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

Date of Report (Date of earliest event reported) July 31, 2013

 

 

 

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
1-1910		BALTIMORE GAS AND ELECTRIC COMPANY (a Maryland corporation) 2 Center Plaza 110 West Fayette Street Baltimore, Maryland 21201 (410) 234-5000		52-0280210

 

 

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))

 

 

 

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Section 2 – Financial Information

 

Item 2.02.

Results of Operations and Financial Condition.

Section 7 – Regulation FD

 

Item 7.01.

Regulation FD Disclosure.

On July 31, 2013, Exelon Corporation (Exelon) announced via press release its results for the second quarter ended June 30, 2013. A copy of the press release and related attachments is attached hereto as Exhibit 99.1. Also attached as Exhibit 99.2 to this Current Report on Form 8-K are the presentation slides to be used at the second quarter 2013 earnings conference call. This Form 8-K and the attached exhibits are provided under Items 2.02, 7.01 and 9.01 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission.

Exelon has scheduled the conference call for 11:00 AM ET (10:00 AM CT) on July 31, 2013. The call-in number in the U.S. and Canada is 800-690-3108, and the international call-in number is 973-935-8753. If requested, the conference ID number is 14262933. Media representatives are invited to participate on a listen-only basis. The call will be web-cast and archived on Exelon’s Web site: www.exeloncorp.com. (Please select the Investors page.)

Telephone replays will be available until August 14, 2013. The U.S. and Canada call-in number for replays is 800-585-8367, and the international call-in number is 404-537-3406. The conference ID number is 14262933.

Section 9 – Financial Statements and Exhibits

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit No.		Description
99.1		Press release and earnings release attachments
99.2		Earnings conference call presentation slides

* * * * *

This combined Form 8-K is being furnished separately by Exelon, Exelon Generation Company, LLC, Commonwealth Edison Company, PECO Energy Company, and Baltimore Gas and Electric 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 contains certain 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 the forward-looking statements made by the Registrants include those factors discussed herein, as well as the items discussed in (1) Exelon’s 2012 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; (2) Exelon’s First Quarter 2013 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) Part I, Financial Information, ITEM 1. Financial Statements: Note 17; and (3) other factors discussed in filings with the SEC 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.

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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.

 

July 31, 2013

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EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Press release and earnings release attachments
99.2		Earnings conference call presentation slides

Exhibit 99.1

 

		News Release

 

Contact:		Ravi Ganti Investor Relations 312-394-2348   Paul Adams Corporate Communications 410-470-4167		FOR IMMEDIATE RELEASE

EXELON ANNOUNCES SECOND QUARTER 2013 RESULTS,

REAFFIRMS FULL-YEAR GUIDANCE

CHICAGO (July 31, 2013) — Exelon Corporation (NYSE: EXC) announced second quarter 2013 consolidated earnings as follows:

 

		Second Quarter
		2013				2012
Adjusted (non-GAAP) Operating Results:
Net Income (Loss) ($ millions)		$	454			$	522
Diluted Earnings per Share		$	0.53			$	0.61
GAAP Results:
Net Income (Loss) ($ millions)		$	490			$	286
Diluted Earnings per Share		$	0.57			$	0.33

“Exelon delivered earnings within its guidance range and continued to operate well this quarter, both in the generation and utility businesses,” said Christopher M. Crane, Exelon’s president and CEO. “The nuclear capacity factor for the first six months of the year was nearly 95%. We maintained our constant focus on creating value and our commitment to financial discipline.”

Exelon also reaffirmed its full-year operating earnings guidance of $2.35 - $2.65 per share.

Second Quarter Operating Results

As shown in the table above, Exelon’s adjusted (non-GAAP) operating earnings declined to $0.53 per share in the second quarter of 2013 from $0.61 per share in the second quarter of 2012. Earnings in the second quarter of 2013 primarily reflected the following negative factors:

 

•

Lower energy margins at Generation, resulting from decreased capacity pricing related to the Reliability Pricing Model (RPM) for the PJM Interconnection, LLC (PJM) market, higher nuclear fuel costs, lower realized energy prices, and a reduction in load volumes;

 

1

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•

Higher operating and maintenance (O&M) expenses, including increased labor, contracting and materials costs;

 

•

Increased depreciation and amortization expense primarily due to ongoing capital expenditures; and

 

•

The impact of unfavorable weather at ComEd.

These factors were partially offset by:

 

•

Increased distribution revenue at ComEd due to recovery of increased costs and capital investment pursuant to the formula rate under the Energy Infrastructure Modernization Act (EIMA);

 

•

Merger O&M synergies; and

 

•

Favorable income taxes, primarily reflecting an increase in investment tax credit (ITC) benefit related to the AVSR solar project at Generation and a benefit for the gas property repairs deduction at PECO.

Adjusted (non-GAAP) operating earnings for the second quarter of 2013 do not include the following items (after tax) that were included in reported GAAP earnings:

 

		(in millions)				(per diluted share)
Exelon Adjusted (non-GAAP) Operating Earnings		$	454			$	0.53
Mark-to-Market Impact of Economic Hedging Activities			253				0.30
Unrealized Losses Related to Nuclear Decommissioning Trust (NDT) Fund Investments			(22	)			(0.03	)
Constellation Merger and Integration Costs			(15	)			(0.02	)
Amortization of Commodity Contract Intangibles			(115	)			(0.13	)
Amortization of the Fair Value of Certain Debt			4				—
Long-Lived Asset Impairment			(69	)			(0.08	)
Exelon GAAP Net Income (Loss)		$	490			$	0.57

Adjusted (non-GAAP) operating earnings for the second quarter of 2012 do not include the following items (after tax) that were included in reported GAAP earnings:

 

		(in millions)				(per diluted share)
Exelon Adjusted (non-GAAP) Operating Earnings		$	522			$	0.61
Mark-to-Market Impact of Economic Hedging Activities			123				0.15
Unrealized Losses Related to Nuclear Decommissioning Trust (NDT) Fund Investments			(19	)			(0.02	)
Plant Retirements and Divestitures			1				—
Constellation Merger and Integration Costs			(67	)			(0.08	)
Amortization of Commodity Contract Intangibles			(281	)			(0.33	)
Amortization of the Fair Value of Certain Debt			3				—
Non-cash Remeasurement of Deferred Income Taxes			4				—
Exelon GAAP Net Income (Loss)		$	286			$	0.33

 

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Second Quarter and Recent Highlights

 

•

Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station, produced 34,601 gigawatt-hours (GWh) in the second quarter of 2013, compared with 35,137 GWh in the second quarter of 2012. The output data excludes the units owned by Constellation Energy Nuclear Group LLC (CENG). Excluding Salem and the units owned by CENG, the Exelon-operated nuclear plants achieved a 92.8 percent capacity factor for the second quarter of 2013, compared with 93.4 percent for the second quarter of 2012. The number of planned refueling outage days totaled 47 in the second quarter of 2013 versus 51 days in the second quarter of 2012. The number of non-refueling outage days totaled 31 days in the second quarter of 2013, compared with 16 days in the second quarter of 2012.

 

•

Fossil and Renewables Operations: The dispatch match rate for Generation’s fossil and hydro fleet was 99.1 percent in the second quarter of 2013, compared with 93.7 percent in the second quarter of 2012. Energy capture for the wind and solar fleet was 92.4 percent in the second quarter of 2013, compared with 95.0 percent in the second quarter of 2012. Energy capture in the second quarter of 2013 was impacted by late season winter weather, outages, transmission constraints and economic dispatch.

 

•

Constellation Energy Nuclear Group (CENG) Operating Services Agreement: On July 29, 2013, Exelon, Generation and subsidiaries of Generation entered into a Master Agreement with Electricité de France, S.A. (EDF), a subsidiary of EDF, Constellation Energy Nuclear Group LLC (CENG), and subsidiaries of CENG. The Master Agreement contemplates that the parties will execute a series of additional agreements at a closing that will occur following the receipt of regulatory approvals and the satisfaction of other customary closing conditions. Exelon currently expects that the closing will occur during the first quarter or early second quarter of 2014.

Under the terms of the agreement, the CENG plant operating licenses will be transferred to Exelon; Exelon will integrate the CENG fleet under its management model; Exelon will lend $400 million to CENG to support a special dividend to EDF; and EDF will retain an option to sell its CENG stake to Exelon at fair market value between 2016 and 2022. For additional information, please see the Form 8-K that Exelon filed on July 30, 2013.

 

•

Nuclear License Renewals: On May 29, 2013, Exelon Generation filed license renewal applications with the Nuclear Regulatory Commission (NRC) for its Braidwood and Byron Generating Stations. The application filings begin a multiyear review by the NRC to extend the stations’ licenses to operate for another 20 years. Braidwood Units 1 and 2 currently are licensed to operate until 2026 and 2027, respectively. Byron Units 1 and 2 are licensed to operate until 2024 and 2026 respectively. A final NRC decision on the applications is expected in 2015.

 

•

Nuclear Uprates: On June 5, 2013, Exelon decided, based on market conditions, to cancel the previously deferred extended power uprate projects at the LaSalle County and Limerick Generating Stations. As a result of this decision, the costs for these projects previously capitalized in property, plant and equipment became impaired, and therefore, Exelon and Exelon Generation recorded in the second quarter of 2013 a pre-tax charge, including early contract termination costs, to operating and maintenance expense of $100 million. Management has excluded these charges from adjusted (non-GAAP) operating earnings.

 

•

Illinois Senate Bill 9: On May 22, 2013, the Illinois General Assembly overrode the governor’s veto of Senate Bill 9, which then became effective immediately. The enacted legislation clarifies that for ComEd’s distribution formula rate structure, a year-end rate base and capital structure should be used, a weighted average cost of capital return should be applied against the reconciliation and a return shall be allowed on the pension asset. These adjustments resulted in an increase in pre-tax earnings of $10 million in the second quarter of 2013. For full year 2013, the expected impact is an increase in pre-tax earnings of approximately $16 million.

 

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•

BGE Gas and Electric Distribution Rate Case: On May 17, 2013, BGE filed an application with the Maryland Public Service Commission (MDPSC) for increases of $101 million and $30 million to its electric and gas base rates, respectively. The requested rate of return on equity in the application is 10.50 percent for electric and 10.35 percent for gas. The MDPSC will determine any increase in rates after a seven-month proceeding with input from all interested parties. The new electric and gas distribution base rates are expected to take effect in mid December 2013.

 

•

Redemption of Junior Subordinated Debentures: On June 15, 2013, Exelon redeemed all of its outstanding Series A Junior Subordinated Debentures at a redemption price equal to 100 percent of the principal amount. The aggregate outstanding principal amount of the Debentures was $450 million and the annual interest rate was 8.625 percent.

 

•

Hedging Update: Exelon’s hedging program involves the hedging of commodity risk for Exelon’s expected generation, typically on a ratable basis over a three-year period. Expected generation represents the amount of energy estimated to be generated or purchased through owned or contracted-for capacity. The proportion of expected generation hedged as of June 30, 2013, is 96 percent to 99 percent for 2013, 78 percent to 81 percent for 2014, and 41 percent to 44 percent for 2015. The primary objective of Exelon’s hedging program is to manage market risks and protect the value of its generation and its investment-grade balance sheet, while preserving its ability to participate in improving long-term market fundamentals.

Operating Company Results

Generation consists of owned and contracted electric generating facilities and wholesale and retail customer supply of electric and natural gas products and services, including renewable energy products, risk management services and natural gas exploration and production activities.

 

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Second quarter 2013 GAAP net income was $330 million, compared with net income of $166 million in the second quarter of 2012. Adjusted (non-GAAP) operating earnings for the second quarter of 2013 and 2012 do not include various items (after tax) that were included in reported GAAP earnings. A reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Net Income (Loss) is in the table below:

 

($ millions)		2Q13				2Q12
Generation Adjusted (non-GAAP) Operating Earnings		$	273			$	399
Mark-to-Market Impact of Economic Hedging Activities			263				120
Unrealized Losses Related to NDT Fund Investments			(22	)			(19	)
Plant Retirements and Divestitures			—				1
Constellation Merger and Integration Costs			(12	)			(57	)
Amortization of Commodity Contract Intangibles			(115	)			(281	)
Amortization of the Fair Value of Certain Debt			4				3
Long-Lived Asset Impairment			(61	)			—
Generation GAAP Net Income (Loss)		$	330			$	166

Generation’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2013 decreased $126 million compared with the same quarter in 2012. This decrease primarily reflected:

 

•

Lower energy margins at Generation, resulting from decreased capacity pricing related to RPM for the PJM market, higher nuclear fuel costs, lower realized market prices, and a reduction in load volumes; and

 

•

Increased depreciation and amortization expense due to ongoing capital expenditures and the completion of wind and solar facilities placed in service in the second half of 2012 and in 2013.

