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

July 29, 2015

Date of Report (Date of earliest event reported)

 

 

 

Commission File Number		Exact Name of Registrant as Specified in Its Charter; State of Incorporation; Address of Principal Executive Offices; and Telephone Number		IRS Employer Identification Number
1-16169		EXELON CORPORATION (a Pennsylvania corporation) 10 South Dearborn Street P.O. Box 805379 Chicago, Illinois 60680-5379 (800) 483-3220		23-2990190
333-85496		EXELON GENERATION COMPANY, LLC (a Pennsylvania limited liability company) 300 Exelon Way Kennett Square, Pennsylvania 19348-2473 (610) 765-5959		23-3064219
1-1839		COMMONWEALTH EDISON COMPANY (an Illinois corporation) 440 South LaSalle Street Chicago, Illinois 60605-1028 (312) 394-4321		36-0938600
000-16844		PECO ENERGY COMPANY (a Pennsylvania corporation) P.O. Box 8699 2301 Market Street Philadelphia, Pennsylvania 19101-8699 (215) 841-4000		23-0970240
1-1910		BALTIMORE GAS AND ELECTRIC COMPANY (a Maryland corporation) 2 Center Plaza 110 West Fayette Street Baltimore, Maryland 21201 (410) 234-5000		52-0280210

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

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

 

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

 

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

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Section 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

Section 7 – Regulation FD

Item 7.01. Regulation FD Disclosure.

On July 29, 2015, Exelon Corporation (Exelon) announced via press release its results for the second quarter ended June 30, 2015. A copy of the press release and related attachments is attached hereto as Exhibit 99.1. Also attached as Exhibit 99.2 to this Current Report on Form 8-K are the presentation slides to be used at the second quarter 2015 earnings conference call. This Form 8-K and the attached exhibits are provided under Items 2.02, 7.01 and 9.01 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission.

Exelon has scheduled the conference call for 11:00 AM ET (10:00 AM CT) on July 29, 2015. 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 32485457. Media representatives are invited to participate on a listen-only basis. The call will be web-cast and archived on Exelon’s Web site: www.exeloncorp.com. (Please select the Investors page.)

Telephone replays will be available until August 12, 2015. The U.S. and Canada call-in number for replays is 855-859-2056, and the international call-in number is 404-537-3406. The conference ID number is 32485457.

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 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 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 2014 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 22; (2) Exelon’s Second Quarter 2015 Quarterly Report on Form 10-Q (to be filed on July 29, 2015) 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 19; 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 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 report.

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SIGNATURES

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

 

July 29, 2015

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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:		Francis Idehen
		Investor Relations
		312-394-3967
		Paul Adams
		Corporate Communications
		410-470-4167

EXELON ANNOUNCES SECOND QUARTER 2015 RESULTS

CHICAGO (Jul. 29, 2015) — Exelon Corporation (NYSE: EXC) announced second quarter 2015 consolidated earnings as follows:

 

		Second Quarter
		2015				2014
Adjusted (non-GAAP) Operating Results:
Net Income ($ millions)		$	508			$	440
Diluted Earnings per Share		$	0.59			$	0.51
GAAP Results:
Net Income ($ millions)		$	638			$	522
Diluted Earnings per Share		$	0.74			$	0.60

“All of our businesses continue to deliver best in class operations, benefiting our customers and shareholders,” said Christopher M. Crane, Exelon’s president and CEO. “Exelon achieved earnings above our guidance range this quarter led by strong financial performance at Constellation. Based on our results through June, we are narrowing our full-year operating earnings guidance to $2.35 to $2.55 per share.”

 

1

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Second Quarter Operating Results

As shown in the table above, Exelon’s Adjusted (non-GAAP) Operating Earnings increased to $0.59 per share in the second quarter of 2015 from $0.51 per share in the second quarter of 2014. Earnings in the second quarter of 2015 primarily reflected the following favorable factors:

 

•

Higher revenue net of purchased power and fuel at Generation as a result of a reduction in the number of nuclear outage days, favorability from portfolio management optimization activities, the Integrys acquisition, and the cancellation of the Department of Energy spent nuclear fuel disposal fees;

 

•

Higher realized NDT fund investment gains at Generation;

 

•

Lower uncollectible accounts expense at BGE.

These factors were partially offset by:

 

•

Higher storm costs at PECO;

 

•

Unfavorable weather at ComEd;

 

•

Higher interest expense due to higher outstanding debt; and

 

•

Higher income tax expenses due to decreased domestic production activities deduction at Generation and decreased electric tax repair deductions at PECO.

Adjusted (non-GAAP) Operating Earnings for the second quarter of 2015 do not include the following items (after tax) that were included in reported GAAP Net Income:

 

		(in millions)				(per diluted share)
Exelon Adjusted (non-GAAP) Operating Earnings		$	508			$	0.59
Mark-to-Market Impact of Economic Hedging Activities			143				0.16
Unrealized Losses Related to NDT Fund Investments			(56	)			(0.06	)
Amortization of Commodity Contract Intangibles			(9	)			(0.01	)
Merger and Integration Costs			(18	)			(0.02	)
Mark-to-Market Impact of PHI Merger Related Interest Rate Swaps			71				0.08
Long-Lived Asset Impairment			(15	)			(0.02	)
CENG Non-Controlling Interest			14				0.02
Exelon GAAP Net Income		$	638			$	0.74

 

2

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Adjusted (non-GAAP) Operating Earnings for the second quarter of 2014 do not include the following items (after tax) that were included in reported GAAP Net Income:

 

		(in millions)				(per diluted share)
Exelon Adjusted (non-GAAP) Operating Earnings		$	440			$	0.51
Mark-to-Market Impact of Economic Hedging Activities			(8	)			(0.01	)
Unrealized Gains Related to NDT Fund Investments			76				0.09
Merger and Integration Costs			(31	)			(0.03	)
Amortization of Commodity Contract Intangibles			(23	)			(0.03	)
Long-Lived Asset Impairments			(68	)			(0.08	)
Gain on CENG Integration			159				0.18
CENG Non-Controlling Interest			(23	)			(0.03	)
Exelon GAAP Net Income		$	522			$	0.60

Second Quarter and Recent Highlights

 

•

Pepco Holdings, Inc. Merger: On May 15, 2015, the Maryland Public Service Commission (MDPSC) approved the merger after modifying a number of the conditions in the settlements, including provisions for rate credits, funding for energy efficiency programs, establishing a green sustainability fund, renewable generation development, ring-fencing, financial reporting conditions and increased penalties related to reliability commitments. On May 18, 2015, Exelon and PHI accepted and committed to fulfill the conditions. On June 2, 2015, the Delaware Public Service Commission (DPSC) issued an order approving the merger between Exelon and PHI. On June 11, 2015, the Maryland Office of People’s Counsel (OPC), the Sierra Club, and the Chesapeake Climate Action Network filed their Petitions for Judicial Review of the MDPSC’s approval of the merger with the Circuit Court for Queen Anne’s County. On July 1, 2015, Public Citizen, Inc. filed its Petition for Judicial Review with the Circuit Court for Queen Anne’s County. On July 10, 2015, Exelon and PHI filed responses to the Petitions for Review. On July 21, 2015, the OPC filed a motion to stay the MDPSC order approving the merger and to set a schedule for discovery and presentation of new evidence. Exelon and PHI intend to vigorously oppose the motion. The merger continues to be conditioned upon approval by the Public Service Commission of the District of Columbia. Exelon and PHI expect the merger to be completed in the third quarter of 2015.

 

•

Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station and 100 percent of the CENG units, produced 43,805 gigawatt-hours (GWh) in the second quarter of 2015, compared with 41,397 GWh in the second quarter of 2014. Excluding Salem, the Exelon-operated nuclear plants at ownership achieved a 93.1 percent capacity factor for the second quarter of 2015, compared with 91.8 percent for the second quarter of 2014. The number of planned refueling outage days totaled 71 in the second quarter of 2015, compared with 108 in the second quarter of 2014. There were 18 non-refueling outage days in the second quarter of 2015, compared with 44 days in the second quarter of 2014.

 

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•

Fossil and Renewable Operations: The Dispatch Match rate for Generation’s gas and hydro fleet was 99.2 percent in the second quarter of 2015, compared with 99.2 percent in the second quarter of 2014. Energy Capture for the wind and solar fleet was 96.1 percent in the second quarter of 2015, compared with 94.7 percent in the second quarter of 2014. Energy Capture performance improvement was attributed to enhancing reliability, quality assurance, and quality control programs.

 

•

Financing Activities:

 

•

On June 1, 2015, Generation completed remarketing of $435 million in aggregate principal amount of its tax-exempt pollution control revenue bonds. The net proceeds of the sale of the bonds will be used for general corporate purposes.

 

•

On June 11, 2015, Exelon issued $4.2 billion in aggregate principal amount of Senior Notes, consisting of $550 million of 1.550% Notes due 2017, $900 million of 2.850% Notes due 2020, $1.25 billion of 3.950% Notes due 2025, $500 million of 4.950% Notes due 2035 and $1.0 billion of 5.100% Notes due 2045. The net proceeds of the issuance will be used to finance a portion of the pending acquisition of PHI and related costs and expenses and for general corporate purposes.

