key provisions:
Procurement rules
Rate increase phase-in/deferral
Smart meters and real time pricing
Energy efficiency and demand-side
management programs
Participating directly or through industry
associations in legislative hearings and
informational meetings
PECO Actions


9
Protect Today’s Value
Deliver superior operating performance
Assure safety at all times
Keep the lights on
Maintain nuclear excellence
Enhance environmental performance
Advance competitive markets
Build economic new generation
Provide reliable, affordable, low-carbon
products to customers
Support the continued improvement of
organized competitive wholesale markets
Protect the value of our generation
Adapt the generation portfolio to a changing
marketplace
Hedge market risk appropriately
Build healthy, self-sustaining delivery
companies
Pursue fair regulatory treatment and restored
financial health for ComEd
Manage PECO’s 2011 transition to market
Grow Long-Term Value
Drive the organization to the next level of
performance
Continuously improve productivity
Insist on accountability for results and
values
Foster positive employee relations
Acquire, develop and retain key and diverse
talent
Set the industry standard for low carbon
energy generation and delivery through
reductions, displacement and offsets
Aggressively pursue cost effective energy
efficiency and demand response
Develop and deploy reliable and affordable
gas-fired and renewable generation
Increase nuclear production
Become a model of green operations
Pursue and rigorously evaluate new growth
opportunities
+
Exelon’s Strategic Direction


10
Sustainable Value
Continued strong financial and operating performance, and long-
term earnings growth driven by unregulated generation
Largest, lowest-cost nuclear fleet in competitive markets
Executing regulatory recovery plan to put ComEd on a path toward
appropriate returns and solid credit metrics
Managing transition to competitive markets in Pennsylvania
Increasingly strong cash flows and balance sheet
Implementing Value Return Policy
Exelon is uniquely positioned to create sustainable value


11
Appendix


12
ComEd –
Rate Case Summary
Comparison of ComEd revenue request to ICC Staff recommendation:
(26)
333
359
Depreciation and Amortization
(156)
5,706
7,071
Total Rate Base
(130)
358
1,498
Pro Forma Adjustments
($26)
$5,348
$5,573
2006 Test Year
($249)
Total
(16)
640
657
Other O&M Expenses
(26)
315
341
A&G Expenses
(25)
10.30% ROE /   
45.04% Equity
10.75% ROE /
45.11% Equity
ROE/Cap Structure
Rate Base:
Impact on
Revenue
Increase
ICC Staff
ComEd
Request
($ in millions)


13
ComEd Interim Procurement Results
Off-Peak
On-Peak
49.32
720
79.76
1,000
January 2009
250
190
370
600
710
460
290
470
840
960
630
MWs
(1)
42.99
44.64
44.60
48.99
44.28
44.31
43.70
42.65
47.46
47.46
$42.15
Avg. Price
(2)
76.15
650
March 2009
74.71
1,000
December 2008
75.70
520
May 2009
77.50
450
April 2009
79.72
860
February 2009
74.89
750
November 2008
76.01
620
October 2008
76.80
870
September 2008
94.64
1,450
August 2008
94.92
1,640
July 2008
$81.13
1,060
June 2008
Avg. Price
(2)
MWs
(1)
(1)
MWs solicited.
(2)
Weighted
average
of
the
winning
bid
prices
(in
$/MWh)
for
each
contract
type
and
each
contract
term.


14
2.63
2.63
0.48
0.48
2.41
6.00
10.59
PECO Average Electric Rates
(1) System Average Rates based upon Restructuring Settlement Rate Caps on Energy and Capacity increased from original settlement
by 1.6% to
reflect the roll-in of increased Gross Receipts Tax and $0.02/kWh for Universal Service Fund Charge and Nuclear Decommissioning Cost
Adjustment.  System Average Rates also adjusted for sales mix based on current sales forecast.  Assumes continuation of current
Transmission and Distribution Rates.
2011
2008 –
2010
Energy / Capacity
Competitive Transition
Charge (CTC)
Transmission
Distribution
11.52¢
(1)
Unit Rates (¢/kWh)
Electric Restructuring
Settlement
+19%
13.70¢
Assumptions
Projected Rate Increase Based on
Average PPL Procurement  Results
(Illustrative)
2011 default service rate will reflect
associated full requirements costs and
be acquired through multiple
procurements
Using the average results of completed
PPL procurements for 2010 and
assuming a 50/50 weighting of
Residential and Small C&I customers
produces a
proxy of 10.59¢/kWh. This
will result in a system average rate
increase of ~19%
PECO’s 2011 full requirements price
expected to differ from PPL due, in part,
to the timing of the procurement (2011
vs. 2010) and locational differences
Rates will vary by customer class and 
may be impacted by legislation and
procurement model
Residential
Small C&I
Round 1, 7/2007
$101.77
$105.11
Round 2, 10/2007
$105.08
$105.75
Round 3, 3/2008
$108.80
$108.76
Average
$105.22
$106.54
PPL Procurement Results ($/MWh)