These items were partially offset by favorable O&M expense. primarily driven by merger synergies and favorable income taxes driven by an increase in ITC benefits related to the AVSR solar project.

Generation’s average realized margin on all electric sales, including sales to affiliates and excluding trading activity, was $27.34 per megawatt-hour (MWh) in the second quarter of 2013, compared with $26.15 per MWh in the second quarter of 2012.

ComEd consists of electricity transmission and distribution operations in northern Illinois.

ComEd recorded GAAP net income of $96 million in the second quarter of 2013, compared with net income of $42 million in the second quarter of 2012. ComEd’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2013 were up $54 million from the same quarter in 2012, primarily due to the discrete impacts of the 2012 Distribution Formula Rate Order recorded in the second quarter of 2012 and increased distribution revenue due to recovery of increased costs and capital investment pursuant to the formula rate under EIMA.

For the second quarter of 2013, heating degree-days in the ComEd service territory were up 43.0 percent relative to the same period in 2012 and were 1.7 percent above normal. For the second quarter of 2013, cooling degree-days in the ComEd service territory were down 43.3 percent relative to the same period in 2012 and were 10.1 percent above normal. Total retail electric deliveries decreased 3.5 percent quarter over quarter.

Weather-normalized retail electric deliveries increased 1.0 percent in the second quarter of 2013 relative to 2012, reflecting increases in deliveries to small commercial and industrial

 

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(C&I) and residential customers offset by a decrease in deliveries to large C&I customers. For ComEd, weather had an unfavorable after-tax effect of $13 million on second quarter 2013 earnings relative to 2012 and a favorable after-tax effect of $1 million relative to normal weather.

PECO consists of electricity transmission and distribution operations and retail natural gas distribution operations in southeastern Pennsylvania.

PECO’s GAAP net income in the second quarter of 2013 was $72 million, compared with $79 million in the second quarter of 2012. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2013 and 2012 do not include various items (after tax) that were included in reported GAAP earnings. A reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Net Income is in the table below:

 

($ millions)		2Q13				2Q12
PECO Adjusted (non-GAAP) Operating Earnings		$	74			$	81
Constellation Merger and Integration Costs			(2	)			(2	)
PECO GAAP Net Income (Loss)		$	72			$	79

PECO’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2013 decreased $7 million from the same quarter in 2012, primarily due to higher operating and maintenance expense offset by favorable income taxes driven by benefit for the gas property repairs deduction.

For the second quarter of 2013, heating degree-days in the PECO service territory were up 24.9 percent relative to the same period in 2013 and were 9.1 percent below normal. For the second quarter of 2013, cooling degree-days in the PECO service territory were down 2.8 percent relative to the same period in 2012 and were 20.1 percent above normal. Total retail electric deliveries were flat quarter over quarter. On the gas side, deliveries in the second quarter of 2013 were up 6.7 percent from the second quarter of 2012.

Weather-normalized retail electric deliveries increased 0.8 percent in the second quarter of 2013 relative to 2012, reflecting an increase in deliveries to both small and large C&I customers offset by a decrease in deliveries to residential customers. Weather-normalized gas deliveries were up 1.8 percent in the second quarter of 2013. For PECO, weather had no impact on second quarter 2013 earnings relative to 2012 and a favorable after-tax effect of $2 million relative to normal weather.

BGE consists of electricity transmission and distribution operations and retail natural gas distribution operations in central Maryland.

 

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BGE’s GAAP net income in the second quarter of 2013 was $22 million, compared with $13 million in the second quarter of 2012. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2013 and 2012 do not include various items (after tax) that were included in reported GAAP earnings. A reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Net Income is in the table below:

 

($ millions)		2Q13				2Q12
BGE Adjusted (non-GAAP) Operating Earnings		$	23			$	14
Constellation Merger and Integration Costs			(1	)			(1	)
BGE GAAP Net Income (Loss)		$	22			$	13

BGE’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2013 increased $9 million from the same quarter in 2012, primarily due to higher electric and gas distribution rates. Due to revenue decoupling, BGE is not affected by actual weather with the exception of major storms.

Adjusted (non-GAAP) Operating Earnings

Adjusted (non-GAAP) operating earnings, which generally exclude significant one-time charges or credits that are not normally associated with ongoing operations, mark-to-market adjustments from economic hedging activities and unrealized gains and losses from NDT fund investments, are provided as a supplement to results reported in accordance with GAAP. Management uses such adjusted (non-GAAP) operating earnings measures internally to evaluate the company’s performance and manage its operations. Reconciliation of GAAP to adjusted (non-GAAP) operating earnings for historical periods is attached. Additional earnings release attachments, which include the reconciliation on pages 10 and 11 are posted on Exelon’s Web site: www.exeloncorp.com and have been furnished to the Securities and Exchange Commission on Form 8-K on July 31, 2013.

Cautionary Statements Regarding Forward-Looking Information

This news release contains certain 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 the forward-looking statements made by Exelon Corporation, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company and Exelon Generation Company, LLC (Registrants) include those factors discussed herein, as well as the items discussed in (1) Exelon’s 2012 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; (2) Exelon’s First Quarter 2013 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) Part I, Financial Information, ITEM 1. Financial Statements: Note 17; and (3) other factors discussed in filings with the SEC 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 news release. 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 news release.

# # #

Exelon Corporation is the nation’s leading competitive energy provider, with 2012 revenues of approximately $23.5 billion. Headquartered in Chicago, Exelon has operations and business activities in 47 states, the District of Columbia and Canada. Exelon is one of the largest competitive U.S. power generators, with approximately 35,000 megawatts of owned capacity comprising one of the nation’s cleanest and lowest-cost power generation fleets. The company’s Constellation business unit provides energy products and services to approximately 100,000 business and public sector customers and approximately 1 million residential customers. Exelon’s utilities deliver electricity and natural gas to more than 6.6 million customers in central Maryland (BGE), northern Illinois (ComEd) and southeastern Pennsylvania (PECO).

 

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Earnings Release Attachments

Table of Contents

 

Consolidating Statements of Operations - Three Months Ended June 30, 2013 and 2012			1
Consolidating Statements of Operations - Six Months Ended June 30, 2013 and 2012			2
Business Segment Comparative Statements of Operations - Generation and ComEd - Three and Six Months Ended June 30, 2013 and 2012			3
Business Segment Comparative Statements of Operations - PECO and BGE - Three and Six Months Ended June 30, 2013 and 2012			4
Business Segment Comparative Statements of Operations - Other - Three and Six Months Ended June 30, 2013 and 2012			5
Consolidated Balance Sheets - June 30, 2013 and December 31, 2012			6
Consolidated Statements of Cash Flows - Six Months Ended June 30, 2013 and 2012			7
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Three Months Ended June 30, 2013 and 2012			8
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Six Months Ended June 30, 2013 and 2012			9
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Three Months Ended June 30, 2013 and 2012			10
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Six Months Ended June 30, 2013 and 2012			11
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Generation - Three and Six Months Ended June 30, 2013 and 2012			12
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - ComEd - Three and Six Months Ended June 30, 2013 and 2012			13
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - PECO - Three and Six Months Ended June 30, 2013 and 2012			14
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - BGE - Three Months Ended June 30, 2013 and 2012, and Six Months Ended and March 12, 2012 through June 30, 2013 and 2012, respectively.			15
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Other - Three and Six Months Ended June 30, 2013 and 2012			16
Exelon Generation Statistics - Three Months Ended June 30, 2013, March 31, 2013, December 31, 2012, September 30, 2012 and June 30, 2012			17
Exelon Generation Statistics - Six Months Ended June 30, 2013 and 2012			18
ComEd Statistics - Three and Six Months Ended June 30, 2013 and 2012			19
PECO Statistics - Three and Six Months Ended June 30, 2013 and 2012			20
BGE Statistics - Three and Six Months Ended June 30, 2013 and 2012			21

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EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)

 

		Three Months Ended June 30, 2013
		Generation				ComEd				PECO				BGE				Other (a)				Exelon Consolidated
Operating revenues		$	4,070			$	1,080			$	672			$	653			$	(334	)		$	6,141
Operating expenses
Purchased power and fuel			1,946				248				258				288				(321	)			2,419
Operating and maintenance			1,189				359				181				160				3				1,892
Depreciation, amortization, accretion and depletion			210				170				56				82				15				533
Taxes other than income			101				71				39				54				6				271
Total operating expenses			3,446				848				534				584				(297	)			5,115
Equity in loss of unconsolidated affiliates			(21	)			—				—				—				—				(21	)
Operating income (loss)			603				232				138				69				(37	)			1,005
Other income and deductions
Interest expense			(93	)			(76	)			(28	)			(32	)			(23	)			(252	)
Other, net			(33	)			6				—				4				6				(17	)
Total other income and deductions			(126	)			(70	)			(28	)			(28	)			(17	)			(269	)
Income (loss) before income taxes			477				162				110				41				(54	)			736
Income taxes			149				66				32				16				(24	)			239
Net income (loss)			328				96				78				25				(30	)			497
Net income (loss) attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			(2	)			—				6				3				—				7
Net income (loss) on common stock		$	330			$	96			$	72			$	22			$	(30	)		$	490
		Three Months Ended June 30, 2012
		Generation				ComEd				PECO				BGE				Other (a)				Exelon Consolidated
Operating revenues		$	3,765			$	1,281			$	715			$	616			$	(411	)		$	5,966
Operating expenses
Purchased power and fuel			1,852				587				296				285				(414	)			2,606
Operating and maintenance			1,178				331				172				161				(1	)			1,841
Depreciation, amortization, accretion and depletion			204				152				54				71				13				494
Taxes other than income			90				69				42				47				6				254
Total operating expenses			3,324				1,139				564				564				(396	)			5,195
Equity in loss of unconsolidated affiliates			(57	)			—				—				—				—				(57	)
Operating income (loss)			384				142				151				52				(15	)			714
Other income and deductions
Interest expense			(85	)			(74	)			(31	)			(34	)			(32	)			(256	)
Other, net			(76	)			3				2				7				21				(43	)
Total other income and deductions			(161	)			(71	)			(29	)			(27	)			(11	)			(299	)
Income (loss) before income taxes			223				71				122				25				(26	)			415
Income taxes			58				29				42				9				(12	)			126
Net income (loss)			165				42				80				16				(14	)			289
Net income (loss) attributable to noncontrolling interests, preferred security dividends and preference stock dividends			(1	)			—				1				3				—				3
Net income (loss) on common stock		$	166			$	42			$	79			$	13			$	(14	)		$	286

 

(a)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities.