 

•

On July 14, 2015, Exelon completed the settlement of its June 2014 equity offering through the issuance of 57.5 million shares of Exelon common stock. Exelon received net cash proceeds of $1.87 billion, which was calculated based on a forward price of $32.48 per share as specified in the forward sale agreements. Exelon will use the net proceeds to fund the pending acquisition of PHI and related costs and expenses and for general corporate purposes.

 

•

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 is the volume of energy that best represents our commodity position in energy markets from owned or contracted for capacity based upon a simulated dispatch model that makes assumptions regarding future market conditions, which are calibrated to market quotes for power, fuel, load following products, and options. The proportion of expected generation hedged as of June 30, 2015, was 98 percent to 101 percent for 2015, 77 percent to 80 percent for 2016, and 46 percent to 49 percent for 2017. 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.

 

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Operating Company Results

Generation consists of the generation, physical delivery and marketing of power across multiple geographical regions through its customer-facing business, Constellation, which sells electricity and natural gas to both wholesale and retail customers. Generation also sells renewable energy and other energy-related products and services, and engages in natural gas and oil exploration and production activities (Upstream).

Generation’s second quarter 2015 GAAP Net Income was $398 million, compared with net income of $340 million in the second quarter of 2014. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2015 and 2014 do not include various items (after tax) that were included in reported GAAP Net Income:

 

($ millions)		2Q15				2Q14
Generation Adjusted (non-GAAP) Operating Earnings		$	309			$	231
Mark-to-Market Impact of Economic Hedging Activities			145				(8	)
Unrealized (Losses) Gains Related to NDT Fund Investments			(56	)			76
Amortization of Commodity Contract Intangibles			(9	)			(23	)
Merger and Integration Costs			(5	)			(19	)
Long-Lived Asset Impairments			—				(53	)
Gain on CENG Integration			—				159
CENG Non-Controlling Interest			14				(23	)
Generation GAAP Net Income		$	398			$	340

Generation’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2015 increased $78 million compared with the same quarter in 2014. This increase primarily reflected higher revenue net of purchased power and fuel as a result of a reduction in the number of nuclear outage days, favorability from portfolio management optimization activities, the Integrys acquisition, and the cancellation of the DOE spent nuclear fuel disposal fee; as well as higher realized NDT fund gains. These increases were partially offset by increased interest and income tax expenses.

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

ComEd’s second quarter 2015 GAAP Net Income was $99 million, compared with net income of $111 million in the second quarter of 2014. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2015 do not include merger and integration costs that were included in reported GAAP Net Income:

 

($ millions)		2Q15				2Q14
ComEd Adjusted (non-GAAP) Operating Earnings		$	101			$	111
Merger and Integration Costs			(2	)			—
ComEd GAAP Net Income		$	99			$	111

 

5

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ComEd’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2015 decreased $10 million from the same quarter in 2014 primarily as a result of unfavorable weather offset by increased electric distribution earnings, reflecting the impacts of increased capital investment, partially offset by lower allowed return on common equity due to a decrease in treasury rates.

For the second quarter of 2015, heating degree-days in the ComEd service territory were down 1.3 percent relative to the same period in 2014 and were 10.3 percent below normal. Cooling degree days were down 34.0 percent from prior year and 21.6 percent below normal. Total retail electric deliveries decreased 3.8 percent in the second quarter of 2015 compared with the same period in 2014.

Weather-normalized retail electric deliveries decreased 1.2 percent in the second quarter of 2015 compared with the same period in 2014.

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

PECO’s second quarter 2015 GAAP Net Income was $70 million, compared with net income of $84 million in the second quarter of 2014. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2015 do not include merger and integration costs that were included in reported GAAP Net Income:

 

($ millions)		2Q15				2Q14
PECO Adjusted (non-GAAP) Operating Earnings		$	71			$	84
Merger and Integration Costs			(1	)			—
PECO GAAP Net Income		$	70			$	84

PECO’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2015 decreased $13 million from the same quarter in 2014 primarily due to increased storm costs.

For the second quarter of 2015, heating degree-days in the PECO service territory were down 16.0 percent relative to the same period in 2014 and were 29.2 percent below normal. Cooling degree days were up 36.8 percent from the prior year and 47.4 percent above normal. Total retail electric deliveries were up 2.7 percent compared with the second quarter of 2014. Natural gas deliveries (including both retail and transportation segments) in the second quarter of 2015 were down 5.7 percent compared with the same period in 2014.

Weather-normalized retail electric and gas deliveries decreased 0.7 percent and increased 1.6 percent, respectively, in the second quarter of 2015 compared with the same period in 2014.

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

 

6

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BGE’s second quarter 2015 GAAP Net Income was $44 million, compared with net income of $16 million in the second quarter of 2014. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2015 do not include merger and integration costs that were included in reported GAAP Net Income:

 

($ millions)		2Q15				2Q14
BGE Adjusted (non-GAAP) Operating Earnings		$	45			$	16
Merger and Integration Costs			(1	)			—
BGE GAAP Net Income		$	44			$	16

BGE’s Adjusted (non-GAAP) Operating Earnings in the second quarter of 2015 increased $29 million from the same quarter in 2014, primarily due to decreased uncollectible accounts expense and increased distribution revenues pursuant to increased rates effective in December 2014. Due to decoupling, BGE’s distribution revenues are not affected by actual weather.

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 Net Income 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 29, 2015.

Cautionary Statements Regarding Forward-Looking Information

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, that are subject to risks and uncertainties. The factors that could cause actual results to differ materially from the forward-looking statements made by Exelon Corporation, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company and Exelon Generation Company, LLC (Registrants) include those factors discussed herein, as well as the items discussed in (1) Exelon’s 2014 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 22; (2) Exelon’s Second Quarter 2015 Quarterly Report on Form 10-Q (to be filed on July 29, 2015) 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 19; 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 press release. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this press release.

 

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# # #

Exelon Corporation (NYSE: EXC) is the nation’s leading competitive energy provider, with 2014 revenues of approximately $27.4 billion. Headquartered in Chicago, Exelon does business in 48 states, the District of Columbia and Canada. Exelon is one of the largest competitive U.S. power generators, with more than 32,000 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 more than 2.5 million residential, public sector and business customers, including more than two-thirds of the Fortune 100. Exelon’s utilities deliver electricity and natural gas to more than 7.8 million customers in central Maryland (BGE), northern Illinois (ComEd) and southeastern Pennsylvania (PECO). Follow Exelon on Twitter @Exelon.

 

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Earnings Release Attachments

Table of Contents

 

Consolidating Statements of Operations - Six Months Ended June 30, 2015 and 2014			2
Business Segment Comparative Statements of Operations - Generation and ComEd - Three and Six months ended June 30, 2015 and 2014			3
Business Segment Comparative Statements of Operations - PECO and BGE - Three and Six months ended June 30, 2015 and 2014			4
Business Segment Comparative Statements of Operations - Other - Three and Six months ended June 30, 2015 and 2014			5
Consolidated Balance Sheets - June 30, 2015 and December 31, 2014			6
Consolidated Statements of Cash Flows - Six Months Ended June 30, 2015 and 2014			7
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Three Months Ended June 30, 2015 and 2014			8
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Six Months Ended June 30, 2015 and 2014			9
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Three Months Ended June 30, 2015 and 2014			11
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Six Months Ended June 30, 2015 and 2014			13
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Generation - Three and Six months ended June 30, 2015 and 2014			15
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - ComEd - Three and Six months ended June 30, 2015 and 2014			17
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - PECO - Three and Six months ended June 30, 2015 and 2014			18
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - BGE - Three and Six months ended June 30, 2015 and 2014			19
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Other - Three and Six months ended June 30, 2015 and 2014			20
Exelon Generation Statistics - Three Months Ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014			21
Exelon Generation Statistics - Six Months Ended June 30, 2015 and 2014			22
ComEd Statistics - Three and Six months ended June 30, 2015 and 2014			23
PECO Statistics - Three and Six months ended June 30, 2015 and 2014			24
BGE Statistics - Three and Six months ended June 30, 2015 and 2014			26

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EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)

 

