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) October 30, 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 October 30, 2013, Exelon Corporation (Exelon) announced via press release its results for the third quarter ended September 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 third 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 10:00 AM ET (9:00 AM CT) on October 30, 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 74268347. 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 November 13, 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 74268347.

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 Second 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 18; 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.

 

October 30, 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

 

 

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

EXELON ANNOUNCES SOLID THIRD QUARTER 2013 RESULTS, NARROWS

FULL YEAR EARNINGS EXPECTATION

CHICAGO (Oct. 30, 2013) — Exelon Corporation (NYSE: EXC) announced third quarter 2013 consolidated earnings as follows:

 

		Third Quarter
		2013				2012
Adjusted (non-GAAP) Operating Results:
Net Income ($ millions)		$	667			$	658
Diluted Earnings per Share		$	0.78			$	0.77
GAAP Results:
Net Income ($ millions)		$	738			$	296
Diluted Earnings per Share		$	0.86			$	0.35

“Exelon delivered strong financial performance during the third quarter and exceeded our quarterly guidance range, thanks to contributions from all of our operating units,” said Christopher M. Crane, Exelon’s president and CEO. “Despite the impact of low energy margins, our earnings increased by $0.01 year-over-year, driven by investment in our business and strong operational performance at our generating plants. Based on our results through September and our outlook for the fourth quarter, we are narrowing our full-year operating earnings guidance range to $2.40 to $2.60 per share.”

Third Quarter Operating Results

As shown in the table above, Exelon’s adjusted (non-GAAP) operating earnings increased to $0.78 per share in the third quarter of 2013 from $0.77 per share in the third quarter of 2012. Earnings in third quarter 2013 primarily reflected the following positive factors:

 

•

Increased capacity prices related to the Reliability Pricing Model (RPM) for the PJM Interconnection, LLC market (PJM);

 

1

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•

Merger O&M synergies;

 

•

Increased nuclear volumes as a result of achieving a 94.8 percent capacity factor for the third quarter of 2013, compared with 90.7 percent for the third quarter of 2012;

 

•

Increased distribution revenue:

 

•

At ComEd, due to higher allowed ROE and recovery of capital investment pursuant to the formula rate under the Energy Infrastructure Modernization Act (EIMA);

 

•

At BGE, due to the 2012 rate case order for electric and natural gas;

 

•

Decreased storms costs at BGE due to the derecho in the third quarter of 2012; and

 

•

Decreased income taxes primarily from an increase in investment tax credit benefits related to the AVSR solar project.

These factors were offset by:

 

•

Lower realized market prices for the sale of energy across all regions and higher nuclear fuel costs;

 

•

Less favorable weather in the ComEd and PECO territories; and

 

•

Increased depreciation and amortization expenses, primarily from an increase in capital expenditures across the operating companies.

Adjusted (non-GAAP) operating earnings for the third 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		$	667			$	0.78
Mark-to-Market Impact of Economic Hedging Activities			148				0.17
Unrealized Gains Related to NDT (Nuclear Decommissioning Trust) Fund Investments			24				0.03
Asset Retirement Obligation			(6	)			(0.01	)
Constellation Merger and Integration Costs			(26	)			(0.03	)
Amortization of Commodity Contract Intangibles			(41	)			(0.05	)
Long-Lived Asset Impairment			(28	)			(0.03	)
Exelon GAAP Net Income		$	738			$	0.86

Adjusted (non-GAAP) operating earnings for the third 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		$	658			$	0.77
Mark-to-Market Impact of Economic Hedging Activities			19				0.02
Unrealized Gains Related to NDT (Nuclear Decommissioning Trust) Fund Investments			38				0.04
Plant Retirements and Divestitures			(193	)			(0.22	)
Asset Retirement Obligation			(6	)			(0.01	)
Constellation Merger and Integration Costs			(36	)			(0.04	)
Amortization of Commodity Contract Intangibles			(187	)			(0.21	)
Amortization of the Fair Value of Certain Debt			3				—
Exelon GAAP Net Income		$	296			$	0.35

 

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Third Quarter and Recent Highlights

 

•

Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station, produced 36,165 gigawatt-hours (GWh) in the third quarter of 2013, compared with 34,581 GWh in the third 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 94.8 percent capacity factor for the third quarter of 2013, compared with 90.7 percent for the third quarter of 2012. The number of planned refueling outage days totaled 43 in the third quarter of 2013 and in the third quarter of 2012. There were five non-refueling outage days in the third quarter of 2013, compared with 40 days in the third quarter of 2012.

 

•

Fossil and Renewables Operations: The dispatch match rate for Generation’s fossil and hydro fleet was 99.1 percent in the third quarter of 2013, compared with 95.9 percent in the third quarter of 2012. The performance in 2012 was driven by a higher rate of forced outages across the fleet. Energy capture for the wind and solar fleet was 92.9 percent in the third quarter of 2013, compared with 94.6 percent in the third quarter of 2012. Energy capture in the third quarter of 2013 was affected by curtailment and dispatch issues.

 

•

Integration of Constellation Energy Nuclear Group: On July 30, 2013, Exelon announced that the three commercial nuclear power plants operated by Constellation Energy Nuclear Group (CENG) in New York and Maryland will be operationally integrated into the Exelon Generation nuclear fleet. 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. Exelon believes it can achieve $50 to $70 million in synergies from this integration. This transaction is expected to close in the first half of 2014.

 

•

Financing Activities:

 

•

On Sept. 30, 2013, Exelon’s indirect subsidiary, Continental Wind, LLC, closed a non-recourse project financing of $613 million in 6.00 percent senior secured notes due Feb. 28, 2033. Continental Wind, LLC, will distribute the net proceeds to Generation for its general corporate purposes. Continental Wind, LLC, owns and operates a portfolio of wind farms in Idaho, Kansas, Michigan, Oregon, New Mexico and Texas with a net capacity of 667 megawatts.

 

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•

On Aug. 19, 2013, ComEd issued $350 million aggregate principal amount of its First Mortgage 4.60 percent Bonds, Series 114, due Aug. 15, 2043.

 

•

On Sept. 23, 2013, PECO issued $300 million aggregate principal amount of its First and Refunding Mortgage Bonds, 1.20 percent Series due Oct. 15, 2016, and $250 million aggregate principal amount of its First and Refunding Mortgage Bonds, 4.80 percent Series due Oct. 15, 2043.

 

•

On Aug. 10, 2013, Exelon, Generation, PECO and BGE extended the maturity of each of their unsecured revolving credit facilities with aggregate bank commitments of $500 million, $5.3 billion, $600 million and $600 million, respectively, for an additional year to Aug. 10, 2018.

 

•

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 Sept. 30, 2013, is 97 percent to 100 percent for 2013, 84 percent to 87 percent for 2014, and 48 percent to 51 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.

Third quarter 2013 GAAP net income was $490 million, compared with net income of $91 million in the third quarter of 2012. Adjusted (non-GAAP) operating earnings for the third 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)		3Q13				3Q12
Generation Adjusted (non-GAAP) Operating Earnings		$	411			$	458
Mark-to-Market Impact of Economic Hedging Activities			151				9
Unrealized Gains/Losses Related to NDT Fund Investments			23				38
Plant Retirements and Divestitures			—				(193	)
Asset Retirement Obligation			(7	)			(6	)
Constellation Merger and Integration Costs			(20	)			(31	)
Amortization of Commodity Contract Intangibles			(40	)			(187	)
Amortization of Fair Value of Certain Debt			—				3
Long-Lived Asset Impairment			(28	)			—
Generation GAAP Net Income		$	490			$	91

 

4

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Generation’s Adjusted (non-GAAP) Operating Earnings in the third quarter of 2013 decreased $47 million compared with the same quarter in 2012. This decrease primarily reflected:

 

•

Lower realized market prices for the sale of energy across all regions and higher nuclear fuel costs and

 

•

Increased depreciation and amortization expense due to ongoing capital expenditures.

These items were partially offset by favorable capacity pricing related to RPM for the PJM market, 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 $26.19 per megawatt-hour (MWh) in the third quarter of 2013, compared with $25.96 per MWh in the third quarter of 2012.

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

ComEd recorded GAAP net income of $126 million in the third quarter of 2013, compared with net income of $90 million in the third quarter of 2012. Adjusted (non-GAAP) operating earnings for the third quarter of 2012 and 2013 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)		3Q13				3Q12
ComEd Adjusted (non-GAAP) Operating Earnings		$	127			$	90
Constellation Merger and Integration Costs			(1	)			—
ComEd GAAP Net Income		$	126			$	90

ComEd’s Adjusted (non-GAAP) Operating Earnings in the third quarter of 2013 were up $37 million from the same quarter in 2012, primarily due to increased distribution revenue due to higher allowed ROE and recovery of capital investment pursuant to the formula rate under EIMA.

For the third quarter of 2013, cooling degree-days in the ComEd service territory were down 22.2 percent relative to the same period in 2012 and were 9.0 percent above normal. For the third quarter of 2013, heating degree-days in the ComEd service territory were down 26.2 percent relative to the same period in 2012 and were 33.6 percent below normal. Total retail electric deliveries decreased 5.6 percent 3Q13 over 3Q12.

Weather-normalized retail electric deliveries decreased 0.8 percent in the third quarter of 2013 relative to 2012, reflecting decreases mainly in deliveries to the residential sector.