 

1

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EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)

 

		Six Months Ended June 30, 2013
		Generation				ComEd				PECO				BGE				Other (b)				Exelon Consolidated
Operating revenues		$	7,603			$	2,239			$	1,567			$	1,533			$	(719	)		$	12,223
Operating expenses
Purchased power and fuel			4,114				630				664				713				(721	)			5,400
Operating and maintenance			2,302				687				369				303				(5	)			3,656
Depreciation, amortization, accretion and depletion			424				337				113				175				27				1,076
Taxes other than income			194				145				80				109				20				548
Total operating expenses			7,034				1,799				1,226				1,300				(679	)			10,680
Equity in loss of unconsolidated affiliates			(30	)			—				—				—				—				(30	)
Operating income (loss)			539				440				341				233				(40	)			1,513
Other income and deductions
Interest expense			(176	)			(429	)			(57	)			(66	)			(148	)			(876	)
Other, net			95				11				3				9				37				155
Total other income and deductions			(81	)			(418	)			(54	)			(57	)			(111	)			(721	)
Income (loss) before income taxes			458				22				287				176				(151	)			792
Income taxes			148				8				87				70				(19	)			294
Net income (loss)			310				14				200				106				(132	)			498
Net income (loss) attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			(1	)			—				7				6				—				12
Net income (loss) on common stock		$	311			$	14			$	193			$	100			$	(132	)		$	486
		Six Months Ended June 30, 2012 (a)
		Generation				ComEd				PECO				BGE				Other (b)				Exelon Consolidated
Operating revenues		$	6,508			$	2,670			$	1,590			$	668			$	(780	)		$	10,656
Operating expenses
Purchased power and fuel			2,896				1,208				707				352				(792	)			4,371
Operating and maintenance			2,356				650				375				222				206				3,809
Depreciation, amortization, accretion and depletion			357				300				107				90				22				876
Taxes other than income			164				144				74				57				9				448
Total operating expenses			5,773				2,302				1,263				721				(555	)			9,504
Equity in loss of unconsolidated affiliates			(79	)			—				—				—				—				(79	)
Operating income (loss)			656				368				327				(53	)			(225	)			1,073
Other income and deductions
Interest expense			(138	)			(156	)			(62	)			(42	)			(53	)			(451	)
Other, net			103				7				5				8				29				152
Total other income and deductions			(35	)			(149	)			(57	)			(34	)			(24	)			(299	)
Income (loss) before income taxes			621				219				270				(87	)			(249	)			774
Income taxes			289				90				93				(38	)			(150	)			284
Net income (loss)			332				129				177				(49	)			(99	)			490
Net income (loss) attributable to noncontrolling interests, preferred security dividends and preference stock dividends			(2	)			—				2				4				—				4
Net income (loss) on common stock		$	334			$	129			$	175			$	(53	)		$	(99	)		$	486

 

(a)	Includes financial results for Constellation and BGE beginning on March 12, 2012, the date the merger was completed.

(b)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities.

 

2

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EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		Generation
		Three Months Ended June 30,												Six Months Ended June 30,
		2013				2012				Variance				2013				2012 (a)				Variance
Operating revenues		$	4,070			$	3,765			$	305			$	7,603			$	6,508			$	1,095
Operating expenses
Purchased power and fuel			1,946				1,852				94				4,114				2,896				1,218
Operating and maintenance			1,189				1,178				11				2,302				2,356				(54	)
Depreciation, amortization, accretion and depletion			210				204				6				424				357				67
Taxes other than income			101				90				11				194				164				30
Total operating expenses			3,446				3,324				122				7,034				5,773				1,261
Equity in loss of unconsolidated affiliates			(21	)			(57	)			36				(30	)			(79	)			49
Operating income			603				384				219				539				656				(117	)
Other income and deductions
Interest expense			(93	)			(85	)			(8	)			(176	)			(138	)			(38	)
Other, net			(33	)			(76	)			43				95				103				(8	)
Total other income and deductions			(126	)			(161	)			35				(81	)			(35	)			(46	)
Income before income taxes			477				223				254				458				621				(163	)
Income taxes			149				58				91				148				289				(141	)
Net income			328				165				163				310				332				(22	)
Net loss attributable to noncontrolling interests			(2	)			(1	)			(1	)			(1	)			(2	)			1
Net income on common stock		$	330			$	166			$	164			$	311			$	334			$	(23	)

 

(a)	Includes financial results for Constellation beginning on March 12, 2012, the date the merger was completed.

 

		ComEd
		Three Months Ended June 30,												Six Months Ended June 30,
		2013				2012				Variance				2013				2012				Variance
Operating revenues		$	1,080			$	1,281			$	(201	)		$	2,239			$	2,670			$	(431	)
Operating expenses
Purchased power			248				587				(339	)			630				1,208				(578	)
Operating and maintenance			359				331				28				687				650				37
Depreciation and amortization			170				152				18				337				300				37
Taxes other than income			71				69				2				145				144				1
Total operating expenses			848				1,139				(291	)			1,799				2,302				(503	)
Operating income			232				142				90				440				368				72
Other income and deductions
Interest expense			(76	)			(74	)			(2	)			(429	)			(156	)			(273	)
Other, net			6				3				3				11				7				4
Total other income and deductions			(70	)			(71	)			1				(418	)			(149	)			(269	)
Income before income taxes			162				71				91				22				219				(197	)
Income taxes			66				29				37				8				90				(82	)
Net income		$	96			$	42			$	54			$	14			$	129			$	(115	)

 

3

---

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		PECO
		Three Months Ended June 30,												Six Months Ended June 30,
		2013				2012				Variance				2013				2012				Variance
Operating revenues		$	672			$	715			$	(43	)		$	1,567			$	1,590			$	(23	)
Operating expenses
Purchased power and fuel			258				296				(38	)			664				707				(43	)
Operating and maintenance			181				172				9				369				375				(6	)
Depreciation and amortization			56				54				2				113				107				6
Taxes other than income			39				42				(3	)			80				74				6
Total operating expenses			534				564				(30	)			1,226				1,263				(37	)
Operating income			138				151				(13	)			341				327				14
Other income and deductions
Interest expense			(28	)			(31	)			3				(57	)			(62	)			5
Other, net			—				2				(2	)			3				5				(2	)
Total other income and deductions			(28	)			(29	)			1				(54	)			(57	)			3
Income before income taxes			110				122				(12	)			287				270				17
Income taxes			32				42				(10	)			87				93				(6	)
Net income			78				80				(2	)			200				177				23
Preferred security dividends and redemption			6				1				5				7				2				5
Net income on common stock		$	72			$	79			$	(7	)		$	193			$	175			$	18
		BGE
		Three Months Ended June 30,												Six Months Ended June 30,
		2013				2012				Variance				2013				2012 (a)				Variance
Operating revenues		$	653			$	616			$	37			$	1,533			$	668			$	865
Operating expenses
Purchased power and fuel			288				285				3				713				352				361
Operating and maintenance			160				161				(1	)			303				222				81
Depreciation and amortization			82				71				11				175				90				85
Taxes other than income			54				47				7				109				57				52
Total operating expenses			584				564				20				1,300				721				579
Operating income (loss)			69				52				17				233				(53	)			286
Other income and deductions
Interest expense			(32	)			(34	)			2				(66	)			(42	)			(24	)
Other, net			4				7				(3	)			9				8				1
Total other income and deductions			(28	)			(27	)			(1	)			(57	)			(34	)			(23	)
Income (loss) before income taxes			41				25				16				176				(87	)			263
Income taxes			16				9				7				70				(38	)			108
Net income (loss)			25				16				9				106				(49	)			155
Preference stock dividends			3				3				—				6				4				2
Net income (loss) on common stock		$	22			$	13			$	9			$	100			$	(53	)		$	153

 

(a)	Includes financial results for BGE beginning on March 12, 2012, the date the merger was completed.

 

4

---

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		Other (a)
		Three Months Ended June 30,												Six Months Ended June 30,
		2013				2012				Variance				2013				2012 (b)				Variance
Operating revenues		$	(334	)		$	(411	)		$	77			$	(719	)		$	(780	)		$	61
Operating expenses
Purchased power and fuel			(321	)			(414	)			93				(721	)			(792	)			71
Operating and maintenance			3				(1	)			4				(5	)			206				(211	)
Depreciation and amortization			15				13				2				27				22				5
Taxes other than income			6				6				—				20				9				11
Total operating expenses			(297	)			(396	)			99				(679	)			(555	)			(124	)
Operating loss			(37	)			(15	)			(22	)			(40	)			(225	)			185
Other income and deductions
Interest expense			(23	)			(32	)			9				(148	)			(53	)			(95	)
Other, net			6				21				(15	)			37				29				8
Total other income and deductions			(17	)			(11	)			(6	)			(111	)			(24	)			(87	)
Loss before income taxes			(54	)			(26	)			(28	)			(151	)			(249	)			98
Income taxes			(24	)			(12	)			(12	)			(19	)			(150	)			131
Net loss		$	(30	)		$	(14	)		$	(16	)		$	(132	)		$	(99	)		$	(33	)

 

(a)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities.

(b)	Includes financial results for Constellation and BGE beginning on March 12, 2012, the date the merger was completed.

 

5

---

EXELON CORPORATION

Consolidated Balance Sheets

(in millions)

 

		June 30, 2013				December 31, 2012
		(unaudited)
ASSETS
Current assets
Cash and cash equivalents		$	956			$	1,411
Cash and cash equivalents of variable interest entities			35				75
Restricted cash and investments			61				86
Restricted cash and investments of variable interest entities			53				47
Accounts receivable, net
Customer			2,609				2,795
Other			1,224				1,141
Accounts receivable, net, variable interest entities			252				292
Mark-to-market derivative assets			845				938
Unamortized energy contract assets			573				886
Inventories, net
Fossil fuel			214				246
Materials and supplies			805				768
Deferred income taxes			288				131
Regulatory assets			804				764
Other			690				560
Total current assets			9,409				10,140
Property, plant and equipment, net			45,994				45,186
Deferred debits and other assets
Regulatory assets			6,519				6,497
Nuclear decommissioning trust funds			7,463				7,248
Investments			1,171				1,184
Investments in affiliates			22				22
Investment in CENG			1,876				1,849
Goodwill			2,625				2,625
Mark-to-market derivative assets			772				937
Unamortized energy contracts assets			856				1,073
Pledged assets for Zion Station decommissioning			538				614
Other			1,175				1,186
Total deferred debits and other assets			23,017				23,235
Total assets		$	78,420			$	78,561
Liabilities and shareholders’ equity
Current liabilities
Short-term borrowings		$	662			$	—
Short-term notes payable - accounts receivable agreement			210				210
Long-term debt due within one year			1,944				975
Long-term debt due within one year of variable interest entities			87				72
Accounts payable			2,210				2,446
Accounts payable of variable interest entities			147				202
Accrued expenses			1,382				1,800
Deferred income taxes			45				58
Regulatory liabilities			357				368
Mark-to-market derivative liabilities			147				352
Unamortized energy contract liabilities			360				455
Other			823				853
Total current liabilities			8,374				7,791
Long-term debt			16,121				17,190
Long-term debt to financing trusts			648				648
Long-term debt of variable interest entities			449				508
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits			11,519				11,551
Asset retirement obligations			5,202				5,074
Pension obligations			3,164				3,428
Non-pension postretirement benefit obligations			2,706				2,662
Spent nuclear fuel obligation			1,020				1,020
Regulatory liabilities			4,044				3,981
Mark-to-market derivative liabilities			178				281
Unamortized energy contract liabilities			399				528
Payable for Zion Station decommissioning			373				432
Other			2,635				1,650
Total deferred credits and other liabilities			31,240				30,607
Total liabilities			56,832				56,744
Commitments and contingencies
Preferred securities of subsidiary			—				87
Shareholders’ equity
Common stock			16,693				16,632
Treasury stock, at cost			(2,327	)			(2,327	)
Retained earnings			9,660				9,893
Accumulated other comprehensive loss, net			(2,673	)			(2,767	)
Total shareholders’ equity			21,353				21,431
BGE preference stock not subject to mandatory redemption			193				193
Noncontrolling interest			42				106
Total equity			21,588				21,730
Total liabilities and shareholders’ equity		$	78,420			$	78,561

 

6

---

EXELON CORPORATION

Consolidated Statements of Cash Flows

(unaudited)

(in millions)

 

		Six Months Ended
		June 30,
		2013				2012 (a)
Cash flows from operating activities
Net income		$	498				490
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization, depletion and accretion, including nuclear fuel and energy contract amortization			1,972				1,895
Deferred income taxes and amortization of investment tax credits			(468	)			227
Net fair value changes related to derivatives			(28	)			(323	)
Net realized and unrealized gains on nuclear decommissioning trust fund investments			(27	)			(70	)
Other non-cash operating activities			576				959
Changes in assets and liabilities:
Accounts receivable			131				414
Inventories			(18	)			45
Accounts payable, accrued expenses and other current liabilities			(583	)			(1,063	)
Option premiums paid, net			(10	)			(108	)
Counterparty collateral (posted) received, net			(259	)			451
Income taxes			705				259
Pension and non-pension postretirement benefit contributions			(284	)			(90	)
Other assets and liabilities			133				(373	)
Net cash flows provided by operating activities			2,338				2,713
Cash flows from investing activities
Capital expenditures			(2,518	)			(2,800	)
Proceeds from nuclear decommissioning trust fund sales			1,448				5,371
Investment in nuclear decommissioning trust funds			(1,565	)			(5,483	)
Cash and restricted cash acquired from Constellation			—				964
Proceeds from sales of investments			4				12
Purchases of investments			(3	)			(5	)
Change in restricted cash			22				(15	)
Other investing activities			63				(12	)
Net cash flows used in investing activities			(2,549	)			(1,968	)
Cash flows from financing activities
Changes in short-term debt			662				179
Issuance of long-term debt			509				850
Retirement of long-term debt			(616	)			(649	)
Redemption of preferred securities			(93	)			—
Dividends paid on common stock			(716	)			(773	)
Dividends paid to former Constellation shareholders			—				(51	)
Proceeds from employee stock plans			32				42
Other financing activities			(62	)			(10	)
Net cash flows used in financing activities			(284	)			(412	)
(Decrease) increase in cash and cash equivalents			(495	)			333
Cash and cash equivalents at beginning of period			1,486				1,016
Cash and cash equivalents at end of period		$	991			$	1,349

 

(a)	Includes financial results for Constellation and BGE beginning on March 12, 2012, the date the merger was completed.