		Three Months Ended June 30, 2015
																						Exelon
		Generation				ComEd				PECO				BGE				Other (a)				Consolidated
Operating revenues		$	4,232			$	1,148			$	661			$	628			$	(155	)		$	6,514
Operating expenses
Purchased power and fuel			1,849				275				237				239				(151	)			2,449
Operating and maintenance			1,308				384				192				149				9				2,042
Depreciation and amortization			255				177				69				87				14				602
Taxes other than income			124				69				39				54				8				294
Total operating expenses			3,536				905				537				529				(120	)			5,387
Gain on sale of assets			7				—				—				—				—				7
Operating income (loss)			703				243				124				99				(35	)			1,134
Other income and (deductions)
Interest expense, net			(99	)			(81	)			(28	)			(24	)			77				(155	)
Other, net			(31	)			5				1				4				4				(17	)
Total other income and (deductions)			(130	)			(76	)			(27	)			(20	)			81				(172	)
Income before income taxes			573				167				97				79				46				962
Income taxes			181				68				27				32				19				327
Equity in losses of unconsolidated affiliates			(2	)			—				—				—				—				(2	)
Net income			390				99				70				47				27				633
Net (loss) income attributable to noncontrolling interests and preference stock dividends			(8	)			—				—				3				—				(5	)
Net income attributable to common shareholders		$	398			$	99			$	70			$	44			$	27			$	638
		Three Months Ended June 30, 2014
																						Exelon
		Generation				ComEd				PECO				BGE				Other (a)				Consolidated
Operating revenues		$	3,789			$	1,128			$	656			$	653			$	(202	)		$	6,024
Operating expenses
Purchased power and fuel			1,835				269				241				268				(201	)			2,412
Operating and maintenance			1,413				355				184				188				26				2,166
Depreciation and amortization			254				174				59				89				14				590
Taxes other than income			118				72				38				53				7				288
Total operating expenses			3,620				870				522				598				(154	)			5,456
Equity in (losses) earnings of unconsolidated affiliates			(1	)			—				—				—				1				—
Gain on sale of assets			12				—				—				—				1				13
Gain on consolidation and acquisition of businesses			261				—				—				—				—				261
Operating income (loss)			441				258				134				55				(46	)			842
Other income and (deductions)
Interest expense, net			(86	)			(80	)			(28	)			(27	)			(17	)			(238	)
Other, net			216				5				1				5				3				230
Total other income and (deductions)			130				(75	)			(27	)			(22	)			(14	)			(8	)
Income (loss) before income taxes			571				183				107				33				(60	)			834
Income taxes			199				72				23				14				(31	)			277
Net income (loss)			372				111				84				19				(29	)			557
Net income attributable to noncontrolling interests, preferred security dividends and preference stock dividends			32				—				—				3				—				35
Net income (loss) attributable to common shareholders		$	340			$	111			$	84			$	16			$	(29	)		$	522

 

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

 

1

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EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)

 

		Six Months Ended June 30, 2015 (a)
		Generation				ComEd				PECO				BGE				Other (b)				Exelon Consolidated
Operating revenues		$	10,074			$	2,333			$	1,646			$	1,664			$	(372	)		$	15,345
Operating expenses
Purchased power and fuel			5,282				601				675				726				(365	)			6,919
Operating and maintenance			2,619				762				414				331				(3	)			4,123
Depreciation and amortization			509				352				131				192				28				1,212
Taxes other than income			246				146				80				111				15				598
Total operating expenses			8,656				1,861				1,300				1,360				(325	)			12,852
Gain on sales of assets			6				—				1				—				1				8
Operating income (loss)			1,424				472				347				304				(46	)			2,501
Other income and (deductions)
Interest expense, net			(201	)			(165	)			(56	)			(50	)			(29	)			(501	)
Other, net			62				9				3				8				(18	)			64
Total other income and (deductions)			(139	)			(156	)			(53	)			(42	)			(47	)			(437	)
Income (loss) before income taxes			1,285				316				294				262				(93	)			2,064
Income taxes			407				127				85				105				(34	)			690
Equity in (losses) earnings of unconsolidated affiliates			(3	)			—				—				—				1				(2	)
Net income (loss)			875				189				209				157				(58	)			1,372
Net income attributable to noncontrolling interests and preference stock dividends			34				—				—				6				1				41
Net income (loss) attributable to common shareholders		$	841			$	189			$	209			$	151			$	(59	)		$	1,331
		Six Months Ended June 30, 2014 (a)
		Generation				ComEd				PECO				BGE				Other (b)				Exelon Consolidated
Operating revenues		$	8,179			$	2,262			$	1,649			$	1,707			$	(536	)		$	13,261
Operating expenses
Purchased power and fuel			5,191				589				705				797				(530	)			6,752
Operating and maintenance			2,499				681				464				376				4				4,024
Depreciation and amortization			466				347				117				197				27				1,154
Taxes other than income			223				149				80				113				15				580
Total operating expenses			8,379				1,766				1,366				1,483				(484	)			12,510
Equity in losses of unconsolidated affiliates			(20	)			—				—				—				—				(20	)
Gain on sales of assets			18				—				—				—				—				18
Gain on consolidation and acquisition of businesses			261				—				—				—				—				261
Operating income (loss)			59				496				283				224				(52	)			1,010
Other income and (deductions)
Interest expense, net			(172	)			(160	)			(56	)			(55	)			(22	)			(465	)
Other, net			300				10				3				9				8				330
Total other income and (deductions)			128				(150	)			(53	)			(46	)			(14	)			(135	)
Income (loss) before income taxes			187				346				230				178				(66	)			875
Income taxes			(1	)			137				57				72				(41	)			224
Net income (loss)			188				209				173				106				(25	)			651
Net income attributable to preference stock dividends			33				—				—				6				—				39
Net income (loss) attributable to common shareholders		$	155			$	209			$	173			$	100			$	(25	)		$	612

 

(a)	In 2014, includes the results of operations of Constellation Energy Nuclear Group, LLC (CENG) beginning April 1, 2014, the date the nuclear operating services agreement was executed. In 2015, includes the results of operations of CENG on a fully consolidated basis.

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

 

2

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EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		Generation
		Three Months Ended June 30,												Six Months Ended June 30,
		2015				2014				Variance				2015 (a)				2014 (a)				Variance
Operating revenues		$	4,232			$	3,789			$	443			$	10,074			$	8,179			$	1,895
Operating expenses
Purchased power and fuel			1,849				1,835				14				5,282				5,191				91
Operating and maintenance			1,308				1,413				(105	)			2,619				2,499				120
Depreciation and amortization			255				254				1				509				466				43
Taxes other than income			124				118				6				246				223				23
Total operating expenses			3,536				3,620				(84	)			8,656				8,379				277
Equity in losses of unconsolidated affiliates			—				(1	)			1				—				(20	)			20
Gain on sales of assets			7				12				(5	)			6				18				(12	)
Gain on consolidation and acquisition of businesses			—				261				(261	)			—				261				(261	)
Operating income			703				441				262				1,424				59				1,365
Other income and (deductions)
Interest expense			(99	)			(86	)			(13	)			(201	)			(172	)			(29	)
Other, net			(31	)			216				(247	)			62				300				(238	)
Total other income and (deductions)			(130	)			130				(260	)			(139	)			128				(267	)
Income before income taxes			573				571				2				1,285				187				1,098
Income taxes			181				199				(18	)			407				(1	)			408
Equity in losses of unconsolidated affiliates			(2	)			—				(2	)			(3	)			—				(3	)
Net income			390				372				18				875				188				687
Net (loss) income attributable to noncontrolling interests			(8	)			32				(40	)			34				33				1
Net income attributable to membership interest		$	398			$	340			$	58			$	841			$	155			$	686
		ComEd
		Three Months Ended June 30,												Six Months Ended June 30,
		2015				2014				Variance				2015				2014				Variance
Operating revenues		$	1,148			$	1,128			$	20			$	2,333			$	2,262			$	71
Operating expenses
Purchased power			275				269				6				601				589				12
Operating and maintenance			384				355				29				762				681				81
Depreciation and amortization			177				174				3				352				347				5
Taxes other than income			69				72				(3	)			146				149				(3	)
Total operating expenses			905				870				35				1,861				1,766				95
Operating income			243				258				(15	)			472				496				(24	)
Other income and (deductions)
Interest expense, net			(81	)			(80	)			(1	)			(165	)			(160	)			(5	)
Other, net			5				5				—				9				10				(1	)
Total other income and (deductions)			(76	)			(75	)			(1	)			(156	)			(150	)			(6	)
Income before income taxes			167				183				(16	)			316				346				(30	)
Income taxes			68				72				(4	)			127				137				(10	)
Net income		$	99			$	111			$	(12	)		$	189			$	209			$	(20	)

 

(a)	Includes the results of operations of CENG beginning April 1, 2014, the date the nuclear operating services agreement was executed.

 

3

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EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		PECO
		Three Months Ended June 30,												Six Months Ended June 30,
		2015				2014				Variance				2015				2014				Variance
Operating revenues		$	661			$	656			$	5			$	1,646			$	1,649			$	(3	)
Operating expenses
Purchased power and fuel			237				241				(4	)			675				705				(30	)
Operating and maintenance			192				184				8				414				464				(50	)
Depreciation and amortization			69				59				10				131				117				14
Taxes other than income			39				38				1				80				80				—
Total operating expenses			537				522				15				1,300				1,366				(66	)
Gain on sales of assets			—				—				—				1				—				1
Operating income			124				134				(10	)			347				283				64
Other income and (deductions)
Interest expense, net			(28	)			(28	)			—				(56	)			(56	)			—
Other, net			1				1				—				3				3				—
Total other income and (deductions)			(27	)			(27	)			—				(53	)			(53	)			—
Income before income taxes			97				107				(10	)			294				230				64
Income taxes			27				23				4				85				57				28
Net income attributable to common shareholder		$	70			$	84			$	(14	)		$	209			$	173			$	36
		BGE
		Three Months Ended June 30,												Six Months Ended June 30,
		2015				2014				Variance				2015				2014				Variance
Operating revenues		$	628			$	653			$	(25	)		$	1,664			$	1,707			$	(43	)
Operating expenses
Purchased power and fuel			239				268				(29	)			726				797				(71	)
Operating and maintenance			149				188				(39	)			331				376				(45	)
Depreciation and amortization			87				89				(2	)			192				197				(5	)
Taxes other than income			54				53				1				111				113				(2	)
Total operating expenses			529				598				(69	)			1,360				1,483				(123	)
Operating income			99				55				44				304				224				80
Other income and (deductions)
Interest expense, net			(24	)			(27	)			3				(50	)			(55	)			5
Other, net			4				5				(1	)			8				9				(1	)
Total other income and (deductions)			(20	)			(22	)			2				(42	)			(46	)			4
Income before income taxes			79				33				46				262				178				84
Income taxes			32				14				18				105				72				33
Net income			47				19				28				157				106				51
Preference stock dividends			3				3				—				6				6				—
Net income attributable to common shareholders		$	44			$	16			$	28			$	151			$	100			$	51