 

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For ComEd, weather had unfavorable after-tax effect of $16 million on third quarter 2013 earnings relative to 2012 and a favorable after-tax effect of $4 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 third quarter of 2013 was $92 million, compared with $122 million in the third quarter of 2012. Adjusted (non-GAAP) Operating Earnings for the third 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)		3Q13				3Q12
PECO Adjusted (non-GAAP) Operating Earnings		$	93			$	124
Constellation Merger and Integration Costs			(1	)			(2	)
PECO GAAP Net Income		$	92			$	122

PECO’s Adjusted (non-GAAP) Operating Earnings in the third quarter of 2013 decreased $31 million from the same quarter in 2012, primarily due to favorable income taxes in the third quarter of 2012 and unfavorable weather.

For the third quarter of 2013, heating degree-days in the PECO service territory were up 157.1 percent relative to the same period in 2012 and were 2.9 percent above normal. For the third quarter of 2013, cooling degree-days in the PECO service territory were down 18.5 percent relative to the same period in 2012 and were 0.6 percent below normal. Total retail electric deliveries were down 3.4 percent compared with the third quarter of 2012. On the gas side, deliveries in the third quarter of 2013 were up 1.4 percent compared with the third quarter of 2012.

Weather-normalized retail electric deliveries increased 0.8 percent in the third quarter of 2013 relative to 2012, reflecting an increase in deliveries to both residential and large C&I customers offset by a decrease in deliveries to small C&I customers. Weather-normalized gas deliveries was up 0.2 percent in the third quarter of 2013. For PECO, weather had an unfavorable after-tax effect of $14.1 million on third quarter 2013 earnings relative to 2012 and a favorable after-tax effect of $0.3 million relative to normal weather.

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

BGE’s GAAP net income in the third quarter of 2013 was $50 million, compared with $(4) million loss in the third quarter of 2012. Adjusted (non-GAAP) Operating Earnings (Loss) for the third 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 (Loss) to GAAP Net Income (Loss) is in the table below:

 

($ millions)		3Q13				3Q12
BGE Adjusted (non-GAAP) Operating Earnings (Loss)		$	51			$	(3	)
Constellation Merger and Integration Costs			(1	)			(1	)
BGE GAAP Net Income (Loss)		$	50			$	(4	)

 

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BGE’s Adjusted (non-GAAP) Operating Earnings in the third quarter of 2013 increased $54 million from the same quarter in 2012, primarily due to higher electric and gas distribution rates and decreased storm costs partially offset by higher depreciation and amortization expense. 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 page 8 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 presentation 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 Second 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 18; 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 presentation. 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 presentation.

# # #

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

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EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)

 

		Three Months Ended September 30, 2013
		Generation				ComEd				PECO				BGE				Other (a)				Exelon Consolidated
Operating revenues		$	4,255			$	1,156			$	728			$	737			$	(374	)		$	6,502
Operating expenses
Purchased power and fuel			2,179				301				289				346				(372	)			2,743
Operating and maintenance			1,076				333				186				146				(6	)			1,735
Depreciation, amortization, accretion and depletion			218				164				57				78				13				530
Taxes other than income			98				80				41				53				5				277
Total operating expenses			3,571				878				573				623				(360	)			5,285
Equity in earnings of unconsolidated affiliates			37				—				—				—				—				37
Operating income (loss)			721				278				155				114				(14	)			1,254
Other income and deductions
Interest expense			(82	)			(74	)			(29	)			(29	)			(20	)			(234	)
Other, net			134				7				1				4				9				155
Total other income and deductions			52				(67	)			(28	)			(25	)			(11	)			(79	)
Income (loss) before income taxes			773				211				127				89				(25	)			1,175
Income taxes			288				85				35				36				(5	)			439
Net income (loss)			485				126				92				53				(20	)			736
Net income (loss) attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			(5	)			—				—				3				—				(2	)
Net income (loss) on common stock		$	490			$	126			$	92			$	50			$	(20	)		$	738
		Three Months Ended September 30, 2012
		Generation				ComEd				PECO				BGE				Other (a)				Exelon Consolidated
Operating revenues		$	4,031			$	1,484			$	806			$	720			$	(462	)		$	6,579
Operating expenses
Purchased power and fuel			2,122				678				326				373				(473	)			3,026
Operating and maintenance			1,429				350				199				201				(9	)			2,170
Depreciation, amortization, accretion and depletion			207				157				55				68				13				500
Taxes other than income			109				81				48				48				4				290
Total operating expenses			3,867				1,266				628				690				(465	)			5,986
Equity in earnings of unconsolidated affiliates			10				—				—				—				—				10
Operating income			174				218				178				30				3				603
Other income and deductions
Interest expense			(85	)			(74	)			(32	)			(35	)			(20	)			(246	)
Other, net			83				5				2				5				6				101
Total other income and deductions			(2	)			(69	)			(30	)			(30	)			(14	)			(145	)
Income (loss) before income taxes			172				149				148				—				(11	)			458
Income taxes			85				59				25				—				(8	)			161
Net income (loss)			87				90				123				—				(3	)			297
Net income (loss) attributable to noncontrolling interests, preferred security dividends and preference stock dividends			(4	)			—				1				4				—				1
Net income (loss) on common stock		$	91			$	90			$	122			$	(4	)		$	(3	)		$	296

 

(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)

 

		Nine Months Ended September 30, 2013
		Generation				ComEd				PECO				BGE				Other (b)				Exelon Consolidated
Operating revenues		$	11,858			$	3,395			$	2,295			$	2,271			$	(1,094	)		$	18,725
Operating expenses
Purchased power and fuel			6,294				931				953				1,059				(1,094	)			8,143
Operating and maintenance			3,377				1,020				554				450				(10	)			5,391
Depreciation, amortization, accretion and depletion			643				501				171				252				39				1,606
Taxes other than income			292				225				121				162				25				825
Total operating expenses			10,606				2,677				1,799				1,923				(1,040	)			15,965
Equity in earnings of unconsolidated affiliates			7				—				—				—				—				7
Operating income (loss)			1,259				718				496				348				(54	)			2,767
Other income and deductions
Interest expense			(257	)			(503	)			(86	)			(94	)			(170	)			(1,110	)
Other, net			229				18				4				13				47				311
Total other income and deductions			(28	)			(485	)			(82	)			(81	)			(123	)			(799	)
Income (loss) before income taxes			1,231				233				414				267				(177	)			1,968
Income taxes			436				93				122				107				(25	)			733
Net income (loss)			795				140				292				160				(152	)			1,235
Net income (loss) attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			(6	)			—				7				10				—				11
Net income (loss) on common stock		$	801			$	140			$	285			$	150			$	(152	)		$	1,224
		Nine Months Ended September 30, 2012 (a)
		Generation				ComEd				PECO				BGE				Other (b)				Exelon Consolidated
Operating revenues		$	10,539			$	4,154			$	2,396			$	1,388			$	(1,242	)		$	17,235
Operating expenses
Purchased power and fuel			5,018				1,886				1,033				727				(1,266	)			7,398
Operating and maintenance			3,786				1,000				574				423				196				5,979
Depreciation, amortization, accretion and depletion			564				458				161				157				36				1,376
Taxes other than income			272				224				122				104				15				737
Total operating expenses			9,640				3,568				1,890				1,411				(1,019	)			15,490
Equity in loss of unconsolidated affiliates			(69	)			—				—				—				—				(69	)
Operating income (loss)			830				586				506				(23	)			(223	)			1,676
Other income and deductions
Interest expense			(223	)			(230	)			(94	)			(77	)			(73	)			(697	)
Other, net			185				12				6				14				36				253
Total other income and deductions			(38	)			(218	)			(88	)			(63	)			(37	)			(444	)
Income (loss) before income taxes			792				368				418				(86	)			(260	)			1,232
Income taxes			373				149				118				(37	)			(158	)			445
Net income (loss)			419				219				300				(49	)			(102	)			787
Net income (loss) attributable to noncontrolling interests, preferred security dividends and preference stock dividends			(6	)			—				3				8				—				5
Net income (loss) on common stock		$	425			$	219			$	297			$	(57	)		$	(102	)		$	782

 

(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

---

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		Generation
		Three Months Ended September 30,												Nine Months Ended September 30,
		2013				2012				Variance				2013				2012 (a)				Variance
Operating revenues		$	4,255			$	4,031			$	224			$	11,858			$	10,539			$	1,319
Operating expenses
Purchased power and fuel			2,179				2,122				57				6,294				5,018				1,276
Operating and maintenance			1,076				1,429				(353	)			3,377				3,786				(409	)
Depreciation, amortization, accretion and depletion			218				207				11				643				564				79
Taxes other than income			98				109				(11	)			292				272				20
Total operating expenses			3,571				3,867				(296	)			10,606				9,640				966
Equity in earnings (loss) of unconsolidated affiliates			37				10				27				7				(69	)			76
Operating income			721				174				547				1,259				830				429
Other income and deductions
Interest expense			(82	)			(85	)			3				(257	)			(223	)			(34	)
Other, net			134				83				51				229				185				44
Total other income and deductions			52				(2	)			54				(28	)			(38	)			10
Income before income taxes			773				172				601				1,231				792				439
Income taxes			288				85				203				436				373				63
Net income			485				87				398				795				419				376
Net loss attributable to noncontrolling interests			(5	)			(4	)			(1	)			(6	)			(6	)			—
Net income on common stock		$	490			$	91			$	399			$	801			$	425			$	376
(a)    Includes financial results for Constellation beginning on March 12, 2012, the date the merger was completed.
		ComEd
		Three Months Ended September 30,												Nine Months Ended September 30,
		2013				2012				Variance				2013				2012				Variance
Operating revenues		$	1,156			$	1,484			$	(328	)		$	3,395			$	4,154			$	(759	)
Operating expenses
Purchased power			301				678				(377	)			931				1,886				(955	)
Operating and maintenance			333				350				(17	)			1,020				1,000				20
Depreciation and amortization			164				157				7				501				458				43
Taxes other than income			80				81				(1	)			225				224				1
Total operating expenses			878				1,266				(388	)			2,677				3,568				(891	)
Operating income			278				218				60				718				586				132
Other income and deductions
Interest expense			(74	)			(74	)			—				(503	)			(230	)			(273	)
Other, net			7				5				2				18				12				6
Total other income and deductions			(67	)			(69	)			2				(485	)			(218	)			(267	)
Income before income taxes			211				149				62				233				368				(135	)
Income taxes			85				59				26				93				149				(56	)
Net income		$	126			$	90			$	36			$	140			$	219			$	(79	)