 

7

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations

(unaudited)

(in millions, except per share data)

 

		Three Months Ended June 30, 2013												Three Months Ended June 30, 2012
										Adjusted												Adjusted
		GAAP (a)				Adjustments				Non-GAAP				GAAP (a)				Adjustments				Non-GAAP
Operating revenues		$	6,141			$	(259	)(b),(c)		$	5,882			$	5,966			$	412	(b),(c),(h)		$	6,378
Operating expenses
Purchased power and fuel			2,419				(9	)(b),(c)			2,410				2,606				262	(b),(c),(h)			2,868
Operating and maintenance			1,892				(133	)(d),(e)			1,759				1,841				(101	)(d),(h)			1,740
Depreciation, amortization, accretion and depletion			533				(1	)(d)			532				494				(14	)(d),(h)			480
Taxes other than income			271				—				271				254				(2	)(h)			252
Total operating expenses			5,115				(143	)			4,972				5,195				145				5,340
Equity in loss of unconsolidated affiliates			(21	)			21	(c)			—				(57	)			52	(c),(d)			(5	)
Operating income			1,005				(95	)			910				714				319				1,033
Other income and deductions
Interest expense			(252	)			4	(e),(f)			(248	)			(256	)			(5	)(f)			(261	)
Other, net			(17	)			57	(d),(f),(g)			40				(43	)			105	(d),(g),(h)			62
Total other income and deductions			(269	)			61				(208	)			(299	)			100				(199	)
Income before income taxes			736				(34	)			702				415				419				834
Income taxes			239				2	(b),(c),(d),(e),(f),(g)			241				126				183	(b),(c),(d),(f),(g),(h),(i)			309
Net income			497				(36	)			461				289				236				525
Net income attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			7				—				7				3				—				3
Net income on common stock		$	490			$	(36	)		$	454			$	286			$	236			$	522
Effective tax rate			32.5	%							34.3	%			30.4	%							37.1	%
Earnings per average common share
Basic		$	0.57			$	(0.04	)		$	0.53			$	0.34			$	0.28			$	0.62
Diluted		$	0.57			$	(0.04	)		$	0.53			$	0.33			$	0.28			$	0.61
Average common shares outstanding
Basic			856								856				853								853
Diluted			860								860				856								856
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
Mark-to-market impact of economic hedging activities (b)						$	(0.30	)										$	(0.15	)
Amortization of commodity contract intangibles (c)							0.13												0.33
Constellation merger and integration costs (d)							0.02												0.08
Long-lived asset impairment (e)							0.08												—
Amortization of the fair value of certain debt (f)							—												—
Unrealized losses related to NDT fund investments (g)							0.03												0.02
Plant retirements and divestitures (h)							—												—
Non-cash remeasurement of deferred income taxes (i)							—												—
Total adjustments						$	(0.04	)										$	0.28

 

(a)	Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)	Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(c)	Adjustment to exclude the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value at the merger date.

(d)	Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies.

(e)	Adjustment to exclude a 2013 charge to earnings primarily related to Generation’s cancellation of previously capitalized nuclear uprate projects.

(f)	Adjustment to exclude the non-cash amortization of certain debt recorded at fair value at the merger date, which was retired in the second quarter of 2013.

(g)	Adjustment to exclude the unrealized losses on NDT fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements.

(h)	Adjustment to exclude the impacts associated with the sale or retirement of generating stations.

(i)	Adjustment to exclude the non-cash impacts of the remeasurement of state deferred income taxes as a result of the merger.

 

8

---

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations

(unaudited)

(in millions, except per share data)

 

		Six Months Ended June 30, 2013												Six Months Ended June 30, 2012 (a)
										Adjusted												Adjusted
		GAAP (b)				Adjustments				Non-GAAP				GAAP (b)				Adjustments				Non-GAAP
Operating revenues		$	12,223			$	552	(c),(d)		$	12,775			$	10,656			$	559	(c),(d),(e),(k)		$	11,215
Operating expenses
Purchased power and fuel			5,400				244	(c),(d)			5,644				4,371				262	(c),(d),(e),(f)			4,633
Operating and maintenance			3,656				(170	)(e),(f),(g)			3,486				3,809				(673	)(d),(e),(f),(k),(l),(m)			3,136
Depreciation, amortization, accretion and depletion			1,076				(2	)(f)			1,074				876				(30	)(e),(f)			846
Taxes other than income			548				—				548				448				(1	)(e),(k)			447
Total operating expenses			10,680				72				10,752				9,504				(442	)			9,062
Equity in earnings (loss) of unconsolidated affiliates			(30	)			39	(d)			9				(79	)			60	(d),(f)			(19	)
Operating income			1,513				519				2,032				1,073				1,061				2,134
Other income and deductions
Interest expense			(876	)			371	(f),(g),(h),(i)			(505	)			(451	)			(6	)(i)			(457	)
Other, net			155				(53	)(e),(f),(j),(i)			102				152				(14	)(e),(f),(j)			138
Total other income and deductions			(721	)			318				(403	)			(299	)			(20	)			(319	)
Income before income taxes			792				837				1,629				774				1,041				1,815
Income taxes			294				267	(c),(d),(e),(f),(g),(h),(i),(j)			561				284				402	(c),(d),(e),(f),(i),(j),(k),(l),(m),(n)			686
Net income			498				570				1,068				490				639				1,129
Net income attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			12				—				12				4				—				4
Net income on common stock		$	486			$	570			$	1,056			$	486			$	639			$	1,125
Effective tax rate			37.1	%							34.4	%			36.7	%							37.8	%
Earnings per average common share
Basic		$	0.57			$	0.67			$	1.24			$	0.62			$	0.82			$	1.44
Diluted		$	0.57			$	0.66			$	1.23			$	0.62			$	0.82			$	1.44
Average common shares outstanding
Basic			856								856				779								779
Diluted			859								859				781								781
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
Mark-to-market impact of economic hedging activities (c)						$	(0.02	)										$	(0.21	)
Amortization of commodity contract intangibles (d)							0.27												0.46
Plant retirements and divestitures (e)							(0.02	)											0.01
Constellation merger and integration costs (f)							0.05												0.23
Long-lived asset impairment (g)							0.10												—
Remeasurement of like-kind exchange tax position (h)							0.31												—
Amortization of the fair value of certain debt (i)							(0.01	)											—
Unrealized (gains) related to NDT fund investments (j)							(0.02	)											(0.02	)
Maryland commitments (k)							—												0.29
FERC settlement (l)							—												0.22
Other acquisition costs (m)							—												—
Non-cash remeasurement of deferred income taxes (n)							—												(0.16	)
Total adjustments						$	0.66											$	0.82

 

(a)	For the six months ended June 31, 2012, includes financial results for Constellation and BGE beginning on March 12, 2012, the date the merger was completed.

(b)	Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(c)	Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(d)	Adjustment to exclude the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value at the merger date.

(e)	Adjustment to exclude the impacts associated with the sale or retirement of generating stations.

(f)

Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies, partially offset in 2013 by a one-time benefit pursuant to the February 22, 2013 order for BGE’s 2012 Maryland electric and natural gas distribution rates case for the recovery of previously incurred integration costs.

(g)	Adjustment to exclude a 2013 charge to earnings primarily related to Generation’s cancellation of previously capitalized nuclear uprate projects.

(h)	Adjustment to exclude a non-cash charge to earnings resulting from the first quarter 2013 remeasurement of a like-kind exchange tax position taken on ComEd’s 1999 sale of fossil generating assets.

(i)	Adjustment to exclude the non-cash amortization of certain debt recorded at fair value at the merger date, which was retired in the second quarter of 2013.

(j)	Adjustment to exclude the unrealized gains on NDT fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements.

(k)	Adjustment to exclude costs incurred as part of the Maryland order approving the merger transaction.

(l)	Adjustment to exclude costs associated with a March 2012 settlement with the FERC to resolve a dispute related to Constellation’s prior period hedging and risk management transactions.

(m)	Adjustment to exclude certain costs associated with various acquisitions.

(n)	Adjustment to exclude the non-cash impacts of the remeasurement of state deferred income taxes as a result of the merger.

 

9

---

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating

Earnings to GAAP Earnings (in millions)

Three Months Ended June 30, 2013 and 2012

 

		Exelon
		Earnings per
		Diluted Share				Generation				ComEd				PECO				BGE				Other (a)				Exelon
2012 GAAP Earnings (Loss)		$	0.33			$	166			$	42			$	79			$	13			$	(14	)		$	286
2012 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			(0.15	)			(120	)			—				—				—				(3	)			(123	)
Unrealized Losses Related to NDT Fund Investments (1)			0.02				19				—				—				—				—				19
Plant Retirements and Divestitures (2)			—				(1	)			—				—				—				—				(1	)
Constellation Merger and Integration Costs (3)			0.08				57				—				2				1				7				67
Amortization of Commodity Contract Intangibles (4)			0.33				281				—				—				—				—				281
Amortization of the Fair Value of Certain Debt (5)			—				(3	)			—				—				—				—				(3	)
Non-Cash Remeasurement of Deferred Income Taxes (6)			—				—				—				—				—				(4	)			(4	)
2012 Adjusted (non-GAAP) Operating Earnings (Loss)			0.61				399				42				81				14				(14	)			522
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market:
Nuclear Volume (7)			(0.01	)			(9	)			—				—				—				—				(9	)
Nuclear Fuel Costs (8)			(0.01	)			(7	)			—				—				—				—				(7	)
Capacity Pricing (9)			(0.02	)			(13	)			—				—				—				—				(13	)
Market and Portfolio Conditions (10)			(0.11	)			(101	)			—				—				—				—				(101	)
ComEd, PECO and BGE Margins:
Weather			(0.02	)			—				(13	)			—				—	(b)			—				(13	)
Load			—				—				3				(2	)			—	(b)			—				1
Discrete Impacts of the 2012 Distribution Formula Rate Order (11)			0.07				—				59				—				—				—				59
Other Energy Delivery (12)			0.06				—				33				(2	)			21				—				52
Operating and Maintenance Expense:
Labor, Contracting and Materials (13)			(0.02	)			3				(6	)			(9	)			(5	)			—				(17	)
Planned Nuclear Refueling Outages			—				(1	)			—				—				—				—				(1	)
Pension and Non-Pension Postretirement Benefits (14)			—				—				(3	)			2				(1	)			1				(1	)
Other Operating and Maintenance (15)			0.01				8				(8	)			—				5				—				5
Depreciation and Amortization Expense (16)			(0.04	)			(13	)			(11	)			(1	)			(7	)			—				(32	)
Equity in Earnings of Unconsolidated Affiliates (17)			—				3				—				—				—				—				3
Income Taxes (18)			0.03				12				—				7				—				5				24
Interest Expense, Net			—				—				(1	)			1				1				(1	)			—
Other (19)			(0.01	)			(8	)			1				3				(5	)			(3	)			(12	)
Preferred Securities Redemption (20)			(0.01	)			—				—				(6	)			—				—				(6	)
2013 Adjusted (non-GAAP) Operating Earnings (Loss)			0.53				273				96				74				23				(12	)			454
2013 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.30				263				—				—				—				(10	)			253
Unrealized Losses Related to NDT Fund Investments (1)			(0.03	)			(22	)			—				—				—				—				(22	)
Constellation Merger and Integration Costs (3)			(0.02	)			(12	)			—				(2	)			(1	)			—				(15	)
Amortization of Commodity Contract Intangibles (4)			(0.13	)			(115	)			—				—				—				—				(115	)
Amortization of the Fair Value of Certain Debt (5)			—				4				—				—				—				—				4
Long-Lived Asset Impairment (21)			(0.08	)			(61	)			—				—				—				(8	)			(69	)
2013 GAAP Earnings (Loss)		$	0.57			$	330			$	96			$	72			$	22			$	(30	)		$	490

 

(a)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities.

