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

March 31, 2010

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 1, 2010, Exelon Corporation (Exelon) will participate in the Soleil Securities Diversified Utility and Energy Conference. Attached as Exhibit 99.1 to this Current Report on Form 8-K are the presentation slides to be used at the conference. Exelon may also respond to questions from those attending the event.

Exelon’s presentation at the conference and the related question and answer session will be webcast and archived on Exelon’s website: www.exeloncorp.com. Please select the Investors page. Under Events and Presentations, click on the link for the Soleil Securities Group, Inc. Diversified Utility & Energy Conference, then follow the on-screen instructions to join the webcast.

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, Exelon Generation Company, LLC, Commonwealth Edison Company and PECO Energy Company (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 2009 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 18; 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/    JOSEPH R. TRPIK, JR.        

Joseph R. Trpik, Jr.

Senior Vice President, Chief Financial Officer and Treasurer

Commonwealth Edison Company

 

PECO ENERGY COMPANY
/s/    PHILLIP S. BARNETT        

Phillip S. Barnett

Senior Vice President and Chief Financial Officer

PECO Energy Company

March 31, 2010


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Presentation slides
Presentation slides
Soleil Securities Diversified Utility and Energy Conference
Chaka Patterson, VP and Treasurer
April 1, 2010
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 2009
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 18; and (2) other factors discussed in
filings with the Securities and Exchange Commission (SEC) by Exelon Corporation,
Commonwealth Edison Company, PECO Energy Company and Exelon Generation
Company, LLC (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.


3
Key Messages
Continued strong operations across geographically diverse
nuclear fleet
ComEd regulatory recovery plan producing improvement in
earned returns
Successfully refinanced ComEd ~$1 billion credit facility with
strong bank representation and fair pricing
Filing of PECO electric and gas rate cases on March 31 paves
way for continued strong financial performance
Preview of key 2010 events for remainder of the year
Solid platform to pursue value-enhancing growth opportunities
Continuing to manage the elements of our business we can control, while being
strategic, thoughtful and disciplined about the elements we cannot control


4
0
10
20
30
40
50
60
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
Industry (w/o Exelon)
Exelon
Note:  Exelon data includes Salem.  2009 average includes 23 days of TMI
outage that extended into 2010 reflecting steam generator replacement.
Exelon Generation Consistently
Delivers Top-Tier Results
Nuclear Reliability
30 Longest Continuous U.S. Runs
Exelon Generation has ability to replicate best practices on a large scale
Source: Platts News Flashes and Company Press Releases, 11/3/09
Refueling Outage Duration
93.6%
capacity
factor
the
7
consecutive
year exceeding 93%
Clinton and Quad Cities 1 units established
new continuous run records of 596 and 594
days, respectively
TMI 1 unit set a new PWR world record for a
705-day continuous run
Equipment upgrades and power uprates
added 70 MW of nuclear capacity
2009 Nuclear Fleet Achievements
0
200
400
600
800
Byron 1
Limerick 2
Byron 2
Braidwood 2
Quad Cities 1
Clinton 
Three Mile Island 1
Three Mile Island 1
Three Mile Island 1
LaSalle 1
Three Mile Island 1
Three Mile Island 1
Peach Bottom-3
Peach Bottom-3
LaSalle 2
LaSalle 1
(Days)
th


5
Exelon Generation PJM Capacity Offers
Regional Diversity
2013/2014 Capacity by Region
(1)
Exelon Generation expects modest upside in upcoming RPM auction
(1)  All generation values are approximate and not inclusive of wholesale transactions.
Notes: All capacity values are in installed capacity terms (summer ratings) located in the areas. Eddystone 2 to retire 12/31/13.
MAAC = Mid-Atlantic Area Council; EMAAC = Eastern MAAC; the MAAC area encompasses EMAAC.
10,300 MW
9,000 MW
1,500 MW
RTO
EMAAC
MAAC
7%
50%
43%
PJM 2013/14 RPM Auction Results Expected in May
0
25
50
75
100
125
150
175
200
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2013-14
RTO
EMAAC