 

3

---

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		PECO
		Three Months Ended September 30,												Nine Months Ended September 30,
		2013				2012				Variance				2013				2012				Variance
Operating revenues		$	728			$	806			$	(78	)		$	2,295			$	2,396			$	(101	)
Operating expenses
Purchased power and fuel			289				326				(37	)			953				1,033				(80	)
Operating and maintenance			186				199				(13	)			554				574				(20	)
Depreciation and amortization			57				55				2				171				161				10
Taxes other than income			41				48				(7	)			121				122				(1	)
Total operating expenses			573				628				(55	)			1,799				1,890				(91	)
Operating income			155				178				(23	)			496				506				(10	)
Other income and deductions
Interest expense			(29	)			(32	)			3				(86	)			(94	)			8
Other, net			1				2				(1	)			4				6				(2	)
Total other income and deductions			(28	)			(30	)			2				(82	)			(88	)			6
Income before income taxes			127				148				(21	)			414				418				(4	)
Income taxes			35				25				10				122				118				4
Net income			92				123				(31	)			292				300				(8	)
Preferred security dividends and redemption			—				1				(1	)			7				3				4
Net income on common stock		$	92			$	122			$	(30	)		$	285			$	297			$	(12	)
		BGE
		Three Months Ended September 30,												Nine Months Ended September 30,
		2013				2012				Variance				2013				2012 (a)				Variance
Operating revenues		$	737			$	720			$	17			$	2,271			$	1,388			$	883
Operating expenses
Purchased power and fuel			346				373				(27	)			1,059				727				332
Operating and maintenance			146				201				(55	)			450				423				27
Depreciation and amortization			78				68				10				252				157				95
Taxes other than income			53				48				5				162				104				58
Total operating expenses			623				690				(67	)			1,923				1,411				512
Operating income (loss)			114				30				84				348				(23	)			371
Other income and deductions
Interest expense			(29	)			(35	)			6				(94	)			(77	)			(17	)
Other, net			4				5				(1	)			13				14				(1	)
Total other income and deductions			(25	)			(30	)			5				(81	)			(63	)			(18	)
Income (loss) before income taxes			89				—				89				267				(86	)			353
Income taxes			36				—				36				107				(37	)			144
Net income (loss)			53				—				53				160				(49	)			209
Preference stock dividends			3				4				(1	)			10				8				2
Net income (loss) on common stock		$	50			$	(4	)		$	54			$	150			$	(57	)		$	207

 

(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 September 30,												Nine Months Ended September 30,
		2013				2012				Variance				2013				2012 (b)				Variance
Operating revenues		$	(374	)		$	(462	)		$	88			$	(1,094	)		$	(1,242	)		$	148
Operating expenses
Purchased power and fuel			(372	)			(473	)			101				(1,094	)			(1,266	)			172
Operating and maintenance			(6	)			(9	)			3				(10	)			196				(206	)
Depreciation and amortization			13				13				—				39				36				3
Taxes other than income			5				4				1				25				15				10
Total operating expenses			(360	)			(465	)			105				(1,040	)			(1,019	)			(21	)
Operating loss			(14	)			3				(17	)			(54	)			(223	)			169
Other income and deductions
Interest expense			(20	)			(20	)			—				(170	)			(73	)			(97	)
Other, net			9				6				3				47				36				11
Total other income and deductions			(11	)			(14	)			3				(123	)			(37	)			(86	)
Loss before income taxes			(25	)			(11	)			(14	)			(177	)			(260	)			83
Income taxes			(5	)			(8	)			3				(25	)			(158	)			133
Net loss		$	(20	)		$	(3	)		$	(17	)		$	(152	)		$	(102	)		$	(50	)

 

(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

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EXELON CORPORATION

Consolidated Balance Sheets

(in millions)

 

		September 30, 2013				December 31, 2012
		(unaudited)
ASSETS
Current assets
Cash and cash equivalents		$	1,600			$	1,411
Cash and cash equivalents of variable interest entities			44				75
Restricted cash and investments			60				86
Restricted cash and investments of variable interest entities			87				47
Accounts receivable, net
Customer			2,584				2,795
Other			1,228				1,141
Accounts receivable, net, variable interest entities			177				292
Mark-to-market derivative assets			730				938
Unamortized energy contract assets			460				886
Inventories, net
Fossil fuel			288				246
Materials and supplies			821				768
Deferred income taxes			292				131
Regulatory assets			877				764
Other			699				560
Total current assets			9,947				10,140
Property, plant and equipment, net			46,498				45,186
Deferred debits and other assets
Regulatory assets			6,509				6,497
Nuclear decommissioning trust funds			7,776				7,248
Investments			1,154				1,184
Investments in affiliates			23				22
Investment in CENG			1,939				1,849
Goodwill			2,625				2,625
Mark-to-market derivative assets			779				937
Unamortized energy contracts assets			803				1,073
Pledged assets for Zion Station decommissioning			486				614
Other			1,121				1,186
Total deferred debits and other assets			23,215				23,235
Total assets		$	79,660			$	78,561
Liabilities and shareholders’ equity
Current liabilities
Short-term borrowings		$	214			$	—
Short-term notes payable—accounts receivable agreement			—				210
Long-term debt due within one year			1,461				975
Long-term debt due within one year of variable interest entities			182				72
Accounts payable			2,370				2,446
Accounts payable of variable interest entities			108				202
Accrued expenses			1,540				1,800
Deferred income taxes			50				58
Regulatory liabilities			314				368
Mark-to-market derivative liabilities			126				352
Unamortized energy contract liabilities			305				455
Other			837				853
Total current liabilities			7,507				7,791
Long-term debt			17,583				17,190
Long-term debt to financing trusts			648				648
Long-term debt of variable interest entities			339				508
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits			11,931				11,551
Asset retirement obligations			5,118				5,074
Pension obligations			3,094				3,428
Non-pension postretirement benefit obligations			2,764				2,662
Spent nuclear fuel obligation			1,021				1,020
Regulatory liabilities			4,204				3,981
Mark-to-market derivative liabilities			218				281
Unamortized energy contract liabilities			314				528
Payable for Zion Station decommissioning			339				432
Other			2,513				1,650
Total deferred credits and other liabilities			31,516				30,607
Total liabilities			57,593				56,744
Commitments and contingencies
Preferred securities of subsidiary			—				87
Shareholders’ equity
Common stock			16,716				16,632
Treasury stock, at cost			(2,327	)			(2,327	)
Retained earnings			10,131				9,893
Accumulated other comprehensive loss, net			(2,661	)			(2,767	)
Total shareholders’ equity			21,859				21,431
BGE preference stock not subject to mandatory redemption			193				193
Noncontrolling interest			15				106
Total equity			22,067				21,730
Total liabilities and shareholders’ equity		$	79,660			$	78,561

 

6

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EXELON CORPORATION

Consolidated Statements of Cash Flows

(unaudited)

(in millions)

 

		Nine Months Ended
		September 30,
		2013				2012 (a)
Cash flows from operating activities
Net income		$	1,235			$	787
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			2,844				2,909
Impairment of assets held for sale			—				278
Deferred income taxes and amortization of investment tax credits			(164	)			263
Net fair value changes related to derivatives			(229	)			(377	)
Net realized and unrealized gains on nuclear decommissioning trust fund investments			(95	)			(142	)
Other non-cash operating activities			738				1,235
Changes in assets and liabilities:
Accounts receivable			58				240
Inventories			(103	)			12
Accounts payable, accrued expenses and other current liabilities			(243	)			(837	)
Option premiums paid, net			(38	)			(122	)
Counterparty collateral (posted) received, net			(73	)			408
Income taxes			863				465
Pension and non-pension postretirement benefit contributions			(360	)			(131	)
Other assets and liabilities			(36	)			(431	)
Net cash flows provided by operating activities			4,397				4,557
Cash flows from investing activities
Capital expenditures			(3,889	)			(4,145	)
Proceeds from nuclear decommissioning trust fund sales			3,344				6,262
Investment in nuclear decommissioning trust funds			(3,518	)			(6,422	)
Cash and restricted cash acquired from Constellation			—				964
Proceeds from sale of long-lived assets			32				—
Proceeds from sales of investments			20				26
Purchases of investments			(3	)			(13	)
Change in restricted cash			(23	)			(38	)
Other investing activities			64				41
Net cash flows used in investing activities			(3,973	)			(3,325	)
Cash flows from financing activities
Payment of accounts receivable agreement			(210	)			—
Changes in short-term debt			205				(139	)
Issuance of long-term debt			2,031				1,558
Retirement of long-term debt			(1,156	)			(731	)
Redemption of preferred securities			(93	)			—
Dividends paid on common stock			(981	)			(1,226	)
Dividends paid to former Constellation shareholders			—				(51	)
Proceeds from employee stock plans			40				61
Other financing activities			(102	)			(20	)
Net cash flows used in financing activities			(266	)			(548	)
Increase in cash and cash equivalents			158				684
Cash and cash equivalents at beginning of period			1,486				1,016
Cash and cash equivalents at end of period		$	1,644			$	1,700

 