(b)	As approved by the Maryland PSC, BGE records a monthly adjustment to rates for residential and the majority of its commercial and industrial customers to eliminate the effect of abnormal weather and usage patterns per customer on distribution volumes.

(1)	Reflects the impact of unrealized losses on NDT fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements.

(2)	Reflects the impacts associated with the sale or retirement of generating stations.

(3)	Reflects certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies.

(4)	Represents the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value at the merger date.

(5)	Represents the non-cash amortization of certain debt recorded at fair value at the merger date, which was retired in the second quarter of 2013.

(6)	Reflects the non-cash impacts of the remeasurement of state deferred income taxes as a result of the merger.

(7)	Primarily reflects the impact of increased planned and unplanned nuclear outage days in 2013, including Salem but excluding Constellation Energy Nuclear Group, LLC (CENG).

(8)	Primarily reflects the impact of higher nuclear fuel prices during the amortization period, excluding CENG.

(9)	Primarily reflects the impact of decreased capacity prices related to the Reliability Pricing Model (RPM) for the PJM Interconnection, LLC (PJM) market.

(10)	Primarily reflects the impact of decreased realized energy prices and decreased load served.

(11)	Reflects the impacts on distribution revenues recorded prior to March 31, 2012, pursuant to the May 2012 order issued by the Illinois Commerce Commission (ICC) on the 2011 performance based formula rate proceeding under the Energy Infrastructure Modernization Act (EIMA).

(12)

For ComEd, primarily reflects increased distribution revenue due to recovery of increased costs and capital investment pursuant to the formula rate under EIMA and increased distribution revenue as a result of the May 2013 enactment of Senate Bill 9. For BGE, includes increased distribution revenue pursuant to the February 22, 2013 order for BGE’s 2012 Maryland electric and natural gas distribution rates case and increased cost recovery for energy efficiency and demand response programs (primarily offset in depreciation and amortization expense).

(13)	Primarily reflects the impacts of inflation across all operating companies, increased EIMA contracting costs at ComEd, offset in part by realized merger synergies at Generation.

(14)

Primarily reflects the impact of lower actuarially assumed discount rates for 2013, partially offset by favorable 2012 asset return experience relative to expectations, and certain 2012 OPEB plan design changes and positive claims experience in 2012. At PECO, also reflects the end of OPEB transition cost amortization in 2012.

(15)	Primarily reflects the impact of merger synergy savings for Exelon’s corporate operations and shared service entities, offset in part by the timing of nuclear refueling outage costs related to Generation’s ownership interest in Salem and increased storm costs in the ComEd service territory.

(16)

Primarily reflects increased depreciation expense across the operating companies for ongoing capital expenditures. For Generation, also reflects the completion of wind and solar facilities placed in service in the second half of 2012 and in 2013. For ComEd and BGE, also reflects increased regulatory asset amortization related to higher manufactured gas plant (MGP) remediation expenditures and higher costs for energy efficiency and demand response programs (primarily offset by increased other energy delivery revenues), respectively.

(17)	Primarily reflects equity in earnings in CENG, partially offset by the non-cash amortization of the fair value basis difference recorded at the merger date.

(18)	At Generation, primarily reflects an increase in investment tax credit benefits related to the AVSR solar project. At PECO, primarily reflects a benefit for the gas property repairs deduction.

(19)	For Generation, primarily reflects increased real estate taxes and higher realized NDT fund gains in 2012.

(20)	Reflects the impact of the preferred securities redemption at PECO in the second quarter of 2013.

(21)	Reflects a 2013 charge to earnings primarily related to the cancellation of previously capitalized nuclear uprate projects.

 

10

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EXELON CORPORATION (a)

Reconciliation of Adjusted (non-GAAP) Operating

Earnings to GAAP Earnings (in millions)

Six Months Ended June 30, 2013 and 2012

 

		Exelon
		Earnings per
		Diluted Share				Generation				ComEd				PECO				BGE				Other (b)				Exelon
2012 GAAP Earnings (Loss)		$	0.62			$	334			$	129			$	175			$	(53	)		$	(99	)		$	486
2012 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			(0.21	)			(157	)			—				—				—				(10	)			(167	)
Unrealized Gains Related to NDT Fund Investments (1)			(0.02	)			(17	)			—				—				—				—				(17	)
Plant Retirements and Divestitures (2)			0.01				7				—				—				—				—				7
Constellation Merger and Integration Costs (3)			0.23				102				1				7				2				68				180
Maryland Commitments (4)			0.29				22				—				—				83				122				227
Amortization of Commodity Contract Intangibles (5)			0.46				358				—				—				—				—				358
Amortization of the Fair Value of Certain Debt (6)			—				(3	)			—				—				—				—				(3	)
FERC Settlement (7)			0.22				172				—				—				—				—				172
Non-Cash Remeasurement of Deferred Income Taxes (8)			(0.16	)			(13	)			—				—				—				(108	)			(121	)
Other Acquisition Costs			—				3				—				—				—				—				3
2012 Adjusted (non-GAAP) Operating Earnings (Loss)			1.44				808				130				182				32				(27	)			1,125
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market:
Nuclear Volume			—				3				—				—				—				—				3
Nuclear Fuel Costs (9)			(0.03	)			(23	)			—				—				—				—				(23	)
Capacity Pricing (10)			(0.05	)			(42	)			—				—				—				—				(42	)
Market and Portfolio Conditions (11)			0.07				56				—				—				—				—				56
ComEd, PECO and BGE Margins:
Weather			0.03				—				(2	)			29				—	(c)			—				27
Load			—				—				1				(4	)			—	(c)			—				(3	)
Discrete Impacts of the 2012 Distribution Formula Rate Order (12)			0.06				—				52				—				—				—				52
Other Energy Delivery (13)			0.30				—				36				(13	)			234				—				257
Operating and Maintenance Expense:
Labor, Contracting and Materials (14)			(0.19	)			(95	)			(15	)			(6	)			(45	)			—				(161	)
Planned Nuclear Refueling Outages (15)			0.02				15				—				—				—				—				15
Pension and Non-Pension Postretirement Benefits (16)			(0.01	)			(4	)			(7	)			4				(5	)			2				(10	)
Other Operating and Maintenance (17)			(0.07	)			(46	)			(1	)			3				(21	)			1				(64	)
Depreciation and Amortization Expense (18)			(0.16	)			(62	)			(22	)			(4	)			(51	)			(2	)			(141	)
Equity in Earnings of Unconsolidated Affiliates (19)			0.02				18				—				—				—				—				18
Income Taxes (20)			0.07				43				2				12				(3	)			7				61
Interest Expense, Net (21)			(0.03	)			(21	)			8				3				(14	)			(5	)			(29	)
Other (22)			(0.10	)			(41	)			3				(4	)			(31	)			(6	)			(79	)
Preferred Securities Redemption (23)			(0.01	)			—				—				(6	)			—				—				(6	)
Share Differential (24)			(0.13	)			—				—				—				—				—				—
2013 Adjusted (non-GAAP) Operating Earnings (Loss)			1.23				609				185				196				96				(30	)			1,056
2013 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.02				16				—				—				—				2				18
Unrealized Gains Related to NDT Fund Investments (1)			0.02				14				—				—				—				—				14
Plant Retirements and Divestitures (2)			0.02				13				—				—				—				—				13
Constellation Merger and Integration Costs (3)			(0.05	)			(41	)			—				(3	)			4				(3	)			(43	)
Amortization of Commodity Contract Intangibles (5)			(0.27	)			(232	)			—				—				—				—				(232	)
Amortization of the Fair Value of Certain Debt (6)			0.01				7				—				—				—				—				7
Remeasurement of Like-Kind Exchange Tax Position (25)			(0.31	)			—				(171	)			—				—				(94	)			(265	)
Long-Lived Asset Impairment (26)			(0.10	)			(75	)			—				—				—				(7	)			(82	)
2013 GAAP Earnings (Loss)		$	0.57			$	311			$	14			$	193			$	100			$	(132	)		$	486

 

(a)

For the six months ended June 30, 2012, includes financial results for Constellation and BGE beginning on March 12, 2012, the date the merger was completed. Therefore, the results of operations from 2013 and 2012 are not comparable for Generation, BGE, Other and Exelon. The explanations below identify any other significant or unusual items affecting the results of operations.

(b)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities.

(c)	As approved by the Maryland PSC, BGE records a monthly adjustment to rates for residential and the majority of its commercial and industrial customers to eliminate the effect of abnormal weather and usage patterns per customer on distribution volumes.

(1)	Reflects the impact of unrealized gains on NDT fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements.

(2)	Reflects the impacts associated with the sale or retirement of generating stations.

(3)

Reflects certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies, partially offset in 2013 by a one-time benefit pursuant to the February 22, 2013 order for BGE’s 2012 Maryland electric and natural gas distribution rates case for the recovery of previously incurred integration costs.

(4)	Reflects costs incurred as part of the Maryland order approving the merger transaction.

(5)	Represents the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value at the merger date.

(6)	Represents the non-cash amortization of certain debt recorded at fair value at the merger date, which was retired in the second quarter of 2013.

(7)	Reflects costs incurred as part of a March 2012 settlement with the FERC to resolve a dispute related to Constellation’s prior period hedging and risk management transactions.

(8)	Reflects the non-cash impacts of the remeasurement of state deferred income taxes, primarily as a result of the merger.

(9)	Primarily reflects the impact of higher nuclear fuel prices during the amortization period, excluding CENG.

(10)	Primarily reflects the impact of decreased capacity prices related to the RPM for the PJM market, partially offset by the inclusion of Constellation’s financial results for the full period in 2013.

(11)	Primarily reflects the inclusion of Constellation’s financial results for the full period in 2013, partially offset by the impact of decreased realized energy prices and decreased load served.

(12)	Reflects the impacts on distribution revenues recorded prior to December 31, 2011, pursuant to the May 2012 order issued by the ICC on the 2011 performance based formula rate proceeding under EIMA.

(13)

For ComEd, primarily reflects increased distribution revenue due to recovery of increased costs and capital investment pursuant to the formula rate under EIMA and increased distribution revenue as a result of the May 2013 enactment of Senate Bill 9. For PECO, primarily reflects the customer refund in 2013 of the tax cash benefit related to gas property distribution repairs (completely offset in income taxes) and a decrease in gross receipts tax revenue (completely offset in taxes other than income). For BGE, primarily reflects the inclusion of results for the full period in 2013, which includes increased distribution revenue pursuant to the February 22, 2013 order for BGE’s 2012 Maryland electric and natural gas distribution rates case and increased cost recovery for energy efficiency and demand response programs (primarily offset in depreciation and amortization expense).

(14)	Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013, the impacts of inflation across all operating companies and increased EIMA contracting costs at ComEd, offset in part by the impact of realized merger synergies at Generation.

(15)	Primarily reflects the impact of decreased planned nuclear refueling outage days in 2013, excluding Salem and CENG.

(16)

Primarily reflects the impact of lower actuarially assumed discount rates for 2013, partially offset by favorable 2012 asset return experience relative to expectations, and certain 2012 OPEB plan design changes and positive claims experience in 2012. At PECO, also reflects the end of OPEB transition cost amortization in 2012.

(17)	Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013. Also reflects the impact of timing of nuclear refueling outage costs related to Generation’s ownership interest in Salem.