6
6.1
6.9
2.0
2.0
7.3
6.4
2.0
2.2
Transmission
Distribution
ComEd Building Strength
Producing Results with
Regulatory Recovery Plan
~46%
~47%
8.5%
46.4%
Earned ROE
Equity
(1)
5.5%
45.4%
$8.1
$8.4
$9.4
2008
2009
2011
(Illustrative)
(2)
Average Annual Rate Base
($ in billions)
(1)
Equity based on definition provided in most recent Illinois Commerce Commission (ICC) distribution rate case order (book equity less goodwill).
(2)
Provided solely to illustrate possible future outcomes that are based on a number of different assumptions, including an ROE target, all of which are subject to
uncertainties and should not be relied upon as a forecast of future results.
Note: Amounts may not add due to rounding.
2010E
$8.9
ComEd executing on regulatory recovery plan resulting in healthy
increases in earned ROE
>10%
>10%
Significant improvement in earned ROE, from
5.5% in 2008 to 8.5% in 2009, targeting at least
10% in 2010
Continued strong operational performance
Anticipate electric distribution rate filing in 2Q
2010
Benefiting from regular transmission updates
through a formula rate plan
Illinois Power Agency’s 2010 procurement plan
event scheduled to take place in April-May 2010
Uncollectibles expense rider tariff approved by
ICC in February 2010
Smart Meter pilot program and rider approved
by ICC and underway
Standard & Poor’s raised credit ratings in
3Q09 and Fitch in 1Q10


7
ComEd Credit Facility
One of the largest utility bank refinancings launched to-date in 2010,
with strong participation and new benchmark pricing
Successfully
closed
refinancing
of
$1B
revolving
credit
facility
on
March 25
3-year unsecured facility; initial term to expire 3/25/13
Use for general corporate purposes and letters of credit
Replaces previous $952M facility that was due to expire on 2/16/11
Moved the bar on market pricing
Undrawn fee of 0.375%; fully drawn fee of 2.25%
Refinancing
deals
for
similar
rated
utilities
launched
late
last
year
priced approximately 0.50-0.75% higher (drawn fee)
Reflects strong relationships with large, diverse bank group
22 banks in facility –
none
with exposure of more than 6%
Syndication 1.6x oversubscribed
th


8
PECO –
Electric & Gas Distribution
Rate Case Filings
On March 31, PECO filed electric and gas distribution rate cases
First electric distribution rate case since 1989
Act 129 energy efficiency and smart meter costs recovered separately through rider
Last gas delivery rate case in 2008
53.18%
53.18%
Common Equity Ratio
R-2010-216-1592
R-2010-216-1575
Docket #
2010
(1)
2010
(1)
Test Year
ROE: 11.75%
ROR: 8.95%
ROE: 11.75%
ROR: 8.95%
Requested Returns
$1,100 million
$3,236 million
Rate Base
6.94%
(2)
$316 million
Electric
$44 million
Revenue
Requirement Increase
5.28%
2011 Proposed Distribution Price
Increase as % of Overall Customer Bill
Gas
Rate Case Request
PECO executing its post-transition regulatory plan to secure fair and
reasonable returns on its distribution investment
(1) With pro forma adjustments.
(2) Excluding
Alternative
Energy
Portfolio
Standards
and
default
service
surcharge.
Note: Electric and gas rate case filings available on PAPUC website or www.peco.com/know.


9
PECO –
Timeline for Rate Cases
Filed: March 31, 2010
Opposing Parties’
Testimony: June 2010
Rebuttal Testimony: July 2010
Hearings: August 2010
Administrative Law Judge (ALJ) Orders: October 2010
Final Orders Expected: December 2010
New Rates Effective: January 1, 2011
Note:
Dates
are
based
on
typical
approach
to
rate
cases
but
the
Pennsylvania
Public
Utility
Commission
(PAPUC)
will
set
the actual schedule.  Expect schedule to be set at pre-hearing with ALJ around mid-May.
The PAPUC has a nine-month process for litigation of the
rate case filings


10
2010 Events of Interest
Q1
Q2
Q3
Q4
RPM Auction (May)
Uncollectibles rider
tariff (2/2)
Illinois Power Agency
supply procurement RFP
(April, results in May)
Illinois Primaries
(2/2)
Pennsylvania
Primaries (5/18)
Electric and gas
distribution rate
case filings (3/31)
Procurement RFP
(May, results in June)
Procurement RFP
(Sep., results in Oct.)
Electric distribution
rate case filing (Q2)
Illinois Elections
(11/2)
Pennsylvania
Elections (11/2)