(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 September 30, 2013												Three Months Ended September 30, 2012
										Adjusted												Adjusted
		GAAP (a)				Adjustments				Non-GAAP				GAAP (a)				Adjustments				Non-GAAP
Operating revenues		$	6,502			$	(90	)(b),(c)		$	6,412			$	6,579			$	464	(b),(c),(h)		$	7,043
Operating expenses
Purchased power and fuel			2,743				112	(b),(c)			2,855				3,026				278	(b),(c),(h)			3,304
Operating and maintenance			1,735				(96	)(d),(e),(f)			1,639				2,170				(378	)(c),(d),(f),(h)			1,792
Depreciation, amortization, accretion and depletion			530				(1	)(d)			529				500				(13	)(d),(h)			487
Taxes other than income			277				—				277				290				(4	)(h)			286
Total operating expenses			5,285				15				5,300				5,986				(117	)			5,869
Equity in earnings of unconsolidated affiliates			37				23	(c),(d)			60				10				50	(c)			60
Operating income			1,254				(82	)			1,172				603				631				1,234
Other income and deductions
Interest expense			(234	)			—				(234	)			(246	)			(2	)(h),(i)			(248	)
Other, net			155				(63	)(g)			92				101				(60	)(d),(g),(h)			41
Total other income and deductions			(79	)			(63	)			(142	)			(145	)			(62	)			(207	)
Income before income taxes			1,175				(145	)			1,030				458				569				1,027
								(b),(c),(d),												(b),(c),(d),(f),
Income taxes			439				(74	)(e),(f),(g)			365				161				207	(g),(h),(i)			368
Net income			736				(71	)			665				297				362				659
Net income attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			(2	)			—				(2	)			1				—				1
Net income on common stock		$	738			$	(71	)		$	667			$	296			$	362			$	658
Effective tax rate			37.4	%							35.4	%			35.2	%							35.8	%
Earnings per average common share
Basic		$	0.86			$	(0.08	)		$	0.78			$	0.35			$	0.42			$	0.77
Diluted		$	0.86			$	(0.08	)		$	0.78			$	0.35			$	0.42			$	0.77
Average common shares outstanding
Basic			857								857				854								854
Diluted			860								860				857								857
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
Mark-to-market impact of economic hedging activities (b)						$	(0.17	)										$	(0.02	)
Amortization of commodity contract intangibles (c)							0.05												0.21
Constellation merger and integration costs (d)							0.03												0.04
Long-lived asset impairment (e)							0.03												—
Asset retirement obligation (f)							0.01												0.01
Unrealized (gains) related to NDT fund investments (g)							(0.03	)											(0.04	)
Plant retirements and divestitures (h)							—												0.22
Amortization of the fair value of certain debt (i)							—												—
Total adjustments						$	(0.08	)										$	0.42

 

(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 employee-related expenses (e.g. severance, retirement, relocation and retention bonuses), integration initiatives and certain pre-acquisition contingencies.

(e)	Adjustments to exclude earnings primarily related to the impairment of certain wind generating assets.

(f)	Adjustment to exclude Generation’s 2013 asset retirement obligation for retired fossil power plants and 2012 decommissioning obligation for spent fuel at retired nuclear units.

(g)	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.

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

(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.

 

8

---

EXELON CORPORATION

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

(unaudited)

(in millions, except per share data)

 

		Nine Months Ended September 30, 2013												Nine Months Ended September 30, 2012 (a)
										Adjusted												Adjusted
		GAAP (b)				Adjustments				Non-GAAP				GAAP (b)				Adjustments				Non-GAAP
Operating revenues		$	18,725			$	462	(c),(d)		$	19,187			$	17,235			$	1,024	(c),(d),(e),(l)		$	18,259
Operating expenses
Purchased power and fuel			8,143				355	(c),(d)			8,498				7,398				540	(c),(d),(e),(f)			7,938
																				(d),(e),(f),
Operating and maintenance			5,391				(265	)(e),(f),(g),(h)			5,126				5,979				(1,051	)(h),(l),(m),(n)			4,928
Depreciation, amortization, accretion and depletion			1,606				(3	)(f)			1,603				1,376				(43	)(e),(f)			1,333
Taxes other than income			825				—				825				737				(6	)(e),(l)			731
Total operating expenses			15,965				87				16,052				15,490				(560	)			14,930
Equity in earnings (loss) of unconsolidated affiliates			7				62	(d),(f)			69				(69	)			110	(d),(f)			41
Operating income			2,767				437				3,204				1,676				1,694				3,370
Other income and deductions
Interest expense			(1,110	)			370	(f),(g),(i),(j)			(740	)			(697	)			(8	)(f),(i)			(705	)
Other, net			311				(117	)(e),(f),(i),(k)			194				253				(73	)(e),(f),(k)			180
Total other income and deductions			(799	)			253				(546	)			(444	)			(81	)			(525	)
Income before income taxes			1,968				690				2,658				1,232				1,613				2,845
								(c),(d),(e),(f),												(c),(d),(e),(f),
								(g),(h),(i),(j),												(h),(i),(k),(l),
Income taxes			733				192	(k)			925				445				612	(m),(n),(o)			1,057
Net income			1,235				498				1,733				787				1,001				1,788
Net income attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			11				—				11				5				—				5
Net income on common stock		$	1,224			$	498			$	1,722			$	782			$	1,001			$	1,783
Effective tax rate			37.2	%							34.8	%			36.1	%							37.2	%
Earnings per average common share
Basic		$	1.43			$	0.58			$	2.01			$	0.97			$	1.25			$	2.22
Diluted		$	1.42			$	0.58			$	2.00			$	0.97			$	1.24			$	2.21
Average common shares outstanding
Basic			856								856				804								804
Diluted			860								860				806								806
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
Mark-to-market impact of economic hedging activities (c)						$	(0.21	)										$	(0.23	)
Amortization of commodity contract intangibles (d)							0.32												0.68
Plant retirements and divestitures (e)							(0.01	)											0.25
Constellation merger and integration costs (f)							0.08												0.26
Long-lived asset impairment (g)							0.13												—
Asset retirement obligation (h)							0.01												0.01
Amortization of the fair value of certain debt (i)							(0.01	)											(0.01	)
Remeasurement of like-kind exchange tax position (j)							0.31												—
Unrealized (gains) related to NDT fund investments (k)							(0.04	)											(0.07	)
Maryland commitments (l)							—												0.28
FERC settlement (m)							—												0.22
Other acquisition costs (n)							—												—
Non-cash remeasurement of deferred income taxes (o)							—												(0.15	)
Total adjustments						$	0.58											$	1.24

 

(a)	For the nine months ended September 30, 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 employee-related expenses (e.g. severance, retirement, relocation and retention bonuses), integration initiatives and certain pre-acquisition contingencies.

(g)	Adjustment to exclude the impairment of the cancellation of previously capitalized nuclear uprate projects and the impairment of certain wind generating assets.

(h)	Adjustment in 2013 to exclude a third quarter increase in Generation’s asset retirement obligation for retired fossil power plants. Adjustment in 2012 to exclude an increase in Generation’s decommissioning obligation for spent nuclear fuel at retired nuclear units.

(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 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.

(k)	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.

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

(m)	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.

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

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

 

9

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating

Earnings to GAAP Earnings (in millions)

Three Months Ended September 30, 2013 and 2012

 

		Exelon Earnings per Diluted Share				Generation				ComEd				PECO				BGE				Other (a)				Exelon
2012 GAAP Earnings (Loss)		$	0.35			$	91			$	90			$	122			$	(4	)		$	(3	)		$	296
2012 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			(0.02	)			(9	)			—				—				—				(10	)			(19	)
Unrealized Gains Related to NDT Fund Investments (1)			(0.04	)			(38	)			—				—				—				—				(38	)
Plant Retirements and Divestitures (2)			0.22				193				—				—				—				—				193
Asset Retirement Obligation (3)			0.01				6				—				—				—				—				6
Constellation Merger and Integration Costs (4)			0.04				31				—				2				1				2				36
Amortization of Commodity Contract Intangibles (5)			0.21				187				—				—				—				—				187
Amortization of the Fair Value of Certain Debt (6)			—				(3	)			—				—				—				—				(3	)
2012 Adjusted (non-GAAP) Operating Earnings (Loss)			0.77				458				90				124				(3	)			(11	)			658
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market:
Nuclear Volume (8)			0.05				40				—				—				—				—				40
Nuclear Fuel Costs (9)			(0.02	)			(18	)			—				—				—				—				(18	)
Capacity Pricing (10)			0.09				82				—				—				—				—				82
Market and Portfolio Conditions (11)			(0.30	)			(260	)			—				—				—				—				(260	)
ComEd, PECO and BGE Margins:
Weather			(0.03	)			—				(16	)			(14	)			—	(b)			—				(30	)
Load			—				—				(2	)			—				—	(b)			—				(2	)
Other Energy Delivery (12)			0.07				—				47				(15	)			25				—				57
Operating and Maintenance Expense:
Labor, Contracting and Materials (13)			0.03				24				(8	)			1				7				—				24
Planned Nuclear Refueling Outages			—				(4	)			—				—				—				—				(4	)
Pension and Non-Pension Postretirement Benefits			—				—				4				2				—				(4	)			2
Other Operating and Maintenance (14)			0.08				23				16				6				26				4				75
Depreciation and Amortization Expense (15)			(0.03	)			(16	)			(4	)			(1	)			(6	)			(1	)			(28	)
Income Taxes (16)			0.03				54				(1	)			(16	)			—				(6	)			31
Interest Expense, Net			0.01				4				(1	)			2				4				—				9
Other (17)			0.03				24				2				4				(2	)			3				31
2013 Adjusted (non-GAAP) Operating Earnings (Loss)			0.78				411				127				93				51				(15	)			667
2013 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.17				151				—				—				—				(3	)			148
Unrealized Gains Related to NDT Fund Investments (1)			0.03				23				—				—				—				1				24
Asset Retirement Obligation (3)			(0.01	)			(7	)			—				—				—				1				(6	)
Constellation Merger and Integration Costs (4)			(0.03	)			(20	)			(1	)			(1	)			(1	)			(3	)			(26	)
Amortization of Commodity Contract Intangibles (5)			(0.05	)			(40	)			—				—				—				(1	)			(41	)
Long-Lived Asset Impairment (7)			(0.03	)			(28	)			—				—				—				—				(28	)
2013 GAAP Earnings (Loss)		$	0.86			$	490			$	126			$	92			$	50			$	(20	)		$	738

 

(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 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)	In 2012, primarily reflects an increase in Generation’s decommissioning obligation for spent nuclear fuel at retired nuclear units. In 2013, primarily reflects an increase in Generation’s asset retirement obligation for retired fossil power plants.