 

4

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EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

 

		Other (a)
		Three Months Ended June 30,												Six Months Ended June 30,
		2015				2014				Variance				2015				2014				Variance
Operating revenues		$	(155	)		$	(202	)		$	47			$	(372	)		$	(536	)		$	164
Operating expenses
Purchased power and fuel			(151	)			(201	)			50				(365	)			(530	)			165
Operating and maintenance			9				26				(17	)			(3	)			4				(7	)
Depreciation and amortization			14				14				—				28				27				1
Taxes other than income			8				7				1				15				15				—
Total operating expenses			(120	)			(154	)			34				(325	)			(484	)			159
Equity in earnings of unconsolidated affiliates			—				1				(1	)			—				—				—
Gain on sales of assets			—				1				(1	)			1				—				1
Operating loss			(35	)			(46	)			11				(46	)			(52	)			6
Other income and (deductions)
Interest expense			77				(17	)			94				(29	)			(22	)			(7	)
Other, net			4				3				1				(18	)			8				(26	)
Total other income and (deductions)			81				(14	)			95				(47	)			(14	)			(33	)
Net income (loss) before income taxes			46				(60	)			106				(93	)			(66	)			(27	)
Income taxes			19				(31	)			50				(34	)			(41	)			7
Equity in earnings of unconsolidated affiliates			—				—				—				1				—				1
Net income (loss)			27				(29	)			56				(58	)			(25	)			(33	)
Net income attributable to noncontrolling interests and preference stock dividends			—				—				—				1				—				1
Net income (loss) attributable to common shareholders		$	27			$	(29	)		$	56			$	(59	)		$	(25	)		$	(34	)

 

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

 

5

---

EXELON CORPORATION

Consolidated Balance Sheets

(in millions)

 

		June 30, 2015				December 31, 2014
		(unaudited)
Assets
Current assets
Cash and cash equivalents		$	6,014			$	1,878
Restricted cash and cash equivalents			274				271
Accounts receivable, net
Customer			3,227				3,482
Other			1,304				1,227
Mark-to-market derivative assets			1,405				1,279
Unamortized energy contract assets			156				254
Inventories, net
Fossil fuel and emission allowances			364				579
Materials and supplies			1,068				1,024
Deferred income taxes			173				244
Regulatory assets			785				847
Assets held for sale			1				147
Other			654				865
Total current assets			15,425				12,097
Property, plant and equipment, net			53,935				52,087
Deferred debits and other assets
Regulatory assets			5,976				6,076
Nuclear decommissioning trust funds			10,607				10,537
Investments			607				544
Goodwill			2,672				2,672
Mark-to-market derivative assets			811				773
Deferred income taxes			2				—
Unamortized energy contracts assets			526				549
Pledged assets for Zion Station decommissioning			264				319
Other			1,388				1,160
Total deferred debits and other assets			22,853				22,630
Total assets		$	92,213			$	86,814
Liabilities and shareholders’ equity
Current liabilities
Short-term borrowings		$	543			$	460
Long-term debt due within one year			226				1,802
Accounts payable			2,727				3,048
Accrued expenses			1,366				1,539
Payables to affiliates			8				8
Regulatory liabilities			409				310
Mark-to-market derivative liabilities			165				234
Unamortized energy contract liabilities			141				238
Other			941				1,123
Total current liabilities			6,526				8,762
Long-term debt			25,220				19,362
Long-term debt to financing trusts			648				648
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits			13,309				13,019
Asset retirement obligations			7,550				7,295
Pension obligations			3,134				3,366
Non-pension postretirement benefit obligations			1,850				1,742
Spent nuclear fuel obligation			1,021				1,021
Regulatory liabilities			4,462				4,550
Mark-to-market derivative liabilities			595				403
Unamortized energy contract liabilities			166				211
Payable for Zion Station decommissioning			135				155
Other			2,528				2,147
Total deferred credits and other liabilities			34,750				33,909
Total liabilities			67,144				62,681
Commitments and contingencies
Shareholders’ equity
Common stock			16,755				16,709
Treasury stock, at cost			(2,327	)			(2,327	)
Retained earnings			11,704				10,910
Accumulated other comprehensive loss, net			(2,626	)			(2,684	)
Total shareholders’ equity			23,506				22,608
BGE preference stock not subject to mandatory redemption			193				193
Noncontrolling interest			1,370				1,332
Total equity			25,069				24,133
Total liabilities and shareholders’ equity		$	92,213			$	86,814

 

6

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EXELON CORPORATION

Consolidated Statements of Cash Flows

(unaudited)

(in millions)

 

		Six Months Ended June 30,
		2015				2014
Cash flows from operating activities
Net income		$	1,372			$	651
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization, depletion and accretion, including nuclear fuel and energy contract amortization			1,957				1,925
Impairment of long-lived assets			24				112
Gain on consolidation and acquisition of businesses			—				(268	)
Gain on sales of assets			(8	)			(18	)
Deferred income taxes and amortization of investment tax credits			211				133
Net fair value changes related to derivatives			(507	)			751
Net realized and unrealized gains on nuclear decommissioning trust fund investments			(2	)			(168	)
Other non-cash operating activities			579				473
Changes in assets and liabilities:
Accounts receivable			253				48
Inventories			159				(150	)
Accounts payable, accrued expenses and other current liabilities			(668	)			(358	)
Option premiums received, net			22				21
Counterparty collateral received (posted), net			417				(606	)
Income taxes			247				(16	)
Pension and non-pension postretirement benefit contributions			(301	)			(499	)
Other assets and liabilities			214				(280	)
Net cash flows provided by operating activities			3,969				1,751
Cash flows from investing activities
Capital expenditures			(3,460	)			(2,501	)
Proceeds from nuclear decommissioning trust fund sales			3,314				4,219
Investment in nuclear decommissioning trust funds			(3,437	)			(4,238	)
Acquisition of businesses			(28	)			(66	)
Proceeds from sale of long-lived assets			145				32
Proceeds from termination of direct financing lease investment			—				335
Cash and restricted cash acquired from consolidations and acquisitions			—				129
Change in restricted cash			(3	)			(40	)
Other investing activities			(77	)			(57	)
Net cash flows used in investing activities			(3,546	)			(2,187	)
Cash flows from financing activities
Changes in short-term borrowings			94				293
Issuance of long-term debt			5,907				2,100
Retirement of long-term debt			(1,708	)			(1,191	)
Distributions to noncontrolling interest of consolidated VIE			—				(415	)
Dividends paid on common stock			(537	)			(533	)
Proceeds from employee stock plans			16				18
Other financing activities			(59	)			(83	)
Net cash flows provided by financing activities			3,713				189
Increase (decrease) in cash and cash equivalents			4,136				(247	)
Cash and cash equivalents at beginning of period			1,878				1,609
Cash and cash equivalents at end of period		$	6,014			$	1,362

 

7

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions, except per share data)

 

		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
										Adjusted												Adjusted
		GAAP (a)				Adjustments				Non-GAAP				GAAP (a)				Adjustments				Non-GAAP
Operating revenues		$	6,514			$	(7	)(b),(c)		$	6,507			$	6,024			$	170	(b),(c)		$	6,194
Operating expenses
Purchased power and fuel			2,449				214	(b),(c)			2,663				2,412				108	(b),(c)			2,520
Operating and maintenance			2,042				(41	)(d),(e)			2,001				2,166				(137	)(d),(e)			2,029
Depreciation and amortization			602				—				602				590				—				590
Taxes other than income			294				—				294				288				—				288
Total operating expenses			5,387				173				5,560				5,456				(29	)			5,427
Gain on sale of assets			7				—				7				13				—				13
Gain on consolidation and acquisition of businesses			—				—				—				261				(261	)(i)			—
Operating income			1,134				(180	)			954				842				(62	)			780
Other income and (deductions)
Interest expense			(155	)			(104	)(d),(f)			(259	)			(238	)			8	(d)			(230	)
Other, net			(17	)			127	(g)			110				230				(162	)(g)			68
Total other income and (deductions)			(172	)			23				(149	)			(8	)			(154	)			(162	)
Income before income taxes			962				(157	)			805				834				(216	)			618
Income taxes			327				(41	(b),(c),(d),  )(e),(f),(g)			286				277				(111	(b),(c),(d),  )(e),(i),(g)			166
Equity in losses of unconsolidated affiliates			(2	)			—				(2	)			—				—				—
Net income			633				(116	)			517				557				(105	)			452
Net income (loss) attributable to noncontrolling interests and preference stock dividends			(5	)			14	(h)			9				35				(23	)(h)			12
Net income attributable to common shareholders		$	638			$	(130	)		$	508			$	522			$	(82	)		$	440
Effective tax rate			34.0	%							35.5	%			33.2	%							26.9	%
Earnings per average common share
Basic		$	0.74			$	(0.15	)		$	0.59			$	0.61			$	(0.10	)		$	0.51
Diluted		$	0.74			$	(0.15	)		$	0.59			$	0.60			$	(0.09	)		$	0.51
Average common shares outstanding
Basic			863								863				860								860
Diluted			866								866				864								864
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
Mark-to-market impact of economic hedging activities (b)						$	(0.16	)										$	0.01
Amortization of commodity contract intangibles (c)							0.01												0.03
Merger and integration costs (d)							0.02												0.03
Long-lived asset impairment (e)							0.02												0.08
Mark-to-market impact of PHI merger related interest rate swaps (f)							(0.08	)											—
Unrealized losses (gains) related to NDT fund investments (g)							0.06												(0.09	)
CENG Non-controlling interest (h)							(0.02	)											0.03
Gain on CENG integration (i)							—												(0.18	)
Total adjustments						$	(0.15	)										$	(0.09	)

 

(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, if and when applicable, related to the Constellation merger, the CENG integration and the Integrys acquisition.