15
Pennsylvania Legislative Update
More than 100 bills have been introduced since Governor Rendell launched his Energy
Independence Initiative in February 2007.
H.B. 2200
-
Energy Efficiency (EE), Demand Response (DR) & Smart Meters:
Passed by House on 2/20/08
Establishes Program Administrator to oversee development and execution of a state-wide program delivered to
customers
by
network
of
3
-party
service
providers 
EE target of 1% reduction off of forecasted total deliveries by 2011 and 2.5% by 2013
DR target of 4% reduction in peak load by 2013
Cost cap set at 2% of total annual revenues
Full deployment of Smart Meters over 10 years
H.B. 2201
-
Comprehensive Energy Bill:
In Committee
Directs distribution companies to procure power using a portfolio approach, including long-term, short-term and
spot market purchases
Portfolio may include up to 20% long-term, but limit excludes long-term AEPS purchases and PAPUC may
waive limit and PAPUC may direct specific purchases
All customers can opt to phase-in increases early and/or over 3 years after caps expire.
Distribution companies must limit initial phase-in to a maximum 15% annual increase over 2010 rates during
the 3-years.  May recover deferrals over additional 3 years
Full deployment of Smart Meters over 10 years, with voluntary time-of-use or real-time pricing rates
H.B. 0001
-
Special Session House Bill 1:
Passed by House on 3/11/08
Establishes an $850 million bond fund through existing gross receipts tax to create a Clean Energy Program
Promotes low-pollution, state-based energy generation and investment to reduce the Pennsylvania’s
dependence on Middle East oil and other foreign energy sources
rd


16
(1)
Amounts shown per Exelon share and represent contributions to Exelon's EPS.
(0.01)
-
-
-
(0.01)
Settlement of a tax matter at Generation related to Sithe
(0.04)
(0.08)
-
-
0.04
Non-cash deferred tax items
(0.14)
(0.14)
-
-
-
Investments in synthetic fuel-producing facilities
0.41
-
-
0.03
0.38
2007 Illinois electric rate settlement
(0.19)
-
-
-
(0.19)
Termination of State Line PPA
0.11
-
-
-
0.11
Georgia Power tolling agreement
Exelon
Other
(1)
PECO
(1)
ComEd
(1)
ExGen
(1)
$4.32
$(0.18)
$0.75
$0.30
$3.45
2007 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share
(0.01)
-
-
-
(0.01)
Sale of Generation's investments in TEG and TEP
0.02
-
-
0.02
-
City of Chicago settlement
(0.03)
-
-
-
(0.03)
Nuclear decommissioning obligation reduction
0.15
-
-
-
0.15
Mark-to-market adjustments from economic hedging activities
$4.05
$0.04
$0.75
$0.25
$3.01
2007 GAAP Earnings Per Share
GAAP EPS Reconciliation
Year Ended December 31, 2007


17
Exelon Investor Relations Contacts
Inquiries concerning this presentation
should be directed to:
Exelon Investor Relations
10 South Dearborn Street
Chicago, Illinois 60603
312-394-2345
312-394-4082 (Fax)
For copies of other presentations,
annual/quarterly reports, or to be
added to our email distribution list
please contact:
Felicia McGowan, Executive Admin
Coordinator
312-394-4069
Felicia.McGowan@ExelonCorp.com
Investor Relations Contacts:
Chaka Patterson, Vice President
312-394-7234
Chaka.Patterson@ExelonCorp.com
Karie Anderson, Director
312-394-4255
Karie.Anderson@ExelonCorp.com
Marybeth Flater, Manager
312-394-8354
Marybeth.Flater@ExelonCorp.com
Len Epelbaum, Principal Analyst
312-394-7356
Len.Epelbaum@ExelonCorp.com