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

(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 charges to earnings primarily related to the impairment of certain wind generating assets.

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

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

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

(11)	Primarily reflects the impact of decreased realized energy prices.

(12)

For ComEd, primarily reflects increased distribution revenue due to increased costs and capital investments and higher allowed ROE pursuant to the formula rate under EIMA, and increased distribution revenue as a result of the May 2013 enactment of Senate Bill 9, partially offset by decreased revenue associated with uncollectible accounts expense resulting from the timing of regulatory cost recovery and customers purchasing electricity from competitive electric generation suppliers (offset in other operating and maintenance expense). For PECO, primarily reflects decreased cost recovery for energy efficiency and demand response programs (primarily offset in other operating and maintenance expense). 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 realized merger synergies at Generation, a shift of labor costs from operating and maintenance to capital projects due to decreased storms in 2013 at BGE, partially offset by increased EIMA contracting costs at ComEd and the impacts of inflation across all operating companies.

(14)

Primarily reflects the impact of merger synergy savings for Exelon’s corporate operations and shared service entities across all operating companies, decreased storm costs in the BGE and ComEd service territories, decreased uncollectible accounts expense (offset in other energy delivery revenue) at ComEd and decreased spend on energy efficiency programs (primarily offset in other energy delivery revenue) at PECO.

(15)

Primarily reflects increased depreciation expense across the operating companies for ongoing capital expenditures, including wind and solar facilities placed in service at Generation. At BGE, also reflects increased spend on energy efficiency programs (primarily offset in other energy delivery revenue).

(16)	At Generation, primarily reflects an increase in wind production tax credit benefits. At PECO, primarily reflects a benefit for the gas property repairs deduction recognized in 2012.

(17)	For Generation, primarily reflects higher realized NDT fund gains.

 

10

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EXELON CORPORATION (a)

Reconciliation of Adjusted (non-GAAP) Operating

Earnings to GAAP Earnings (in millions)

Nine Months Ended September 30, 2013 and 2012

 

		Exelon Earnings per Diluted Share				Generation				ComEd				PECO				BGE				Other (b)				Exelon
2012 GAAP Earnings (Loss)		$	0.97			$	425			$	219			$	297			$	(57	)		$	(102	)		$	782
2012 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			(0.23	)			(167	)			—				—				—				(18	)			(185	)
Unrealized Gains Related to NDT Fund Investments (1)			(0.07	)			(54	)			—				—				—				—				(54	)
Plant Retirements and Divestitures (2)			0.25				200				—				—				—				—				200
Asset Retirement Obligation (3)			0.01				6				—				—				—				—				6
Constellation Merger and Integration Costs (4)			0.26				133				—				8				2				68				211
Maryland Commitments (5)			0.28				22				—				—				83				122				227
Amortization of Commodity Contract Intangibles (6)			0.68				545				—				—				—				—				545
Amortization of the Fair Value of Certain Debt (7)			(0.01	)			(7	)			—				—				—				—				(7	)
FERC Settlement (8)			0.22				172				—				—				—				—				172
Reassessment of State Deferred Income Taxes (9)			(0.15	)			(13	)			—				—				—				(104	)			(117	)
Other Acquisition Costs			—				3				—				—				—				—				3
2012 Adjusted (non-GAAP) Operating Earnings (Loss)			2.21				1,265				219				305				28				(34	)			1,783
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market:
Nuclear Volume (12)			0.05				43				—				—				—				—				43
Nuclear Fuel Costs (13)			(0.05	)			(40	)			—				—				—				—				(40	)
Capacity Pricing (14)			0.04				38				—				—				—				—				38
Market and Portfolio Conditions (15)			(0.23	)			(199	)			—				—				—				—				(199	)
ComEd, PECO and BGE Margins:
Weather			—				—				(18	)			16				—	(c)			—				(2	)
Load			(0.01	)			—				(2	)			(4	)			—	(c)			—				(6	)
Discrete Impacts of the 2012 Distribution Formula
Rate Order (16)			0.06				—				52				—				—				—				52
Other Energy Delivery (17)			0.37				—				83				(26	)			261				—				318
Operating and Maintenance Expense:
Labor, Contracting and Materials (18)			(0.16	)			(73	)			(24	)			(5	)			(39	)			1				(140	)
Planned Nuclear Refueling Outages (19)			0.01				12				—				—				—				—				12
Pension and Non-Pension Postretirement Benefits (20)			(0.01	)			(4	)			(2	)			6				(5	)			(3	)			(8	)
Other Operating and Maintenance (21)			0.01				(24	)			16				8				5				2				7
Depreciation and Amortization Expense (22)			(0.20	)			(78	)			(25	)			(8	)			(57	)			(1	)			(169	)
Equity in Earnings of Unconsolidated Affiliates (23)			0.02				18				—				—				—				—				18
Income Taxes (24)			0.09				89				1				(3	)			(2	)			(1	)			84
Interest Expense, Net (25)			(0.02	)			(16	)			8				4				(11	)			(6	)			(21	)
Other (26)			(0.05	)			(12	)			4				3				(33	)			(4	)			(42	)
Preferred Securities Redemption (27)			0.01				—				—				(6	)			—				—				(6	)
Share Differential			(0.14	)			—				—				—				—				—				—
2013 Adjusted (non-GAAP) Operating Earnings (Loss)			2.00				1,019				312				290				147				(46	)			1,722
2013 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.21				166				—				—				—				2				168
Unrealized Gains Related to NDT Fund Investments (1)			0.04				37				—				—				—				—				37
Plant Retirements and Divestitures (2)			0.01				13				—				—				—				—				13
Asset Retirement Obligation (3)			(0.01	)			(6	)			—				—				—				—				(6	)
Constellation Merger and Integration Costs (4)			(0.08	)			(60	)			(2	)			(5	)			3				(2	)			(66	)
Amortization of Commodity Contract Intangibles (6)			(0.32	)			(273	)			—				—				—				—				(273	)
Amortization of the Fair Value of Certain Debt (7)			0.01				7				—				—				—				—				7
Remeasurement of Like-Kind Exchange Tax Position (10)			(0.31	)			—				(170	)			—				—				(97	)			(267	)
Long-Lived Asset Impairment (11)			(0.13	)			(102	)			—				—				—				(9	)			(111	)
2013 GAAP Earnings (Loss)		$	1.42			$	801			$	140			$	285			$	150			$	(152	)		$	1,224

 

(a)

For the nine months ended September 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)	In 2012, primarily reflects an increase in Generation’s decommissioning obligation for spent nuclear fuel at retired nuclear units. In 2013, primarily reflects a third quarter increase in Generation’s asset retirement obligation for retired fossil power plants.

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

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

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

(7)	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.

(8)	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.

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

(10)	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.

(11)	Reflects a 2013 charge to earnings primarily related to the cancellation of previously capitalized nuclear uprate projects and the impairment of certain wind generating assets.

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

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

(14)	Primarily reflects the impact of increased capacity prices related to the RPM for the PJM market and the inclusion of Constellation’s financial results for the full period in 2013.

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

(16)	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.

(17)

For ComEd, primarily reflects increased distribution revenue due to recovery of increased costs and capital investments and higher allowed ROE pursuant to the formula rate under EIMA, and increased distribution revenue as a result of the May 2013 enactment of Senate Bill 9, partially offset by decreased revenue associated with uncollectible accounts expense resulting from the timing of regulatory cost recovery and customers purchasing electricity from competitive electric generation suppliers (offset in other operating and maintenance expense). For PECO, primarily reflects the decrease in effective rates due to increased usage per customer across all customer classes, decreased cost recovery for energy efficiency and demand response programs (primarily offset in other operating and maintenance expense) a decrease in gross receipts tax revenue (completely offset in taxes other than income) and the customer refund in 2013 of the tax cash benefit related to gas property distribution repairs (completely offset in income taxes). 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).

(18)

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, and a shift of labors costs at BGE from operating and maintenance to capital projects due to decreased storms in 2013.

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

(20)

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 Generation, also reflects the impact of costs related to contractual termination benefits in 2012. At PECO, also reflects the end of OPEB transition cost amortization in 2012.

(21)

Reflects a decrease in ComEd’s uncollectible accounts expense (primarily offset in other energy delivery revenues), decreased storm costs in ComEd’s and BGE’s service territories, decreased spend on energy efficiency programs at PECO (primarily offset in other energy delivery revenues), partially offset by timing of nuclear refueling outage costs related to Generation’s ownership interest in Salem and the inclusion of Constellation’s and BGE’s results for the full period in 2013.