(d)

Adjustment to exclude certain costs associated with the Constellation merger, pending PHI acquisition, and at Generation, the CENG integration and Integrys acquisition, including, if and when applicable, professional fees, employee-related expenses, integration activities, upfront credit facilities fees, merger commitments, and certain pre-acquisition contingencies.

(e)	Adjustment to exclude a 2015 and 2014 charge to earnings related to the impairment of investments in long-term leases and a 2014 charge to earnings related to the impairment of certain wind generating assets.

(f)	Adjustment to exclude the mark-to-market impact of Exelon Corporate’s forward-starting interest rate swaps related to financing for the pending PHI acquisition.

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

(h)

Adjustment to account for Generation’s non-controlling interest related to CENG exclusion items, primarily related to the impact of unrealized gains and losses on NDT fund investments in 2015, and in 2014 the impact of unrealized gains and losses on NDT fund investments, certain merger and acquisition costs, and non-cash amortization of intangible assets, net, related to commodity contracts.

(i)	Adjustment to exclude the gain recorded upon consolidation of CENG resulting from the difference in the fair value of CENG’s net assets and the equity method investment previously recorded on Generation’s and Exelon’s books and the settlement of pre-existing commitments between Generation and CENG.

 

8

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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)

 

		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
										Adjusted												Adjusted
		GAAP (a)				Adjustments				Non-GAAP				GAAP (a)				Adjustments				Non-GAAP
Operating revenues		$	15,345			$	(201	)(b),(c)		$	15,144			$	13,261			$	1,020	(b),(c),(d)		$	14,281
Operating expenses
Purchased power and fuel			6,919				220	(b),(c)			7,139				6,752				187	(b),(c)			6,939
Operating and maintenance			4,123				(53	)(d),(e),(f)			4,070				4,024				(149	)(d),(f)			3,875
Depreciation and amortization			1,212				—				1,212				1,154				—				1,154
Taxes other than income			598				—				598				580				—				580
Total operating expenses			12,852				167				13,019				12,510				38				12,548
Equity in losses of unconsolidated affiliates			—				—				—				(20	)			12	(c),(d)			(8	)
Gain on sales of assets			8				—				8				18				—				18
Gain on consolidation of CENG			—				—				—				261				(261	)(j)			—
Operating income			2,501				(368	)			2,133				1,010				733				1,743
Other income and (deductions)
Interest expense, net			(501	)			(15	)(d),(g)			(516	)			(465	)			8	(d)			(457	)
Other, net			64				78	(h)			142				330				(205	)(h),(k)			125
Total other income and (deductions)			(437	)			63				(374	)			(135	)			(197	)			(332	)
Income before income taxes			2,064				(305	)			1,759				875				536				1,411
								(b),(c),(d),
								(e),(f),(g),												(b),(c),(d),
Income taxes			690				(104	)(h)			586				224				201	(f),(h),(j),(k)			425
Equity in losses of unconsolidated affiliates			(2	)			—				(2	)			—				—				—
Net income			1,372				(201	)			1,171				651				335				986
Net income attributable to noncontrolling interests, preferred security dividends and redemption and preference stock dividends			41				7	(i)			48				39				(23	)(i)			16
Net income attributable to common shareholders		$	1,331			$	(208	)		$	1,123			$	612			$	358			$	970
Effective tax rate			33.4	%							33.3	%			25.6	%							30.1	%
Earnings per average common share
Basic		$	1.54			$	(0.24	)		$	1.30			$	0.71			$	0.42			$	1.13
Diluted		$	1.54			$	(0.24	)		$	1.30			$	0.71			$	0.41			$	1.12
Average common shares outstanding
Basic			862								862				860								860
Diluted			866								866				863								863
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
Mark-to-market impact of economic hedging activities (b)						$	(0.27	)										$	0.52
Amortization of commodity contract intangibles (c)							(0.02	)											0.06
Merger and integration costs (d)							0.04												0.04
Long-lived asset impairment (e)							0.02												0.08
Midwest Generation bankruptcy recoveries (f)							(0.01	)											—
Mark-to-market impact of PHI merger related interest rate swaps (g)							(0.03	)											—
Unrealized gains related to NDT fund investments (h)							0.04												(0.10	)
CENG Non-controlling interest (i)							(0.01	)											0.03
Gain on CENG integration (j)							—												(0.18	)
Tax settlement (k)							—												(0.04	)
Total adjustments						$	(0.24	)											0.41

Note: For the six months ended June 30, 2014, includes the results of operations of CENG beginning April 1, 2014, the date the nuclear operating services agreement was executed.

 

(a)	Results reported in accordance with 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, if and when applicable, related to the Constellation merger, the CENG integration and the Integrys acquisition.

(d)

Adjustment to exclude certain costs associated with the Constellation merger, pending PHI acquisition, and at Generation, the CENG integration and Integrys acquisition, including, if and when applicable, professional fees, employee-related expenses, integration activities, upfront credit facilities fees, merger commitments, and certain pre-acquisition contingencies.

(e)	Adjustment to exclude a 2015 and 2014 charge to earnings related to the impairment of investments in long-term leases and a 2014 charge to earnings related to the impairment of certain wind generating assets.

(f)	Adjustment to reflect a benefit related to the favorable settlement of a long-term railcar lease agreement pursuant to the Midwest Generation bankruptcy.

 

9

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(g)	Adjustment to exclude the mark-to-market impact of Exelon Corporate’s forward-starting interest rate swaps related to financing for the pending PHI acquisition.

(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 account for Generation’s non-controlling interest related to CENG exclusion items, primarily related to the impact of unrealized gains and losses on NDT fund investments in 2015, and in 2014 the impact of unrealized gains and losses on NDT fund investments, certain merger and acquisition costs, and non-cash amortization of intangible assets, net, related to commodity contracts.

(j)	Adjustment to exclude the gain recorded upon consolidation of CENG resulting from the difference in the fair value of CENG’s net assets and the equity method investment previously recorded on Generation’s and Exelon’s books and the settlement of pre-existing commitments between Generation and CENG.

(k)	Adjustment to reflect a benefit related to favorable settlements in 2014 of certain income tax positions on Constellation’s 2009-2012 tax returns.

 

 

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating

Earnings to GAAP Earnings (in millions)

Three Months Ended June 30, 2015 and 2014

(unaudited)

 

		Exelon
		Earnings per
		Diluted
		Share				Generation				ComEd				PECO				BGE				Other (a)				Exelon
2014 GAAP Earnings (Loss)		$	0.60			$	340			$	111			$	84			$	16			$	(29	)		$	522
2014 Adjusted (non-GAAP) Operating (Earnings) Loss Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.01				8				—				—				—				—				8
Unrealized Gains Related to NDT Fund Investments (1)			(0.09	)			(76	)			—				—				—				—				(76	)
Merger and Integration Costs (2)			0.03				19				—				—				—				12				31
Amortization of Commodity Contract Intangibles (3)			0.03				23				—				—				—				—				23
Long-Lived Asset Impairment (4)			0.08				53				—				—				—				15				68
Gain on CENG Integration (5)			(0.18	)			(159	)			—				—				—				—				(159	)
CENG Non-Controlling Interest (6)			0.03				23				—				—								—				23
2014 Adjusted (non-GAAP) Operating Earnings (Loss)			0.51				231				111				84				16				(2	)			440
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market:
Nuclear Volume (8)			0.07				57				—				—				—				—				57
Nuclear Fuel Cost (9)			—				2				—				—				—				—				2
Capacity Pricing (10)			0.01				10				—				—				—				—				10
Market and Portfolio Conditions (11)			0.02				19				—				—				—				—				19
ComEd, PECO and BGE Margins:
Weather			—				—				(8	)			8				—	(b)			—				—
Load			—				—				(3	)			1				—	(b)			—				(2	)
Other Energy Delivery (12)			0.02				—				20				(4	)			2				—				18
Operating and Maintenance Expense:
Labor, Contracting and Materials (13)			(0.02	)			(12	)			(12	)			6				2				—				(16	)
Planned Nuclear Refueling Outages (14)			0.01				12				—				—				—				—				12
Pension and Non-Pension Postretirement Benefits (15)			(0.02	)			(7	)			(5	)			(1	)			—				(2	)			(15	)
Other Operating and Maintenance (16)			0.05				14				2				(10	)			23				7				36
Depreciation and Amortization Expense (17)			(0.01	)			(1	)			(2	)			(6	)			1				(1	)			(9	)
Interest Expense, Net (18)			(0.03	)			(14	)			(1	)			—				1				(8	)			(22	)
Income Taxes (19)			(0.05	)			(29	)			(3	)			(6	)			1				(9	)			(46	)
Equity in Earnings of Unconsolidated Affiliates			—				(1	)			—				—				—				—				(1	)
CENG Non-Controlling Interest (20)			—				2				—				—				—				—				2
Other (21)			0.03				26				2				(1	)			(1	)			(3	)			23
2015 Adjusted (non-GAAP) Operating Earnings (Loss)			0.59				309				101				71				45				(18	)			508
2015 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.16				145				—				—				—				(2	)			143
Unrealized Losses Related to NDT Fund Investments (1)			(0.06	)			(56	)			—				—				—				—				(56	)
Merger and Integration Costs (2)			(0.02	)			(5	)			(2	)			(1	)			(1	)			(9	)			(18	)
Amortization of Commodity Contract Intangibles (3)			(0.01	)			(9	)			—				—				—				—				(9	)
Long-Lived Asset Impairment (4)			(0.02	)			—				—				—								(15	)			(15	)
Mark-to-Market Impact of PHI Merger Related Interest Rate Swaps (7)			0.08				—				—				—				—				71				71
CENG Non-Controlling Interest (6)			0.02				14				—				—				—				—				14
2015 GAAP Earnings		$	0.74			$	398			$	99			$	70			$	44			$	27			$	638

