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 |
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.
Exelons presentation at the conference and the related question and answer session will be webcast and archived on Exelons 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) Exelons 2009 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Managements 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 |
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) Exelons 2009 Annual Report on
Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Managements 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 Agencys 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 & Poors 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) |