(18)

Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013 and increased depreciation expense across the operating companies for ongoing capital expenditures. For Generation, also reflects the completion of wind and solar facilities placed in service in the second half of 2012 and in 2013, and the non-cash amortization of intangible assets primarily related to the trade name and retail relationships recorded at fair value at the merger date. For ComEd and BGE, also reflects increased regulatory asset amortization related to higher MGP remediation expenditures and higher costs for energy efficiency and demand response programs (primarily offset by increased other energy delivery revenues), respectively.

(19)	Primarily reflects equity in earnings in CENG, partially offset by the non-cash amortization of the fair value basis difference recorded at the merger date.

(20)	At Generation, primarily reflects an increase in investment tax credit benefits related to the AVSR solar project. At PECO, primarily reflects a benefit for the gas property repairs deduction.

(21)

Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013. For Generation, also reflects the impact of higher interest expense due to higher outstanding debt during 2013. For ComEd, primarily reflects lower interest expense related to the 1999-2001 IRS settlement.

(22)	Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013. For PECO, primarily reflects the impact of a 2012 sales and use tax reserve reduction resulting from an audit.

(23)	Reflects the impact of the preferred securities redemption at PECO in the second quarter of 2013.

(24)	Reflects the impact on earnings per share due to the increase in Exelon’s average diluted common shares outstanding as a result of the merger.

(25)	Represents a non-cash charge to earnings resulting from the first quarter 2013 remeasurement of a like-kind exchange tax position taken on ComEd’s 1999 sale of fossil generating assets.

(26)	Reflects a 2013 charge to earnings primarily related to the cancellation of previously capitalized nuclear uprate projects.

 

11

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		Generation
		Three Months Ended June 30, 2013												Three Months Ended June 30, 2012
		GAAP (b)				Adjustments				Adjusted Non-GAAP				GAAP (b)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	4,070			$	(270	)(c),(d)		$	3,800			$	3,765			$	417	(c),(d),(i)		$	4,182
Operating expenses
Purchased power and fuel			1,946				(9	)(c),(d)			1,937				1,852				262	(c),(d),(i)			2,114
Operating and maintenance			1,189				(113	)(e),(f)			1,076				1,178				(83	)(e),(i)			1,095
Depreciation, amortization, accretion and depletion			210				(1	)(e)			209				204				(14	)(e),(i)			190
Taxes other than income			101				—				101				90				(2	)(i)			88
Total operating expenses			3,446				(123	)			3,323				3,324				163				3,487
Equity in loss of unconsolidated affiliates			(21	)			21	(d)			—				(57	)			52	(d),(e)			(5	)
Operating income			603				(126	)			477				384				306				690
Other income and deductions
Interest expense			(93	)			4	(f),(g)			(89	)			(85	)			(5	)(g)			(90	)
Other, net			(33	)			57	(e),(g),(h)			24				(76	)			105	(e),(h),(i)			29
Total other income and deductions			(126	)			61				(65	)			(161	)			100				(61	)
Income before income taxes			477				(65	)			412				223				406				629
Income taxes			149				(8	)(c),(d),(e),(f),(g),(h)			141				58				173	(c),(d),(e),(g),(h),(i)			231
Net income			328				(57	)			271				165				233				398
Net loss attributable to noncontrolling interests			(2	)			—				(2	)			(1	)			—				(1	)
Net income on common stock		$	330			$	(57	)		$	273			$	166			$	233			$	399
		Six Months Ended June 30, 2013												Six Months Ended June 30, 2012 (a)
		GAAP (b)				Adjustments				Adjusted Non-GAAP				GAAP (b)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	7,603			$	558	(c),(d)		$	8,161			$	6,508			$	462	(c),(d),(i)		$	6,970
Operating expenses
Purchased power and fuel			4,114				244	(c),(d)			4,358				2,896				262	(c),(d),(e),(i)			3,158
Operating and maintenance			2,302				(154	)(e),(f),(i)			2,148				2,356				(404	)(d),(e),(i),(j),(k),(l)			1,952
Depreciation, amortization, accretion and depletion			424				(2	)(e)			422				357				(30	)(e),(i)			327
Taxes other than income			194				—				194				164				(3	)(i)			161
Total operating expenses			7,034				88				7,122				5,773				(175	)			5,598
Equity in earnings (loss) of unconsolidated affiliates			(30	)			39	(d)			9				(79	)			60	(d),(e)			(19	)
Operating income			539				509				1,048				656				697				1,353
Other income and deductions
Interest expense			(176	)			2	(e),(f),(g)			(174	)			(138	)			(6	)(g)			(144	)
Other, net			95				(53	)(e),(g),(h),(i)			42				103				(14	)(e),(h),(i)			89
Total other income and deductions			(81	)			(51	)			(132	)			(35	)			(20	)			(55	)
Income before income taxes			458				458				916				621				677				1,298
Income taxes			148				160	(c),(d),(e),(f),(g),(h),(i)			308				289				203	(c),(d),(e),(g),(h),(i),(j),(k),(l),(m)			492
Net income			310				298				608				332				474				806
Net loss attributable to noncontrolling interests			(1	)			—				(1	)			(2	)			—				(2	)
Net income on common stock		$	311			$	298			$	609			$	334			$	474			$	808

 

(a)	Includes financial results for Constellation beginning on March 12, 2012, the date the merger was completed.

(b)	Results reported in accordance with GAAP.

(c)	Adjustment to exclude the mark-to-market impact of Generation’s economic hedging activities.

(d)	Adjustment to exclude the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value at the merger date.

(e)	Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies.

(f)	Adjustment to exclude a 2013 charge to earnings related to Generation’s cancellation of previously capitalized nuclear uprate projects.

(g)	Adjustment to exclude the non-cash amortization of certain debt recorded at fair value at the merger date, which was retired in the second quarter of 2013.

(h)	Adjustment to exclude the unrealized (gains) losses on NDT fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements.

(i)	Adjustment to exclude the impacts associated with the sale or retirement of generating stations.

(j)	Adjustment to exclude costs incurred as part of the Maryland order approving the merger transaction.

(k)	Adjustment to exclude certain costs associated with various acquisitions.

(l)	Adjustment to exclude costs incurred as part of a March 2012 settlement with the FERC to resolve a dispute related to Constellation’s prior period hedging and risk management transactions.

(m)	Adjustment to exclude the non-cash impacts of the remeasurement of state deferred income taxes as a result of the merger.

 

12

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		ComEd
		Three Months Ended June 30, 2013												Three Months Ended June 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	1,080			$	—			$	1,080			$	1,281			$	—			$	1,281
Operating expenses
Purchased power			248				—				248				587				—				587
Operating and maintenance			359				—				359				331				—				331
Depreciation and amortization			170				—				170				152				—				152
Taxes other than income			71				—				71				69				—				69
Total operating expenses			848				—				848				1,139				—				1,139
Operating income			232				—				232				142				—				142
Other income and deductions
Interest expense			(76	)			—				(76	)			(74	)			—				(74	)
Other, net			6				—				6				3				—				3
Total other income and deductions			(70	)			—				(70	)			(71	)			—				(71	)
Income before income taxes			162				—				162				71				—				71
Income taxes			66				—				66				29				—				29
Net income		$	96			$	—			$	96			$	42			$	—			$	42
		Six Months Ended June 30, 2013												Six Months Ended June 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	2,239			$	—			$	2,239			$	2,670			$	—			$	2,670
Operating expenses
Purchased power			630				—				630				1,208				—				1,208
Operating and maintenance			687				—				687				650				(2	)(c)			648
Depreciation and amortization			337				—				337				300				—				300
Taxes other than income			145				—				145				144				—				144
Total operating expenses			1,799				—				1,799				2,302				(2	)			2,300
Operating income			440				—				440				368				2				370
Other income and deductions
Interest expense			(429	)			288	(b)			(141	)			(156	)			—				(156	)
Other, net			11				—				11				7				—				7
Total other income and deductions			(418	)			288				(130	)			(149	)			—				(149	)
Income before income taxes			22				288				310				219				2				221
Income taxes			8				117	(b)			125				90				1	(c)			91
Net income		$	14			$	171			$	185			$	129			$	1			$	130

 

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude a non-cash charge to earnings resulting from the first quarter 2013 remeasurement of a like-kind exchange tax position taken on ComEd’s 1999 sale of fossil generating assets.

(c)	Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies.

 

13

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		PECO
		Three Months Ended June 30, 2013												Three Months Ended June 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	672			$	—			$	672			$	715			$	—			$	715
Operating expenses
Purchased power and fuel			258				—				258				296				—				296
Operating and maintenance			181				(3	)(b)			178				172				(4	)(b)			168
Depreciation and amortization			56				—				56				54				—				54
Taxes other than income			39				—				39				42				—				42
Total operating expenses			534				(3	)			531				564				(4	)			560
Operating income			138				3				141				151				4				155
Other income and deductions
Interest expense			(28	)			—				(28	)			(31	)			—				(31	)
Other, net			—				—				—				2				—				2
Total other income and deductions			(28	)			—				(28	)			(29	)			—				(29	)
Income before income taxes			110				3				113				122				4				126
Income taxes			32				1	(b)			33				42				2	(b)			44
Net income			78				2				80				80				2				82
Preferred security dividends and redemption			6				—				6				1				—				1
Net income on common stock		$	72			$	2			$	74			$	79			$	2			$	81
		Six Months Ended June 30, 2013												Six Months Ended June 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	1,567			$	—			$	1,567			$	1,590			$	—			$	1,590
Operating expenses
Purchased power and fuel			664				—				664				707				—				707
Operating and maintenance			369				(5	)(b)			364				375				(10	)(b)			365
Depreciation and amortization			113				—				113				107				—				107
Taxes other than income			80				—				80				74				—				74
Total operating expenses			1,226				(5	)			1,221				1,263				(10	)			1,253
Operating income			341				5				346				327				10				337
Other income and deductions
Interest expense			(57	)			—				(57	)			(62	)			—				(62	)
Other, net			3				—				3				5				—				5
Total other income and deductions			(54	)			—				(54	)			(57	)			—				(57	)
Income before income taxes			287				5				292				270				10				280
Income taxes			87				2	(b)			89				93				3	(b)			96
Net income			200				3				203				177				7				184
Preferred security dividends and redemption			7				—				7				2				—				2
Net income on common stock		$	193			$	3			$	196			$	175			$	7			$	182

 

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies.

 

14

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		BGE
		Three Months Ended June 30, 2013												Three Months Ended June 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	653			$	—			$	653			$	616			$	—			$	616
Operating expenses
Purchased power and fuel			288				—				288				285				—				285
Operating and maintenance			160				(1	)(b)			159				161				(3	)(b)			158
Depreciation and amortization			82				—				82				71				—				71
Taxes other than income			54				—				54				47				—				47
Total operating expenses			584				(1	)			583				564				(3	)			561
Operating income			69				1				70				52				3				55
Other income and deductions
Interest expense			(32	)			—				(32	)			(34	)			—				(34	)
Other, net			4				—				4				7				—				7
Total other income and deductions			(28	)			—				(28	)			(27	)			—				(27	)
Income before income taxes			41				1				42				25				3				28
Income taxes			16				—	(b)			16				9				2	(b)			11
Net income			25				1				26				16				1				17
Preference stock dividends			3				—				3				3				—				3
Net income on common stock		$	22			$	1			$	23			$	13			$	1			$	14
		Six Months Ended June 30, 2013												March 12, 2012 through June 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	1,533			$	—			$	1,533			$	668			$	113	(c)		$	781
Operating expenses
Purchased power and fuel			713				—				713				352				—				352
Operating and maintenance			303				6	(b)			309				222				(32	)(b),(c)			190
Depreciation and amortization			175				—				175				90				—				90
Taxes other than income			109				—				109				57				2	(c)			59
Total operating expenses			1,300				6				1,306				721				(30	)			691
Operating income (loss)			233				(6	)			227				(53	)			143				90
Other income and deductions
Interest expense			(66	)			—				(66	)			(42	)			—				(42	)
Other, net			9				—				9				8				—				8
Total other income and deductions			(57	)			—				(57	)			(34	)			—				(34	)
Income (loss) before income taxes			176				(6	)			170				(87	)			143				56
Income taxes			70				(2	)(b)			68				(38	)			58	(b),(c)			20
Net income (loss)			106				(4	)			102				(49	)			85				36
Preference stock dividends			6				—				6				4				—				4
Net income (loss) on common stock		$	100			$	(4	)		$	96			$	(53	)		$	85			$	32

 

(a)	Results reported in accordance with GAAP.