Notes:

(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 and losses on NDT fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements.

(2)

Reflects certain costs associated with mergers and acquisitions, including, if and when applicable, professional fees, employee-related expenses, integration activities, upfront credit facilities fees, merger commitments, and certain pre-acquisition contingencies related to the Constellation merger, CENG integration and the Integrys and pending PHI acquisitions.

(3)	Represents the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value, if and when applicable, related to the Constellation merger, the CENG integration and the Integrys acquisition.

(4)	Reflects a 2014 charge primarily related to the impairment of certain wind generating assets and charges in 2014 and 2015 related to the impairment of investment in long-term leases.

(5)

Represents the gain recorded upon consolidation of CENG resulting from the difference in the fair value of CENG’s net assets as of April 1, 2014, and the equity method investment previously recorded on Generation’s and Exelon’s books and the settlement of pre-existing transactions between Generation and CENG.

 

11

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(6)

Represents Generation’s non-controlling interest related to CENG exclusion items, primarily related to the impact of unrealized gains and losses on NDT fund investments in 2015, and in 2014 the impact of unrealized gains and losses on NDT fund investments, certain merger and acquisition costs, and non-cash amortization of intangible assets, net, related to commodity contracts.

(7)	Reflects the impact of mark-to-market activity on forward-starting interest rate swaps held at Exelon Corporate related to financing for the pending PHI acquisition, which were terminated on June 8, 2015.

(8)	Primarily reflects a reduction in the number of nuclear outage days in 2015, including Salem and the CENG plants.

(9)	Primarily reflects the cancellation of the DOE spent nuclear fuel disposal fee, partially offset by an increase in fuel cost due to increased generation.

(10)	Primarily reflects increased capacity prices for the Mid-West market, partially offset by a decrease in capacity prices for the Mid-Atlantic market and a reduction of capacity credits resulting from the sale of generating assets in 2014.

(11)	Primarily reflects the favorability from portfolio management optimization activities in the Mid-Atlantic and Midwest regions and the benefit from the Integrys acquisition, partially offset by lower margins resulting from the sale of generating assets in 2014.

(12)	At ComEd, primarily reflects increased distribution formula rate revenue due to increased capital investments and increased cost recovery of O&M expenses (offset below), partially offset by lower return on common equity due to a decrease in treasury rates.

(13)	Primarily reflects increased contracting costs related to preventative and corrective maintenance projects at ComEd, decreased meter reading contracting costs (offset below within depreciation and amortization) at PECO, and increased inflation across all operating companies.

(14)	Primarily reflects a reduction in the number of nuclear refueling outage days in 2015, excluding Salem.

(15)	Primarily reflects the unfavorable impact in 2015 of lower assumed pension and OPEB discount rates and an increase in the life expectancy assumption for plan participants.

(16)	Primarily reflects a reduction in the number of refueling outage days at Salem at Generation, increased storm costs as a result of a significant storm in 2015 at PECO, and a decrease in uncollectible accounts expense at BGE.

(17)	At PECO, primarily reflects the change in the under-recovered position of the Smart Meter program surcharge given lower meter reading costs (offset above).

(18)	At Generation, primarily reflects increased interest expense due to higher outstanding debt in 2015.

(19)	At Generation, primarily reflects a decrease in the domestic production activities deduction. At PECO, primarily reflects a decrease in electric tax repairs deduction taken in the second quarter of 2015.

(20)	Reflects Generation’s non-controlling interest related to the net impact of CENG’s operating revenue and expenses.

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

 

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating

Earnings to GAAP Earnings (in millions)

Six Months Ended June 30, 2015 and 2014

(unaudited)

 

		Exelon Earnings per Diluted Share				Generation				ComEd				PECO				BGE				Other (a)				Exelon
2014 GAAP Earnings (Loss)		$	0.71			$	155			$	209			$	173			$	100			$	(25	)		$	612
2014 Adjusted (non-GAAP) Operating (Earnings) Loss Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.52				455				—				—				—				(4	)			451
Unrealized Gains Related to NDT Fund Investments (1)			(0.10	)			(84	)			—				—				—				—				(84	)
Amortization of Commodity Contract Intangibles (2)			0.06				54				—				—				—				—				54
Merger and Integration Costs (3)			0.04				28				—				—				—				12				40
Tax Settlements (4)			(0.04	)			(35	)			—				—				—				—				(35	)
Long-Lived Asset Impairment (5)			0.08				53				—				—				—				15				68
Gain on CENG Integration (6)			(0.18	)			(159	)			—				—								—				(159	)
CENG Non-Controlling Interest (7)			0.03				23				—				—								—				23
2014 Adjusted (non-GAAP) Operating Earnings (Loss)			1.12				490				209				173				100				(2	)			970
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market:
Nuclear Volume (10)			0.30				265				—				—				—				—				265
Nuclear Fuel Cost (11)			—				(1	)			—				—				—				—				(1	)
Capacity Pricing (12)			0.03				24				—				—				—				—				24
Market and Portfolio Conditions (13)			0.06				50				—				—				—				—				50
ComEd, PECO and BGE Margins:
Weather			—				—				(11	)			12				—	(b)			—				1
Load			—				—				(8	)			5				—	(b)			—				(3	)
Other Energy Delivery (14)			0.08				—				54				(2	)			17				1				70
Operating and Maintenance Expense:
Labor, Contracting and Materials (15)			(0.14	)			(98	)			(23	)			—				2				—				(119	)
Planned Nuclear Refueling Outages (16)			(0.02	)			(17	)			—				—				—				—				(17	)
Pension and Non-Pension Postretirement Benefits (17)			—				(2	)			—				—				1				(2	)			(3	)
Other Operating and Maintenance (18)			0.02				(21	)			(23	)			30				26				4				16
Depreciation and Amortization Expense (19)			(0.04	)			(26	)			(3	)			(8	)			3				(1	)			(35	)
Interest Expense, Net (20)			(0.05	)			(28	)			(3	)			—				2				(13	)			(42	)
Income Taxes (21)			(0.04	)			(24	)			(1	)			(1	)			—				(12	)			(38	)
Equity in Earnings of Unconsolidated Affiliates			—				3				—				—				—				—				3
CENG Non-Controlling Interest (22)			(0.02	)			(19	)			—				—				—				—				(19	)
Other (23)			—				16				1				1				2				(19	)			1
2015 Adjusted (non-GAAP) Operating Earnings (Loss)			1.30				612				192				210				153				(44	)			1,123
2015 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities			0.27				245				—				—				—				(2	)			243
Unrealized Losses Related to NDT Fund Investments (1)			(0.04	)			(32	)			—				—				—				—				(32	)
Amortization of Commodity Contract Intangibles (2)			0.02				15				—				—				—				—				15
Merger and Integration Costs (3)			(0.04	)			(12	)			(3	)			(1	)			(2	)			(19	)			(37	)
Long-Lived Asset Impairment (5)			(0.02	)			—				—				—				—				(15	)			(15	)
Mark-to-Market Impact of PHI Merger Related Interest Rate Swaps (8)			0.03				—				—				—				—				21				21
Midwest Generation Bankruptcy Recoveries (9)			0.01				6				—				—				—				—				6
CENG Non-Controlling Interest (7)			0.01				7				—				—				—				—				7
2015 GAAP Earnings (Loss)		$	1.54			$	841			$	189			$	209			$	151			$	(59	)		$	1,331

Note:

•

In 2015, each line item above includes 100% of CENG’s results of operations, however during the first quarter of 2014, CENG’s net results were included in equity in earnings (loss) on unconsolidated affiliates. Therefore, the results of operations from 2015 and 2014 for each line item above are not comparable for Generation and Exelon. The explanations below identify any other significant or unusual items affecting the results of operations.

(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)	Represents the non-cash amortization of intangible assets, net, related to commodity contracts recorded at fair value, if and when applicable, related to the Constellation merger, CENG Integration, and the Integrys acquisition.