(22)

Primarily reflects the inclusion of Constellation’s and BGE’s results for the full period in 2013 and increased depreciation expense across the operating companies for ongoing capital expenditures, including wind and solar facilities placed in service at Generation. Reflects increased regulatory asset amortization at ComEd related to higher MGP remediation expenditures and higher costs at BGE for energy efficiency and demand response programs (primarily offset in other energy delivery revenues).

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

(24)	At Generation, primarily reflects an increase in wind production tax credit benefits. At PECO, primarily reflects a benefit for the gas property repairs deduction in 2012, partially offset by gas repair bill credit amortization.

(25)

Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013. For Generation and BGE, 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.

(26)	Primarily reflects the inclusion of Constellation and BGE’s results for the full period in 2013. Also includes an increase in taxes other than income at Generation and BGE.

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

 

11

---

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

										Generation
		Three Months Ended September 30, 2013												Three Months Ended September 30, 2012
		GAAP (b)				Adjustments				Adjusted Non-GAAP				GAAP (b)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	4,255			$	(90	)(c),(d)		$	4,165			$	4,031			$	480	(c),(d),(i)		$	4,511
Operating expenses
Purchased power and fuel			2,179				112	(c),(d)			2,291				2,122				278	(c),(d),(i)			2,400
Operating and maintenance			1,076				(87	)(e),(f),(g)			989				1,429				(373	)(d),(e),(g),(i)			1,056
Depreciation, amortization, accretion and depletion			218				(1	)(e)			217				207				(13	)(e),(i)			194
Taxes other than income			98				—				98				109				(4	)(i)			105
Total operating expenses			3,571				24				3,595				3,867				(112	)			3,755
Equity in earnings of unconsolidated affiliates			37				23	(d),(e)			60				10				50	(d)			60
Operating income			721				(91	)			630				174				642				816
Other income and deductions
Interest expense			(82	)			—				(82	)			(85	)			(5	)(j)			(90	)
Other, net			134				(63	)(h)			71				83				(60	)(e),(h),(i)			23
Total other income and deductions			52				(63	)			(11	)			(2	)			(65	)			(67	)
Income before income taxes			773				(154	)			619				172				577				749
								(c),(d),(e)												(c),(d),(e),(g)
Income taxes			288				(75	)(f),(g),(h)			213				85				210	(h),(i),(j)			295
Net income			485				(79	)			406				87				367				454
Net loss attributable to noncontrolling interests			(5	)			—				(5	)			(4	)			—				(4	)
Net income on common stock		$	490			$	(79	)		$	411			$	91			$	367			$	458
		Nine Months Ended September 30, 2013												Nine Months Ended September 30, 2012 (a)
		GAAP (b)				Adjustments				Adjusted Non-GAAP				GAAP (b)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	11,858			$	469	(c),(d)		$	12,327			$	10,539			$	942	(c),(d),(i)		$	11,481
Operating expenses
																				(c),(d),(e),
Purchased power and fuel			6,294				355	(c),(d)			6,649				5,018				540	(i)			5,558
																				(d),(e),(g),(i),
Operating and maintenance			3,377				(241	)(e),(f),(g),(i)			3,136				3,786				(778	)(k),(l),(n)			3,008
Depreciation, amortization, accretion and depletion			643				(3	)(e)			640				564				(43	)(e),(i)			521
Taxes other than income			292				—				292				272				(8	)(i)			264
Total operating expenses			10,606				111				10,717				9,640				(289	)			9,351
Equity in earnings (loss) of unconsolidated affiliates			7				62	(d),(e)			69				(69	)			110	(d),(e)			41
Operating income			1,259				420				1,679				830				1,341				2,171
Other income and deductions
Interest expense			(257	)			1	(e),(f),(j)			(256	)			(223	)			(11	)(j)			(234	)
Other, net			229				(117	)(e),(h),(i),(j)			112				185				(73	)(e),(h),(i)			112
Total other income and deductions			(28	)			(116	)			(144	)			(38	)			(84	)			(122	)
Income before income taxes			1,231				304				1,535				792				1,257				2,049
																			(c	),(d),(e),
																			(g	),(h),(i),
								(c),(d),(e),(f)											(j	),(k),(l),
Income taxes			436				86	(g),(h),(i),(j)			522				373				417	(m),(n)			790
Net income			795				218				1,013				419				840				1,259
Net loss attributable to noncontrolling interests			(6	)			—				(6	)			(6	)			—				(6	)
Net income on common stock		$	801			$	218			$	1,019			$	425			$	840			$	1,265

 

(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 employee-related expenses (e.g. severance, retirement, relocation and retention bonuses), integration initiatives and certain pre-acquisition contingencies.

(f)	Adjustment to exclude the impairment of certain wind generating assets.

(g)	Adjustment to exclude Generation’s 2013 asset retirement obligation for retired fossil power plants and 2012 decommissioning obligation for spent fuel at retired nuclear units.

(h)	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.

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

(j)	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.

(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.

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

 

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 September 30, 2013												Three Months Ended September 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	1,156			$	—			$	1,156			$	1,484			$	—			$	1,484
Operating expenses
Purchased power			301				—				301				678				—				678
Operating and maintenance			333				(2	)(b)			331				350				—				350
Depreciation and amortization			164				—				164				157				—				157
Taxes other than income			80				—				80				81				—				81
Total operating expenses			878				(2	)			876				1,266				—				1,266
Operating income			278				2				280				218				—				218
Other income and deductions
Interest expense			(74	)			—				(74	)			(74	)			—				(74	)
Other, net			7				—				7				5				—				5
Total other income and deductions			(67	)			—				(67	)			(69	)			—				(69	)
Income before income taxes			211				2				213				149				—				149
Income taxes			85				1	(b)			86				59				—				59
Net income		$	126			$	1			$	127			$	90			$	—			$	90
		Nine Months Ended September 30, 2013												Nine Months Ended September 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	3,395			$	—			$	3,395			$	4,154			$	—			$	4,154
Operating expenses
Purchased power			931				—				931				1,886				—				1,886
Operating and maintenance			1,020				(2	)(b)			1,018				1,000				—				1,000
Depreciation and amortization			501				—				501				458				—				458
Taxes other than income			225				—				225				224				—				224
Total operating expenses			2,677				(2	)			2,675				3,568				—				3,568
Operating income			718				2				720				586				—				586
Other income and deductions
Interest expense			(503	)			288	(c)			(215	)			(230	)			—				(230	)
Other, net			18				—				18				12				—				12
Total other income and deductions			(485	)			288				(197	)			(218	)			—				(218	)
Income before income taxes			233				290				523				368				—				368
Income taxes			93				118	(b),(c)			211				149				—				149
Net income		$	140			$	172			$	312			$	219			$	—			$	219

 

(a)	Results reported in accordance with GAAP.

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

(c)	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.

 

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 September 30, 2013												Three Months Ended September 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	728			$	—			$	728			$	806			$	—			$	806
Operating expenses
Purchased power and fuel			289				—				289				326				—				326
Operating and maintenance			186				(2	)(b)			184				199				(3	)(b)			196
Depreciation and amortization			57				—				57				55				—				55
Taxes other than income			41				—				41				48				—				48
Total operating expenses			573				(2	)			571				628				(3	)			625
Operating income			155				2				157				178				3				181
Other income and deductions
Interest expense			(29	)			—				(29	)			(32	)			—				(32	)
Other, net			1				—				1				2				—				2
Total other income and deductions			(28	)			—				(28	)			(30	)			—				(30	)
Income before income taxes			127				2				129				148				3				151
Income taxes			35				1	(b)			36				25				1	(b)			26
Net income			92				1				93				123				2				125
Preferred security dividends and redemption			—				—				—				1				—				1
Net income on common stock		$	92			$	1			$	93			$	122			$	2			$	124
		Nine Months Ended September 30, 2013												Nine Months Ended September 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	2,295			$	—			$	2,295			$	2,396			$	—			$	2,396
Operating expenses
Purchased power and fuel			953				—				953				1,033				—				1,033
Operating and maintenance			554				(8	)(b)			546				574				(13	)(b)			561
Depreciation and amortization			171				—				171				161				—				161
Taxes other than income			121				—				121				122				—				122
Total operating expenses			1,799				(8	)			1,791				1,890				(13	)			1,877
Operating income			496				8				504				506				13				519
Other income and deductions
Interest expense			(86	)			—				(86	)			(94	)			—				(94	)
Other, net			4				—				4				6				—				6
Total other income and deductions			(82	)			—				(82	)			(88	)			—				(88	)
Income before income taxes			414				8				422				418				13				431
Income taxes			122				3	(b)			125				118				5	(b)			123
Net income			292				5				297				300				8				308
Preferred security dividends and redemption			7				—				7				3				—				3
Net income on common stock		$	285			$	5			$	290			$	297			$	8			$	305

 

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude certain costs incurred associated with the merger, including 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 September 30, 2013												Three Months Ended September 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	737			$	—			$	737			$	720			$	—			$	720
Operating expenses
Purchased power and fuel			346				—				346				373				—				373
Operating and maintenance			146				(2	)(b)			144				201				(1	)(b)			200
Depreciation and amortization			78				—				78				68				—				68
Taxes other than income			53				—				53				48				—				48
Total operating expenses			623				(2	)			621				690				(1	)			689
Operating income			114				2				116				30				1				31
Other income and deductions
Interest expense			(29	)			—				(29	)			(35	)			—				(35	)
Other, net			4				—				4				5				—				5
Total other income and deductions			(25	)			—				(25	)			(30	)			—				(30	)
Income before income taxes			89				2				91				—				1				1
Income taxes			36				1	(b)			37				—				—	(b)			—
Net income			53				1				54				—				1				1
Preference stock dividends			3				—				3				4				—				4
Net income on common stock		$	50			$	1			$	51			$	(4	)		$	1			$	(3	)
		Nine Months Ended September 30, 2013												March 12, 2012 through September 30, 2012
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	2,271			$	—			$	2,271			$	1,388			$	113	(c)		$	1,501
Operating expenses
Purchased power and fuel			1,059				—				1,059				727				—				727
Operating and maintenance			450				4	(b)			454				423				(33	)(b),(c)			390
Depreciation and amortization			252				—				252				157				—				157
Taxes other than income			162				—				162				104				2	(c)			106
Total operating expenses			1,923				4				1,927				1,411				(31	)			1,380
Operating income (loss)			348				(4	)			344				(23	)			144				121
Other income and deductions
Interest expense			(94	)			—				(94	)			(77	)			—				(77	)
Other, net			13				—				13				14				—				14
Total other income and deductions			(81	)			—				(81	)			(63	)			—				(63	)
Income (loss) before income taxes			267				(4	)			263				(86	)			144				58
Income taxes			107				(1	)(b)			106				(37	)			59	(b),(c)			22
Net income (loss)			160				(3	)			157				(49	)			85				36
Preference stock dividends			10				—				10				8				—				8
Net income (loss) on common stock		$	150			$	(3	)		$	147			$	(57	)		$	85			$	28

 

(a)	Results reported in accordance with GAAP.