(b)

Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies, partially offset in 2013 by a one-time benefit pursuant to the February 22, 2013 order for BGE’s 2012 Maryland electric and natural gas distribution rates case for the recovery of previously incurred integration costs.

(c)	Adjustment to exclude costs incurred as part of the Maryland order approving the merger transaction.

 

15

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		Other (a)
		Three Months Ended June 30, 2013												Three Months Ended June 30, 2012
		GAAP (c)				Adjustments				Adjusted Non- GAAP				GAAP (c)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	(334	)		$	11	(d)		$	(323	)		$	(411	)		$	(5	)(d)		$	(416	)
Operating expenses
Purchased power and fuel			(321	)			—				(321	)			(414	)			—				(414	)
Operating and maintenance			3				(16	)(e),(f)			(13	)			(2	)			(11	)(e)			(13	)
Depreciation and amortization			15				—				15				13				—				13
Taxes other than income			6				—				6				6				—				6
Total operating expenses			(297	)			(16	)			(313	)			(397	)			(11	)			(408	)
Operating loss			(37	)			27				(10	)			(14	)			6				(8	)
Other income and deductions
Interest expense			(23	)			—				(23	)			(32	)			—				(32	)
Other, net			6				—				6				20				—				20
Total other income and deductions			(17	)			—				(17	)			(12	)			—				(12	)
Loss before income taxes			(54	)			27				(27	)			(26	)			6				(20	)
Income taxes			(24	)			9	(d),(e),(f)			(15	)			(12	)			6	(d),(e),(h)			(6	)
Net loss		$	(30	)		$	18			$	(12	)		$	(14	)		$	—			$	(14	)
		Six Months Ended June 30, 2013												Six Months Ended June 30, 2012 (b)
		GAAP (c)				Adjustments				Adjusted Non- GAAP				GAAP (c)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	(719	)		$	(6	)(d)		$	(725	)		$	(780	)		$	(16	)(d)		$	(796	)
Operating expenses
Purchased power and fuel			(721	)			—				(721	)			(792	)			—				(792	)
Operating and maintenance			(5	)			(17	)(e),(f)			(22	)			206				(225	)(e),(i)			(19	)
Depreciation and amortization			27				—				27				22				—				22
Taxes other than income			20				—				20				9				—				9
Total operating expenses			(679	)			(17	)			(696	)			(555	)			(225	)			(780	)
Operating loss			(40	)			11				(29	)			(225	)			209				(16	)
Other income and deductions
Interest expense			(148	)			81	(g)			(67	)			(53	)			—				(53	)
Other, net			37				—				37				29				—				29
Total other income and deductions			(111	)			81				(30	)			(24	)			—				(24	)
Loss before income taxes			(151	)			92				(59	)			(249	)			209				(40	)
Income taxes			(19	)			(10	)(d),(e),(f),(g)			(29	)			(150	)			137	(d),(e),(h),(i)			(13	)
Net loss		$	(132	)		$	102			$	(30	)		$	(99	)		$	72			$	(27	)

 

(a)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities.

(b)	For the six months ended June 30, 2012, includes financial results for Constellation and BGE beginning on March 12, 2012, the date the merger was completed.

(c)	Results reported in accordance with GAAP.

(d)	Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities.

(e)	Adjustment to exclude certain costs incurred associated with the merger, including transaction costs, employee-related expenses (e.g. severance, retirement, relocation and retention bonuses) integration initiatives and certain pre-acquisition contingencies.

(f)	Adjustment to exclude a 2013 charge to earnings related to the impairment of investment in long-term leases.

(g)	Adjustment to exclude a non-cash charge to earnings resulting from the first quarter 2013 remeasurement of a like-kind exchange tax position taken on ComEd’s 1999 sale of fossil generating assets.

(h)	Adjustment to exclude the non-cash impacts of the remeasurement of state deferred income taxes as a result of the merger.

(i)	Adjustment to exclude costs incurred as part of the Maryland order approving the merger transaction.

 

16

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EXELON CORPORATION

Exelon Generation Statistics

 

		Three Months Ended
		Jun. 30, 2013				Mar. 31, 2013				Dec. 31, 2012				Sep. 30, 2012				Jun. 30, 2012
Supply (in GWhs)
Nuclear Generation (a)
Mid-Atlantic			11,794				12,762				11,547				11,449				12,277
Midwest			22,807				23,269				23,335				23,132				22,860
Total Nuclear Generation			34,601				36,031				34,882				34,581				35,137
Fossil and Renewables (a)
Mid-Atlantic (a)(c)			2,796				3,160				2,154				2,547				2,316
Midwest			318				581				300				171				228
New England			3,132				2,392				2,368				3,953				2,755
ERCOT			1,617				733				755				2,410				2,177
Other (d)			1,431				2,254				1,358				1,813				1,923
Total Fossil and Renewables			9,294				9,120				6,935				10,894				9,399
Purchased Power
Mid-Atlantic (b)			2,616				3,233				4,332				6,811				7,111
Midwest			1,503				1,700				2,661				3,035				1,558
New England			1,365				1,507				2,304				1,961				3,905
New York (b)			3,073				3,511				3,678				4,026				2,818
ERCOT			4,269				4,199				6,043				7,741				6,686
Other (d)			4,998				3,703				4,172				5,372				6,012
Total Purchased Power			17,824				17,853				23,190				28,946				28,090
Total Supply/Sales by Region (f)
Mid-Atlantic (e)			17,206				19,155				18,033				20,807				21,704
Midwest (e)			24,628				25,550				26,296				26,338				24,646
New England			4,497				3,899				4,672				5,914				6,660
New York			3,073				3,511				3,678				4,026				2,818
ERCOT			5,886				4,932				6,798				10,151				8,863
Other (d)			6,429				5,957				5,530				7,185				7,935
Total Supply/Sales by Region			61,719				63,004				65,007				74,421				72,626
		Three Months Ended
		Jun. 30, 2013				Mar. 31, 2013				Dec. 31, 2012				Sep. 30, 2012				Jun. 30, 2012
Average Margin ($/MWh) (g) (h)
Mid-Atlantic (i)		$	44.64			$	44.04			$	48.24			$	43.64			$	40.68
Midwest (i)			27.77				28.08				26.09				27.68				31.00
New England			11.12				7.63				3.64				13.70				9.01
New York			4.56				(6.27	)			4.35				3.23				13.84
ERCOT			19.03				20.54				13.39				15.66				13.43
Other (d)			9.18				7.61				7.96				5.85				4.28
Average Margin - Overall Portfolio		$	27.33			$	27.23			$	26.52			$	25.96			$	26.15
Around-the-clock Market Prices ($/MWh) (j)
PJM West Hub		$	37.63			$	37.53			$	35.94			$	38.13			$	30.40
NiHub			31.77				30.93				28.37				34.29				26.02
New England Mass Hub ATC Spark Spread			4.96				(6.63	)			3.07				12.69				7.77
NYPP Zone A			34.38				40.23				34.70				34.56				27.87
ERCOT North Spark Spread			(0.20	)			(0.66	)			(0.27	)			3.60				6.01
		Three Months Ended
		Jun. 30, 2013				Mar. 31, 2013				Dec. 31, 2012				Sep. 30, 2012				Jun. 30, 2012
Outage Days (k)
Refueling			47				49				113				43				51
Non-refueling			31				6				1				40				16
Total Outage Days			78				55				114				83				67

 

(a)	Includes the proportionate share of output where Generation has an undivided ownership interest in jointly-owned generating plants and does not include ownership through equity method investments (e.g. CENG).

(b)

Purchased power includes physical volumes of 3,114 GWhs, 2,588 GWhs, 3,255 GWhs, 3,126 GWhs and 3,225 GWhs in the Mid-Atlantic and 2,655 GWhs, 3,213 GWhs, 2,814 GWhs, 2,997 GWhs and 2,817 GWhs in New York as a result of the PPA with CENG for the three months ended June 30, 2013, March 31, 2013, December 31, 2012, September, 30, 2012 and June 30, 2012, respectively.

(c)	Excludes generation under the reliability-must-run rate schedule and generation of Brandon Shores, H.A. Wagner and C.P. Crane, the generating facilities divested in Q4 2012 as a result of the Exelon and Constellation merger.

(d)	Other Regions includes South, West and Canada, which are not considered individually significant.

(e)	Includes affiliate sales to PECO and BGE in the Mid-Atlantic region and affiliate sales to ComEd in the Midwest region.

(f)	Total sales do not include physical trading volumes of 1,995 GWhs, 1,572 GWhs, 2,977 GWhs, 4,352 GWhs and 4,248 GWhs for the three months ended June 30, 2013, March 31, 2013, December 31, 2012, September 30, 2012 and June 30, 2012, respectively.

(g)

Excludes Generation’s other business activities not allocated to a region, including retail and wholesale gas, upstream natural gas, proprietary trading, energy efficiency, energy management and demand response, and the design, construction and operation of renewable energy facilities. Also excludes Generation’s compensation under the reliability-must-run rate schedule, the financial results of Brandon Shores, H.A. Wagner, and C.P. Crane, the generating facilities divested in Q4 2012 as a result of the merger, amortization of certain intangible assets relating to commodity contracts recorded at fair value as a result of the Exelon and Constellation merger and other miscellaneous revenues not allocated to a region.

(h)	Excludes the mark-to-market impact of Generation’s economic hedging activities.

(i)	Includes affiliate sales to PECO and BGE in the Mid-Atlantic region and affiliate sales to ComEd and settlements of the ComEd swap in the Midwest region.

(j)	Represents the average for the quarter.

(k)	Outage days exclude Salem and CENG.

 

17

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EXELON CORPORATION

Exelon Generation Statistics

Six Months Ended June 30, 2013 and 2012

 

		June 30, 2013				June 30, 2012 (a)
Supply (in GWhs)
Nuclear Generation (b)
Mid-Atlantic			24,556				24,341
Midwest			46,076				46,058
Total Nuclear Generation			70,632				70,399
Fossil and Renewables (b)
Mid-Atlantic (b)(d)			5,956				4,107
Midwest			899				500
New England			5,524				3,644
ERCOT			2,350				3,017
Other (e)			3,685				2,742
Total Fossil and Renewables			18,414				14,010
Purchased Power
Mid-Atlantic (c)			5,849				9,688
Midwest			3,203				4,110
New England			2,872				5,005
New York (c)			6,584				3,753
ERCOT			8,468				9,518
Other (e)			8,701				7,781
Total Purchased Power			35,677				39,855
Total Supply/Sales by Region (g)
Mid-Atlantic (f)			36,361				38,136
Midwest (f)			50,178				50,668
New England			8,396				8,649
New York			6,584				3,753
ERCOT			10,818				12,535
Other (e)			12,386				10,523
Total Supply/Sales by Region			124,723				124,264
		June 30, 2013				June 30, 2012 (a)
Average Margin ($/MWh) (h) (i)
Mid-Atlantic (j)		$	44.33			$	43.35
Midwest (j)			27.92				31.20
New England			9.53				11.45
New York			(1.22	)			12.52
ERCOT			19.69				12.21
Other (e)			8.48				4.56
Average Margin - Overall Portfolio		$	27.28			$	28.82
Around-the-clock Market Prices ($/MWh) (k)
PJM West Hub		$	37.41			$	30.75
NiHub			31.31				26.57
NEPOOL Mass Hub			(1.36	)			6.17
NYPP Zone A			37.08				29.55
ERCOT North Spark Spread			(0.46	)			4.78

 

(a)	Includes results for Constellation beginning on March 12, 2012, the date the merger was completed.

(b)	Includes the proportionate share of output where Generation has an undivided ownership interest in jointly-owned generating plants and does not include ownership through equity method investments (e.g. CENG).

(c)	Purchased power includes physical volumes of 5,702 GWhs and 3,544 GWhs in the Mid-Atlantic, and 5,868 GWhs and 3,539 GWhs in New York as a result of the PPA with CENG for the six months ended June 30, 2013 and 2012, respectively.

(d)	Excludes generation under the reliability-must-run rate schedule and generation of Brandon Shores, H.A. Wagner, and C.P. Crane, the generating facilities divested in Q4 2012 as a result of the Exelon and Constellation merger.