 

13

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(3)

Reflects certain costs associated with mergers and acquisitions, including, if and when applicable, professional fees, employee-related expenses, integration activities, upfront credit facilities fees, merger commitments, and certain pre-acquisition contingencies related to the Constellation merger, CENG integration and the Integrys and pending PHI acquisitions.

(4)	Reflects a benefit related to the favorable settlement in 2014 of certain income tax positions on Constellation’s 2009-2012 pre-acquisition tax returns.

(5)	Reflects a 2014 charge primarily related to the impairment of certain wind generating assets and charges in 2014 and 2015 related to the impairment of investment in long-term leases.

(6)

Represents the gain recorded upon consolidation of CENG resulting from the difference in the fair value of CENG’s net assets as of April 1, 2014, and the equity method investment previously recorded on Generation’s and Exelon’s books and the settlement of pre-existing transactions between Generation and CENG.

(7)

Represents Generation’s non-controlling interest related to CENG exclusion items, primarily related to the impact of unrealized gains and losses on NDT fund investments in 2015, and in 2014 the impact of unrealized gains and losses on NDT fund investments, certain merger and acquisition costs, and non-cash amortization of intangible assets, net, related to commodity contracts.

(8)	Reflects the impact of mark-to-market activity on forward-starting interest rate swaps held at Exelon Corporate related to financing for the pending PHI acquisition, which were terminated on June 8, 2015.

(9)	Primarily reflects a benefit for the favorable settlement of a long-term railcar lease agreement pursuant to the Midwest Generation bankruptcy.

(10)	Primarily reflects the inclusion of CENG’s results for the first quarter of 2015 and a reduction in the number of nuclear generating outage days in 2015.

(11)	Primarily reflects the cancellation of the DOE spent nuclear disposal fee, substantially offset by the inclusion of CENG’s results in 2015 and an increase in fuel cost due to increased generation.

(12)	Primarily reflects the inclusion of CENG’s capacity credits and increased capacity prices for the Midwest market, partially offset by a decrease in capacity prices for the Mid-Atlantic market and the reduction of capacity credits resulting from the sale of generating assets in 2014.

(13)

Primarily reflects the benefit of lower cost to serve load (including the absence of higher procurement costs for replacement power in 2014), the benefit from the Integrys acquisition, favorability from portfolio management optimization activities in the Mid-Atlantic and Midwest regions, partially offset by lower margins resulting from the sale of generating assets in 2014, lower realized energy prices, and the absence of the 2014 fuel optimization opportunities in the South due to extreme cold weather.

(14)

For ComEd, primarily reflects increased distribution formula rate revenue (due to increased capital investments and increased cost recovery of O&M expenses (offset below), partially offset by lower return on common equity due to a decrease in treasury rates), and increased uncollectible accounts expense (offset below in operating and maintenance expense). For BGE, primarily reflects increased distribution revenue pursuant to increased rates effective in December 2014.

(15)

Primarily reflects the inclusion of CENG’s results for the first quarter of 2015 at Generation, increased contracting costs related to other preventative and corrective maintenance projects at ComEd, decreased meter reading contracting costs (offset below within depreciation and amortization) partially offset by maintenance and vegetation management costs at PECO, and inflation across all operating companies.

(16)	Primarily reflects the impact of increased refueling outage costs at CENG plants in 2015.

(17)	Primarily reflects the unfavorable impact of lower assumed pension and OPEB discount rates for 2015 and an increase in the life expectancy assumption for plan participants in 2015, substantially offset by cost savings from plan design changes for certain OPEB plans effective April 2014 and forward.

(18)

For Generation, primarily reflects the inclusion of CENG’s results for the first quarter of 2015, partially offset by a reduction in the number of nuclear refueling outage days at Salem. For ComEd, primarily relates to increased uncollectible accounts expense (offset above, in other energy and delivery revenue). For PECO, reflects decreased storm costs, primarily as a result of the February 5, 2014 ice storm. For BGE, primarily reflects decreased storm costs and a decrease in uncollectible accounts expense.

(19)	Primarily reflects the inclusion of CENG’s results for the first quarter of 2015 at Generation and the change in the under-recovered position of the Smart Meter program surcharge given lower meter reading costs (offset above) at PECO.

(20)

At Generation, primarily reflects increased interest expense due to higher outstanding debt in 2015 and a 2014 interest benefit for the favorable settlement of certain income tax positions, partially offset by the inclusion of CENG’s results for the first quarter of 2015. At Corporate, primarily reflects increased interest expense for payments related to the mandatory convertible securities issued for the pending PHI acquisition.

(21)	At Generation, primarily reflects the absence of favorable settlements of certain income tax positions recorded in 2014 and a decrease in the domestic production activities deduction.

(22)	Reflects Generation’s non-controlling interest related to the net impact of CENG’s operating revenue and expenses.

(23)	For Generation, primarily reflects higher realized NDT fund gains, partially offset by the inclusion of CENG’s results for the first quarter of 2015. For Corporate, primarily reflects a loss on the termination of forward-starting interest rate swaps in the first quarter of 2015.

 

14

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited) (in millions)

 

		Generation
		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non-GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	4,232			$	(7	)(b),(c)		$	4,225			$	3,789			$	170	(b),(c)		$	3,959
Operating expenses
Purchased power and fuel			1,849				214	(b),(c)			2,063				1,835				108	(b),(c)			1,943
Operating and maintenance			1,308				(7	)(d)			1,301				1,413				(101	)(d),(h)			1,312
Depreciation and amortization			255				—				255				254				—				254
Taxes other than income			124				—				124				118				—				118
Total operating expenses			3,536				207				3,743				3,620				7				3,627
Equity in losses of unconsolidated affiliates			—				—				—				(1	)			—				(1	)
Gain on sale of assets			7				—				7				12				—				12
Gain on consolidation and acquisition of businesses			—				—				—				261				(261	)(i)			—
Operating income			703				(214	)			489				441				(98	)			343
Other income and (deductions)
Interest expense			(99	)			—				(99	)			(86	)			—				(86	)
Other, net			(31	)			127	(e)			96				216				(162	)(e)			54
Total other income and (deductions)			(130	)			127				(3	)			130				(162	)			(32	)
Income before income taxes			573				(87	)			486				571				(260	)			311
								(b),(c),(d),												(b),(c),(d),
Income taxes			181				(12	)(e)			169				199				(128	)(e),(h),(i)			71
Equity in losses of unconsolidated affiliates			(2	)			—				(2	)			—				—				—
Net income			390				(75	)			315				372				(132	)			240
Net (loss) income attributable to noncontrolling interests			(8	)			14	(f)			6				32				(23	)(f)			9
Net income attributable to membership interest		$	398			$	(89	)		$	309			$	340			$	(109	)		$	231
		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non-GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	10,074			$	(201	)(b),(c)		$	9,873			$	8,179			$	1,020	(b),(c),(d)		$	9,199
Operating expenses
Purchased power and fuel			5,282				220	(b),(c)			5,502				5,191				187	(b),(c)			5,378
Operating and maintenance			2,619				(8	)(d),(g)			2,611				2,499				(114	)(d),(h)			2,385
Depreciation and amortization			509				—				509				466				—				466
Taxes other than income			246				—				246				223				—				223
Total operating expenses			8,656				212				8,868				8,379				73				8,452
Equity in losses of unconsolidated affiliates			—				—				—				(20	)			12	(c),(d)			(8	)
Gain on sale of assets			6				—				6				18				—				18
Gain on consolidation and acquisition of businesses			—				—				—				261				(261	)(i)			—
Operating income			1,424				(413	)			1,011				59				698				757
Other income and (deductions)
Interest expense			(201	)			—				(201	)			(172	)			—				(172	)
Other, net			62				78	(e)			140				300				(205	)(e),(j)			95
Total other income and (deductions)			(139	)			78				(61	)			128				(205	)			(77	)
Income before income taxes			1,285				(335	)			950				187				493				680
																				(b),(c),(d).
								(b),(c),(d),												(e),(h),(i),
Income taxes			407				(113	)(e),(g)			294				(1	)			181	(j)			180
Equity in loss of unconsolidated affiliates			(3	)			—				(3	)			—				—				—
Net income			875				(222	)			653				188				312				500
Net income attributable to noncontrolling interests			34				7	(f)			41				33				(23	)(f)			10
Net income attributable to membership interest		$	841			$	(229	)		$	612			$	155			$	335			$	490

Note: For the six months ended June 30, 2014, includes the results of operations of CENG beginning April 1, 2014, the date the nuclear operating services agreement was executed.

 

15

---

(a)	Results reported in accordance with 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, if and when applicable, related to the Constellation merger, the CENG integration and the Integrys acquisition.

(d)

Adjustment to exclude certain costs associated with the Constellation merger, pending PHI acquisition, the CENG integration and Integrys acquisition, including, if and when applicable, professional fees, employee-related expenses, integration activities, upfront credit facilities fees, merger commitments, and certain pre-acquisition contingencies.

(e)	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.

(f)

Adjustment to account for Generation’s non-controlling interest related to CENG exclusion items, primarily related to the impact of unrealized gains and losses on NDT fund investments in 2015, and in 2014 the impact of unrealized gains and losses on NDT fund investments, certain merger and acquisition costs, and non-cash amortization of intangible assets, net, related to commodity contracts.