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

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

 

15

---

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		Other (a)
		Three Months Ended September 30, 2013												Three Months Ended September 30, 2012
		GAAP (c)				Adjustments				Adjusted Non- GAAP				GAAP (c)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	(374	)		$	—			$	(374	)		$	(462	)		$	(16	)(e)		$	(478	)
Operating expenses
Purchased power and fuel			(372	)			—				(372	)			(473	)			—				(473	)
Operating and maintenance			(6	)			(3	)(d)			(9	)			(9	)			(1	)(d)			(10	)
Depreciation and amortization			13				—				13				13				—				13
Taxes other than income			5				—				5				4				—				4
Total operating expenses			(360	)			(3	)			(363	)			(465	)			(1	)			(466	)
Operating income (loss)			(14	)			3				(11	)			3				(15	)			(12	)
Other income and deductions
Interest expense			(20	)			—				(20	)			(20	)			3	(d)			(17	)
Other, net			9				—				9				6				—				6
Total other income and deductions			(11	)			—				(11	)			(14	)			3				(11	)
Loss before income taxes			(25	)			3				(22	)			(11	)			(12	)			(23	)
Income taxes			(5	)			(2	)(d),(e),(f)			(7	)			(8	)			(4	)(d),(e)			(12	)
Net loss		$	(20	)		$	5			$	(15	)		$	(3	)		$	(8	)		$	(11	)
		Nine Months Ended September 30, 2013												Nine Months Ended September 30, 2012 (b)
		GAAP (c)				Adjustments				Adjusted Non- GAAP				GAAP (c)				Adjustments				Adjusted Non- GAAP
Operating revenues		$	(1,094	)		$	(7	)(e)		$	(1,101	)		$	(1,242	)		$	(31	)(e)		$	(1,273	)
Operating expenses
Purchased power and fuel			(1,094	)			—				(1,094	)			(1,266	)			—				(1,266	)
Operating and maintenance			(10	)			(18	)(d),(f)			(28	)			196				(227	)(d),(h)			(31	)
Depreciation and amortization			39				—				39				36				—				36
Taxes other than income			25				—				25				15				—				15
Total operating expenses			(1,040	)			(18	)			(1,058	)			(1,019	)			(227	)			(1,246	)
Operating loss			(54	)			11				(43	)			(223	)			196				(27	)
Other income and deductions
Interest expense			(170	)			81	(g)			(89	)			(73	)			3	(d)			(70	)
Other, net			47				—				47				36				—				36
Total other income and deductions			(123	)			81				(42	)			(37	)			3				(34	)
Loss before income taxes			(177	)			92				(85	)			(260	)			199				(61	)
								(d),(e),(f)												(d),(e),(h)
Income taxes			(25	)			(14	)(g)			(39	)			(158	)			131	(i)			(27	)
Net loss		$	(152	)		$	106			$	(46	)		$	(102	)		$	68			$	(34	)

 

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

(b)	For the nine months ended September 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 certain costs incurred associated with the merger, including employee-related expenses (e.g. severance, retirement, relocation and retention bonuses), integration initiatives and certain pre-acquisition contingencies.

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

(f)	Adjustment to exclude a charge to earnings related to the cancellation of previously capitalized nuclear uprate projects and the impairment of certain wind generating assets.

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

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

 

16

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EXELON CORPORATION

Exelon Generation Statistics

 

		Three Months Ended
		Sep. 30, 2013				Jun. 30, 2013				Mar. 31, 2013				Dec. 31, 2012				Sep. 30, 2012
Supply (in GWhs)
Nuclear Generation (a)
Mid-Atlantic			12,424				11,794				12,762				11,547				11,449
Midwest			23,741				22,807				23,269				23,335				23,132
Total Nuclear Generation			36,165				34,601				36,031				34,882				34,581
Fossil and Renewables (a)
Mid-Atlantic (a)(c)			2,808				2,796				3,160				2,154				2,547
Midwest			217				318				581				300				171
New England			3,609				3,132				2,392				2,368				3,953
ERCOT			2,522				1,617				733				755				2,410
Other (d)			1,913				1,431				2,254				1,358				1,813
Total Fossil and Renewables			11,069				9,294				9,120				6,935				10,894
Purchased Power
Mid-Atlantic (b)			4,289				2,616				3,233				4,332				6,811
Midwest			707				1,503				1,700				2,661				3,035
New England			2,178				1,365				1,507				2,304				1,961
New York (b)			3,565				3,073				3,511				3,678				4,026
ERCOT			3,803				4,269				4,199				6,043				7,741
Other (d)			3,244				4,998				3,703				4,172				5,372
Total Purchased Power			17,786				17,824				17,853				23,190				28,946
Total Supply/Sales by Region (f)
Mid-Atlantic (e)			19,521				17,206				19,155				18,033				20,807
Midwest (e)			24,665				24,628				25,550				26,296				26,338
New England			5,787				4,497				3,899				4,672				5,914
New York			3,565				3,073				3,511				3,678				4,026
ERCOT			6,325				5,886				4,932				6,798				10,151
Other (d)			5,157				6,429				5,957				5,530				7,185
Total Supply/Sales by Region			65,020				61,719				63,004				65,007				74,421
		Three Months Ended
		Sep. 30, 2013				Jun. 30, 2013				Mar. 31, 2013				Dec. 31, 2012				Sep. 30, 2012
Average Margin ($/MWh) (g) (h)
Mid-Atlantic (i)		$	44.26			$	44.64			$	44.04			$	48.24			$	43.64
Midwest (i)			24.37				27.77				28.08				26.09				27.68
New England			10.71				11.12				7.63				3.64				13.70
New York			(2.52	)			4.56				(6.27	)			4.35				3.23
ERCOT			22.77				19.03				20.54				13.39				15.66
Other (d)			7.95				9.18				7.61				7.96				5.85
Average Margin—Overall Portfolio		$	26.19			$	27.33			$	27.23			$	26.52			$	25.96
Around-the-clock Market Prices ($/MWh) (j)
PJM West Hub		$	38.79			$	37.63			$	37.53			$	35.94			$	38.13
NiHub			32.88				31.77				30.93				28.37				34.29
New England Mass Hub ATC Spark Spread			12.56				4.96				(6.63	)			3.07				12.69
NYPP Zone A			39.75				34.38				40.23				34.70				34.56
ERCOT North Spark Spread			4.39				(0.20	)			(0.66	)			(0.27	)			3.60
		Three Months Ended
		Sep. 30, 2013				Jun. 30, 2013				Mar. 31, 2013				Dec. 31, 2012				Sep. 30, 2012
Outage Days (k)
Refueling			43				47				49				113				43
Non-refueling			5				31				6				1				40
Total Outage Days			48				78				55				114				83

 

(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 3,138 GWhs, 3,114 GWhs, 2,588 GWhs, 3,255 GWhs, and 3,126 GWhs in the Mid-Atlantic and 3,147 GWhs, 2,655 GWhs, 3,213 GWhs, 2,814 GWhs, and 2,997 GWhs in New York as a result of the PPA with CENG for the three months ended September 30, 2013, June 30, 2013, March 31, 2013, December 31, 2012, and September, 30, 2012, respectively.