(e)	Other Regions includes South, West and Canada, which are not considered individually significant.

(f)	Includes affiliate sales to PECO and BGE in the Mid-Atlantic region and affiliate sales to ComEd in the Midwest region.

(g)	Total sales do not include physical proprietary trading volumes of 3,567 GWhs and 6,077 GWhs for the six months ended June 30, 2013 and 2012, respectively.

(h)

Excludes Generation’s other business activities not allocated to a region, including retail and wholesale gas, upstream natural gas, proprietary trading, energy efficiency, energy management and demand response, and the design, construction and operation of renewable energy facilities. Also excludes Generation’s compensation under the reliability-must-run rate schedule, the financial results of Brandon Shores, H.A. Wagner, and C.P. Crane, the generating facilities divested in Q4 2012 as a result of the merger, amortization of certain intangible assets relating to commodity contracts recorded at fair value as a result of the Exelon and Constellation merger and other miscellaneous revenues not allocated to a region.

(i)	Excludes the mark-to-market impact of Generation’s economic hedging activities.

(j)	Includes affiliate sales to PECO and BGE in the Mid-Atlantic region and affiliate sales to ComEd and settlements of the ComEd swap in the Midwest region.

(k)	Represents the average for the six months ended June 30, 2013 and 2012

 

18

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EXELON CORPORATION

ComEd Statistics

Three Months Ended June 30, 2013 and 2012

 

		Electric Deliveries (in GWhs)																Revenue (in millions)
		2013				2012				% Change				Weather- Normal %  Change				2013				2012				% Change
Retail Deliveries and Sales (a)
Residential			6,090				6,674				(8.8	)%			1.1	%		$	476			$	720				(33.9	)%
Small Commercial & Industrial			7,832				7,888				(0.7	)%			2.2	%			315				306				2.9	%
Large Commercial & Industrial			6,711				6,839				(1.9	)%			(0.6	)%			113				94				20.2	%
Public Authorities & Electric Railroads			294				293				0.3	%			4.0	%			12				9				33.3	%
Total Retail			20,927				21,694				(3.5	)%			1.0	%			916				1,129				(18.9	)%
Other Revenue (b)																			164				152				7.9	%
Total Electric Revenue																		$	1,080			$	1,281				(15.7	)%
Purchased Power																		$	248			$	587				(57.8	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			778				544				765				43.0	%			1.7	%
Cooling Degree-Days			240				423				218				(43.3	)%			10.1	%

Six Months Ended June 30, 2013 and 2012

 

		Electric Deliveries (in GWhs)																Revenue (in millions)
		2013				2012				% Change				Weather- Normal % Change				2013				2012				% Change
Retail Deliveries and Sales (a)
Residential			12,966				13,080				(0.9	)%			0.5	%		$	1,060			$	1,496				(29.1	)%
Small Commercial & Industrial			15,705				15,804				(0.6	)%			(0.6	)%			623				654				(4.7	)%
Large Commercial & Industrial			13,551				13,542				0.1	%			(0.5	)%			215				194				10.8	%
Public Authorities & Electric Railroads			667				617				8.1	%			11.6	%			24				21				14.3	%
Total Retail			42,889				43,043				(0.4	)%			(0.2	)%			1,922				2,365				(18.7	)%
Other Revenue (b)																			317				305				3.9	%
Total Electric Revenue																		$	2,239			$	2,670				(16.1	)%
Purchased Power																		$	630			$	1,208				(47.8	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			4,037				2,928				3,929				37.9	%			2.7	%
Cooling Degree-Days			240				462				218				(48.1	)%			10.1	%

 

Number of Electric Customers		2013				2012
Residential			3,465,712				3,456,312
Small Commercial & Industrial			366,153				365,474
Large Commercial & Industrial			2,006				1,990
Public Authorities & Electric Railroads			4,852				4,793
Total			3,838,723				3,828,569

 

(a)

Reflects delivery volumes and revenues from customers purchasing electricity directly from ComEd and customers purchasing electricity from a competitive electric generation supplier, as all customers are assessed delivery charges. For customers purchasing electricity from ComEd, revenue also reflects the cost of energy and transmission.

(b)	Other revenue primarily includes transmission revenue from PJM. Other items include rental revenues, revenues related to late payment charges, assistance provided to other utilities through mutual assistance programs, and recoveries of environmental costs associated with MGP sites.

 

19

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EXELON CORPORATION

PECO Statistics

Three Months Ended June 30, 2013 and 2012

 

		Electric and Gas Deliveries																Revenue (in millions)
		2013				2012				% Change				Weather- Normal % Change				2013				2012				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			2,888				2,929				(1.4	)%			(0.8	)%		$	354			$	393				(9.9	)%
Small Commercial & Industrial			1,960				1,959				0.1	%			0.9	%			109				119				(8.4	)%
Large Commercial & Industrial			3,784				3,743				1.1	%			1.9	%			61				59				3.4	%
Public Authorities & Electric Railroads			238				237				0.4	%			0.4	%			8				8				0.0	%
Total Retail			8,870				8,868				0.0	%			0.8	%			532				579				(8.1	)%
Other Revenue (b)																			53				56				(5.4	)%
Total Electric Revenue																			585				635				(7.9	)%
Gas (in mmcfs)
Retail Deliveries and Sales
Retail Sales (c)			6,919				6,228				11.1	%			0.6	%			78				73				6.8	%
Transportation and Other			5,956				5,835				2.1	%			3.5	%			9				7				28.6	%
Total Gas			12,875				12,063				6.7	%			1.8	%			87				80				8.8	%
Total Electric and Gas Revenues																		$	672			$	715				(6.0	)%
Purchased Power and Fuel																		$	258			$	296				(12.8	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			421				337				463				24.9	%			(9.1	)%
Cooling Degree-Days			418				430				348				(2.8	)%			20.1	%

Six Months Ended June 30, 2013 and 2012

 

		Electric and Gas Deliveries																Revenue (in millions)
		2013				2012				% Change				Weather- Normal % Change				2013				2012				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			6,353				6,095				4.2	%			(0.1	)%		$	749			$	800				(6.4	)%
Small Commercial & Industrial			3,969				3,910				1.5	%			(1.9	)%			215				237				(9.3	)%
Large Commercial & Industrial			7,430				7,380				0.7	%			1.7	%			120				113				6.2	%
Public Authorities & Electric Railroads			493				474				4.0	%			4.0	%			16				16				0.0	%
Total Retail			18,245				17,859				2.2	%			0.4	%			1,100				1,166				(5.7	)%
Other Revenue (b)																			108				112				(3.6	)%
Total Electric Revenue																			1,208				1,278				(5.5	)%
Gas (in mmcfs)
Retail Deliveries and Sales
Retail Sales (c)			35,357				28,655				23.4	%			(0.2	)%			338				295				14.6	%
Transportation and Other			14,839				13,601				9.1	%			2.3	%			21				17				23.5	%
Total Gas			50,196				42,256				18.8	%			0.5	%			359				312				15.1	%
Total Electric and Gas Revenues																		$	1,567			$	1,590				(1.4	)%
Purchased Power and Fuel																		$	664			$	707				(6.1	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			2,861				2,251				2,939				27.1	%			(2.7	)%
Cooling Degree-Days			418				434				348				(3.7	)%			20.1	%

 

Number of Electric Customers		2013				2012				Number of Gas Customers		2013				2012
Residential			1,419,977				1,417,346			Residential			455,518				452,478
Small Commercial & Industrial			148,723				148,837			Commercial & Industrial			41,648				41,383
Large Commercial & Industrial			3,109				3,107			Total Retail			497,166				493,861
Public Authorities & Electric Railroads			9,672				9,680			Transportation			903				888
Total			1,581,481				1,578,970			Total			498,069				494,749

 

(a)

Reflects delivery volumes and revenues from customers purchasing electricity directly from PECO and customers purchasing electricity from a competitive electric generation supplier as all customers are assessed distribution charges. For customers purchasing electricity from PECO, revenue also reflects the cost of energy and transmission.

(b)	Other revenue includes transmission revenue from PJM and wholesale electric revenues.

(c)

Reflects delivery volumes and revenues from customers purchasing natural gas directly from PECO and customers purchasing natural gas from a competitive natural gas supplier as all customers are assessed distribution charges. For customers purchasing natural gas from PECO, revenue also reflects the cost of natural gas.

 

20

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EXELON CORPORATION

BGE Statistics

Three Months Ended June 30, 2013 and 2012

 

		Electric and Gas Deliveries												Revenue (in millions)
		2013				2012				% Change				2013				2012				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			2,757				2,664				3.5	%		$	302			$	295				2.4	%
Small Commercial & Industrial			716				706				1.4	%			60				60				0.0	%
Large Commercial & Industrial			3,610				3,942				(8.4	)%			112				99				13.1	%
Public Authorities & Electric Railroads			80				71				12.7	%			8				7				14.3	%
Total Retail			7,163				7,383				(3.0	)%			482				461				4.6	%
Other Revenue (b)															61				57				7.0	%
Total Electric Revenue															543				518				4.8	%
Gas (in mmcfs)
Retail Deliveries and Sales (c)
Retail Sales			14,951				15,535				(3.8	)%			100				84				19.0	%
Transportation and Other (d)			1,545				4,854				(68.2	)%			10				14				(28.6	)%
Total Gas			16,496				20,389				(19.1	)%			110				98				12.2	%
Total Electric and Gas Revenues														$	653			$	616				6.0	%
Purchased Power and Fuel														$	288			$	285				1.1	%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			492				402				517				22.4	%			(4.8	)%
Cooling Degree-Days			263				289				250				(9.0	)%			5.2	%

Six Months Ended June 30, 2013 and March 12, 2012 Through June 30, 2012

 

		Electric and Gas Deliveries												Revenue (in millions)
		2013				2012				% Change				2013				2012				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			6,293				3,279				n.m.			$	667			$	282				n.m.
Small Commercial & Industrial			1,492				849				n.m.				125				72				n.m.
Large Commercial & Industrial			7,164				4,785				n.m.				217				120				n.m.
Public Authorities & Electric Railroads			161				96				n.m.				15				10				n.m.
Total Retail			15,110				9,009				n.m.				1,024				484				n.m.
Other Revenue (b)															124				74				n.m.
Total Electric Revenue															1,148				558				n.m.
Gas (in mmcfs)
Retail Deliveries and Sales (c)
Retail Sales			55,212				20,402				n.m.				345				90				n.m.
Transportation and Other (d)			7,195				6,764				n.m.				40				20				n.m.
Total Gas			62,407				27,166				n.m.				385				110				n.m.
Total Electric and Gas Revenues														$	1,533			$	668				n.m.
Purchased Power and Fuel														$	713			$	352				n.m.

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			2,943				2,119				2,902				n.m.				1.4	%
Cooling Degree-Days			264				289				250				n.m.				5.6	%

 

Number of Electric Customers		2013				2012				Number of Gas Customers		2013				2012
Residential			1,117,569				1,115,107			Residential			611,146				610,073
Small Commercial & Industrial			113,009				113,232			Commercial & Industrial			44,059				44,011
Large Commercial & Industrial			11,612				11,537			Total Retail			655,205				654,084
Public Authorities & Electric Railroads			294				297			Transportation			—				—
Total			1,242,484				1,240,173			Total			655,205				654,084

 

(a)

Reflects delivery volumes and revenues from customers purchasing electricity directly from BGE and customers purchasing electricity from a competitive electric generation supplier as all customers are assessed distribution charges. For customers purchasing electricity from BGE, revenue also reflects the cost of energy and transmission.

(b)	Other revenue includes wholesale transmission revenue and late payment charges.

(c)

Reflects delivery volumes and revenues from customers purchasing natural gas directly from BGE and customers purchasing natural gas from a competitive natural gas supplier as all customers are assessed distribution charges. For customers purchasing natural gas from BGE, revenue also reflects the cost of natural gas.

(d)

Transportation and other gas revenue includes off-system revenue of 1,545 mmcfs ($8 million) and 4,854 mmcfs ($12 million) for the three months ended June 30, 2013 and 2012, respectively, and 7,195 mmcfs ($32 million) and 6,764 mmcfs ($17 million) for the six months ended June 30, 2013 and from March 12, 2012 through June 30, 2012, respectively.

 

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