(c)	Excludes 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 2,499 GWhs, 1,995 GWhs, 1,572 GWhs, 2,977 GWhs, and 4,352 GWhs for the three months ended September 30, 2013, June 30, 2013, March 31, 2013, December 31, 2012, and September 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 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

Nine Months Ended September 30, 2013 and 2012

 

		September 30, 2013				September 30, 2012 (a)
Supply (in GWhs)
Nuclear Generation (b)
Mid-Atlantic			36,980				35,790
Midwest			69,817				69,190
Total Nuclear Generation			106,797				104,980
Fossil and Renewables (b)
Mid-Atlantic (b)(d)			8,764				6,654
Midwest			1,116				671
New England			9,133				7,597
ERCOT			4,872				5,427
Other (e)			5,598				4,555
Total Fossil and Renewables			29,483				24,904
Purchased Power
Mid-Atlantic (c)			10,138				16,498
Midwest			3,910				7,145
New England			5,050				6,966
New York (c)			10,149				7,779
ERCOT			12,271				17,259
Other (e)			11,945				13,153
Total Purchased Power			53,463				68,800
Total Supply/Sales by Region (g)
Mid-Atlantic (f)			55,882				58,942
Midwest (f)			74,843				77,006
New England			14,183				14,563
New York			10,149				7,779
ERCOT			17,143				22,686
Other (e)			17,543				17,708
Total Supply/Sales by Region			189,743				198,684
		September 30, 2013				September 30, 2012 (a)
Average Margin ($/MWh) (h) (i)
Mid-Atlantic (j)		$	44.29			$	43.45
Midwest (j)			26.74				30.00
New England			10.01				12.36
New York			(1.68	)			7.71
ERCOT			20.82				13.75
Other (e)			8.38				5.08
Average Margin—Overall Portfolio		$	26.90			$	27.75
Around-the-clock Market Prices ($/MWh) (k)
PJM West Hub		$	37.88			$	33.23
NiHub			31.84				29.16
NEPOOL Mass Hub			3.21				7.04
NYPP Zone A			37.98				29.79
ERCOT North Spark Spread			1.17				4.39

 

(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 8,840 GWhs and 6,670 GWhs in the Mid-Atlantic, and 9,113 GWhs and 6,536 GWhs in New York as a result of the PPA with CENG for the nine months ended September 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 6,066 GWhs and 9,981 GWhs for the nine months ended September 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 nine months ended September 30, 2013 and 2012

 

18

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EXELON CORPORATION

ComEd Statistics

Three Months Ended September 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			8,188				9,265				(11.6	)%			(2.4	)%		$	529			$	876				(39.6	)%
Small Commercial & Industrial			8,680				8,939				(2.9	)%			(0.1	)%			322				344				(6.4	)%
Large Commercial & Industrial			7,381				7,506				(1.7	)%			(0.2	)%			112				102				9.8	%
Public Authorities & Electric Railroads			329				314				4.8	%			9.1	%			12				11				9.1	%
Total Retail			24,578				26,024				(5.6	)%			(0.8	)%			975				1,333				(26.9	)%
Other Revenue (b)																			181				151				19.9	%
Total Electric Revenue																		$	1,156			$	1,484				(22.1	)%
Purchased Power																		$	301			$	678				(55.6	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			79				107				119				(26.2	)%			(33.6	)%
Cooling Degree-Days			668				859				613				(22.2	)%			9.0	%

Nine Months Ended September 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			21,154				22,345				(5.3	)%			(0.7	)%		$	1,589			$	2,372				(33.0	)%
Small Commercial & Industrial			24,385				24,742				(1.4	)%			(0.4	)%			945				997				(5.2	)%
Large Commercial & Industrial			20,932				21,048				(0.6	)%			(0.4	)%			327				296				10.5	%
Public Authorities & Electric Railroads			997				932				7.0	%			10.5	%			35				32				9.4	%
Total Retail			67,468				69,067				(2.3	)%			(0.4	)%			2,896				3,697				(21.7	)%
Other Revenue (b)																			499				457				9.2	%
Total Electric Revenue																		$	3,395			$	4,154				(18.3	)%
Purchased Power																		$	931			$	1,886				(50.6	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			4,116				3,035				4,048				35.6	%			1.7	%
Cooling Degree-Days			908				1,321				831				(31.3	)%			9.3	%

 

Number of Electric Customers		2013				2012
Residential			3,465,635				3,450,364
Small Commercial & Industrial			366,216				365,245
Large Commercial & Industrial			1,978				1,986
Public Authorities & Electric Railroads			4,860				4,795
Total			3,838,689				3,822,390

 

(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 September 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			3,781				4,059				(6.8	)%			0.3	%		$	448			$	497				(9.9	)%
Small Commercial & Industrial			2,142				2,245				(4.6	)%			(1.5	)%			109				120				(9.2	)%
Large Commercial & Industrial			4,207				4,165				1.0	%			2.9	%			53				66				(19.7	)%
Public Authorities & Electric Railroads			219				240				(8.8	)%			(8.8	)%			7				8				(12.5	)%
Total Retail			10,349				10,709				(3.4	)%			0.8	%			617				691				(10.7	)%
Other Revenue (b)																			55				61				(9.8	)%
Total Electric Revenue																			672				752				(10.6	)%
Gas (in mmcfs)
Retail Deliveries and Sales
Retail Sales (c)			3,531				3,646				(3.2	)%			(3.1	)%			48				49				(2.0	)%
Transportation and Other			6,041				5,796				4.2	%			2.4	%			8				5				60.0	%
Total Gas			9,572				9,442				1.4	%			0.2	%			56				54				3.7	%
Total Electric and Gas Revenues																		$	728			$	806				(9.7	)%
Purchased Power and Fuel																		$	289			$	326				(11.3	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			36				14				35				157.1	%			2.9	%
Cooling Degree-Days			928				1,138				934				(18.5	)%			(0.6	)%

Nine Months Ended September 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			10,134				10,154				(0.2	)%			0.0	%		$	1,197			$	1,297				(7.7	)%
Small Commercial & Industrial			6,111				6,155				(0.7	)%			(1.8	)%			324				357				(9.2	)%
Large Commercial & Industrial			11,637				11,545				0.8	%			2.2	%			173				179				(3.4	)%
Public Authorities & Electric Railroads			712				714				(0.3	)%			(0.3	)%			23				24				(4.2	)%
Total Retail			28,594				28,568				0.1	%			0.4	%			1,717				1,857				(7.5	)%
Other Revenue (b)																			163				171				(4.7	)%
Total Electric Revenue																			1,880				2,028				(7.3	)%
Gas (in mmcfs)
Retail Deliveries and Sales
Retail Sales (c)			38,888				32,301				20.4	%			(0.5	)%			386				344				12.2	%
Transportation and Other			20,880				19,397				7.6	%			2.3	%			29				24				20.8	%
Total Gas			59,606				51,698				15.6	%			0.5	%			415				368				12.8	%
Total Electric and Gas Revenues																		$	2,295			$	2,396				(4.2	)%
Purchased Power and Fuel																		$	953			$	1,033				(7.7	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			2,897				2,265				2,974				27.9	%			(2.6	)%
Cooling Degree-Days			1,346				1,572				1,282				(14.4	)%			5.0	%

 

Number of Electric Customers		2013				2012				Number of Gas Customers		2013				2012
Residential			1,419,837				1,416,894			Residential			455,809				452,624
Small Commercial & Industrial			148,843				148,829			Commercial & Industrial			41,591				41,338
Large Commercial & Industrial			3,114				3,103			Total Retail			497,400				493,962
Public Authorities & Electric Railroads			9,666				9,666			Transportation			909				900
Total			1,581,460				1,578,492			Total			498,309				494,862

 

(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 September 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			3,557				3,830				(7.1	)%		$	390			$	400				(2.5	)%
Small Commercial & Industrial			808				881				(8.3	)%			72				70				2.9	%
Large Commercial & Industrial			3,882				3,996				(2.9	)%			116				106				9.4	%
Public Authorities & Electric Railroads			78				91				(14.3	)%			8				7				14.3	%
Total Retail			8,325				8,798				(5.4	)%			586				583				0.5	%
Other Revenue (b)															78				64				21.9	%
Total Electric Revenue															664				647				2.6	%
Gas (in mmcfs)
Retail Deliveries and Sales (c)
Retail Sales			10,642				11,147				(4.5	)%			66				63				4.8	%
Transportation and Other (d)			933				2,311				(59.6	)%			7				10				(30.0	)%
Total Gas			11,575				13,458				(14.0	)%			73				73				0.0	%
Total Electric and Gas Revenues														$	737			$	720				2.4	%
Purchased Power and Fuel														$	346			$	373				(7.2	)%

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			111				69				82				60.9	%			35.4	%
Cooling Degree-Days			567				698				588				(18.8	)%			(3.6	)%

Nine Months Ended September 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			9,849				7,107				n.m.			$	1,056			$	682				n.m.
Small Commercial & Industrial			2,301				1,730				n.m.				197				143				n.m.
Large Commercial & Industrial			11,046				8,782				n.m.				333				227				n.m.
Public Authorities & Electric Railroads			239				186				n.m.				23				18				n.m.
Total Retail			23,435				17,805				n.m.				1,609				1,070				n.m.
Other Revenue (b)															203				135				n.m.
Total Electric Revenue															1,812				1,205				n.m.
Gas (in mmcfs)
Retail Deliveries and Sales (c)
Retail Sales			65,854				31,549				n.m.				412				153				n.m.
Transportation and Other (d)			8,128				9,076				n.m.				47				30				n.m.
Total Gas			73,982				40,625				n.m.				459				183				n.m.
Total Electric and Gas Revenues														$	2,271			$	1,388				n.m.
Purchased Power and Fuel														$	1,059			$	727				n.m.

 

														% Change
Heating and Cooling Degree-Days		2013				2012				Normal				From 2012				From Normal
Heating Degree-Days			3,054				2,188				2,983				n.m.				2.4	%
Cooling Degree-Days			830				987				838				n.m.				(1.0	)%

 

Number of Electric Customers		2013				2012				Number of Gas Customers		2013				2012
Residential			1,119,209				1,115,764			Residential			612,065				610,353
Small Commercial & Industrial			112,988				113,312			Commercial & Industrial			44,028				43,978
Large Commercial & Industrial			11,634				11,566			Total Retail			656,093				654,331
Public Authorities & Electric Railroads			293				319			Transportation			—				—
Total			1,244,124				1,240,961			Total			656,093				654,331

 

(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 933 mmcfs ($5 million) and 2,311 mmcfs ($8 million) for the three months ended September 30, 2013 and 2012, respectively, and 8,128 mmcfs ($37 million) and 9,076 mmcfs ($24 million) for the nine months ended September 30, 2013 and from March 12, 2012 through September 30, 2012, respectively.

 

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