(g)	Adjustment to reflect a benefit related to the favorable settlement of a long-term railcar lease agreement pursuant to the Midwest Generation bankruptcy.

(h)	Adjustment to exclude a 2014 charge to earnings related to the impairment of certain wind generating assets.

(i)	Adjustment to exclude the gain recorded upon consolidation of CENG resulting from the difference in the fair value of CENG’s net assets and the equity method investment previously recorded on Generation’s and Exelon’s books and the settlement of pre-existing commitments between Generation and CENG.

(j)	Adjustment to reflect a benefit related to favorable settlements in 2014 of certain income tax positions on Constellation’s 2009-2012 tax returns.

 

16

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		ComEd
		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non-GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	1,148			$	—			$	1,148			$	1,128			$	—			$	1,128
Operating expenses
Purchased power			275				—				275				269				—				269
Operating and maintenance			384				(3	)(b)			381				355				—				355
Depreciation and amortization			177				—				177				174				—				174
Taxes other than income			69				—				69				72				—				72
Total operating expenses			905				(3	)			902				870				—				870
Operating income			243				3				246				258				—				258
Other income and (deductions)
Interest expense			(81	)			—				(81	)			(80	)			—				(80	)
Other, net			5				—				5				5				—				5
Total other income and (deductions)			(76	)			—				(76	)			(75	)			—				(75	)
Income before income taxes			167				3				170				183				—				183
Income taxes			68				1	(b)			69				72				—				72
Net income		$	99			$	2			$	101			$	111			$	—			$	111
		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non-GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	2,333			$	—			$	2,333			$	2,262			$	—			$	2,262
Operating expenses
Purchased power			601				—				601				589				—				589
Operating and maintenance			762				(5	)(b)			757				681				—				681
Depreciation and amortization			352				—				352				347				—				347
Taxes other than income			146				—				146				149				—				149
Total operating expenses			1,861				(5	)			1,856				1,766				—				1,766
Operating income			472				5				477				496				—				496
Other income and (deductions)
Interest expense, net			(165	)			—				(165	)			(160	)			—				(160	)
Other, net			9				—				9				10				—				10
Total other income and (deductions)			(156	)			—				(156	)			(150	)			—				(150	)
Income before income taxes			316				5				321				346				—				346
Income taxes			127				2	(b)			129				137				—				137
Net income		$	189			$	3			$	192			$	209			$	—			$	209

 

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude certain integration costs associated with the pending PHI acquisition.

 

17

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		PECO
		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non-GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	661			$	—			$	661			$	656			$	—			$	656
Operating expenses
Purchased power and fuel			237				—				237				241				—				241
Operating and maintenance			192				(1	)(b)			191				184				—				184
Depreciation and amortization			69				—				69				59				—				59
Taxes other than income			39				—				39				38				—				38
Total operating expenses			537				(1	)			536				522				—				522
Operating income			124				1				125				134				—				134
Other income and (deductions)
Interest expense			(28	)			—				(28	)			(28	)			—				(28	)
Other, net			1				—				1				1				—				1
Total other income and (deductions)			(27	)			—				(27	)			(27	)			—				(27	)
Income before income taxes			97				1				98				107				—				107
Income taxes			27				—				27				23				—				23
Net income attributable to common shareholder		$	70			$	1			$	71			$	84			$	—			$	84
		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non-GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	1,646			$	—			$	1,646			$	1,649			$	—			$	1,649
Operating expenses
Purchased power and fuel			675				—				675				705				—				705
Operating and maintenance			414				(2	)(b)			412				464				—				464
Depreciation and amortization			131				—				131				117				—				117
Taxes other than income			80				—				80				80				—				80
Total operating expenses			1,300				(2	)			1,298				1,366				—				1,366
Gain on sales of assets			1				—				1				—				—				—
Operating income			347				2				349				283				—				283
Other income and (deductions)
Interest expense, net			(56	)			—				(56	)			(56	)			—				(56	)
Other, net			3				—				3				3				—				3
Total other income and (deductions)			(53	)			—				(53	)			(53	)			—				(53	)
Income before income taxes			294				2				296				230				—				230
Income taxes			85				1	(b)			86				57				—				57
Net income attributable to common shareholder		$	209			$	1			$	210			$	173			$	—			$	173

 

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude certain integration costs associated with the pending PHI acquisition.

 

18

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		BGE
		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	628			$	—			$	628			$	653			$	—			$	653
Operating expenses
Purchased power and fuel			239				—				239				268				—				268
Operating and maintenance			149				(2	)(b)			147				188				—				188
Depreciation and amortization			87				—				87				89				—				89
Taxes other than income			54				—				54				53				—				53
Total operating expenses			529				(2	)			527				598				—				598
Operating income			99				2				101				55				—				55
Other income and (deductions)
Interest expense			(24	)			—				(24	)			(27	)			—				(27	)
Other, net			4				—				4				5				—				5
Total other income and (deductions)			(20	)			—				(20	)			(22	)			—				(22	)
Income before income taxes			79				2				81				33				—				33
Income taxes			32				1	(b)			33				14				—				14
Net income			47				1				48				19				—				19
Preference stock dividends			3				—				3				3				—				3
Net income attributable to common shareholders		$	44			$	1			$	45			$	16			$	—			$	16
		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
		GAAP (a)				Adjustments				Adjusted Non- GAAP				GAAP (a)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	1,664			$	—			$	1,664			$	1,707			$	—			$	1,707
Operating expenses
Purchased power and fuel			726				—				726				797				—				797
Operating and maintenance			331				(3	)(b)			328				376				—				376
Depreciation and amortization			192				—				192				197				—				197
Taxes other than income			111				—				111				113				—				113
Total operating expenses			1,360				(3	)			1,357				1,483				—				1,483
Operating income			304				3				307				224				—				224
Other income and (deductions)
Interest expense, net			(50	)			—				(50	)			(55	)			—				(55	)
Other, net			8				—				8				9				—				9
Total other income and (deductions)			(42	)			—				(42	)			(46	)			—				(46	)
Income before income taxes			262				3				265				178				—				178
Income taxes			105				1	(b)			106				72				—				72
Net income			157				2				159				106				—				106
Preference stock dividends			6				—				6				6				—				6
Net income attributable to common shareholders		$	151			$	2			$	153			$	100			$	—			$	100

 

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude certain integration costs associated with the pending PHI acquisition.

 

19

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EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

 

		Other (a)
		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
		GAAP (b)				Adjustments				Adjusted Non-GAAP				GAAP (b)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	(155	)		$	—			$	(155	)		$	(202	)		$	—			$	(202	)
Operating expenses
Purchased power and fuel			(151	)			—				(151	)			(201	)			—				(201	)
Operating and maintenance			9				(28	)(c),(d)			(19	)			26				(36	)(c),(d)			(10	)
Depreciation and amortization			14				—				14				14				—				14
Taxes other than income			8				—				8				7				—				7
Total operating expenses			(120	)			(28	)			(148	)			(154	)			(36	)			(190	)
Equity in earnings of unconsolidated affiliates			—				—				—				1				—				1
Gain on sale of assets			—				—				—				1				—				1
Operating loss			(35	)			28				(7	)			(46	)			36				(10	)
Other income and (deductions)
Interest expense			77				(104	)(c),(e)			(27	)			(17	)			8	(c)			(9	)
Other, net			4				—				4				3				—				3
Total other income and (deductions)			81				(104	)			(23	)			(14	)			8				(6	)
Income (loss) before income taxes			46				(76	)			(30	)			(60	)			44				(16	)
Income taxes (benefit)			19				(31	)(c),(d),(e),(f)			(12	)			(31	)			17	(c),(d)			(14	)
Net income (loss)		$	27			$	(45	)		$	(18	)		$	(29	)		$	27			$	(2	)
		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
		GAAP (b)				Adjustments				Adjusted Non-GAAP				GAAP (b)				Adjustments				Adjusted Non-GAAP
Operating revenues		$	(372	)		$	—			$	(372	)		$	(536	)		$	—			$	(536	)
Operating expenses
Purchased power and fuel			(365	)			—				(365	)			(530	)			—				(530	)
Operating and maintenance			(3	)			(35	)(c),(d)			(38	)			4				(35	)(c),(d)			(31	)
Depreciation and amortization			28				—				28				27				—				27
Taxes other than income			15				—				15				15				—				15
Total operating expenses			(325	)			(35	)			(360	)			(484	)			(35	)			(519	)
Gain on sale of assets			1				—				1				—				—				—
Operating loss			(46	)			35				(11	)			(52	)			35				(17	)
Other income and (deductions)
Interest expense			(29	)			(15	)(c),(e)			(44	)			(22	)			8	(c)			(14	)
Other, net			(18	)			—				(18	)			8				—				8
Total other income and (deductions)			(47	)			(15	)			(62	)			(14	)			8				(6	)
Loss before income taxes			(93	)			20				(73	)			(66	)			43				(23	)
Income benefit			(34	)			5	(c),(d),(e),(f)			(29	)			(41	)			20	(c),(d),(f)			(21	)
Equity in earnings of unconsolidated affiliates			1				—				1				—				—				—
Net loss			(58	)			15				(43	)			(25	)			23				(2	)
Net income attributable to noncontrolling interests and preference stock dividends			1				—				1				—				—				—
Net loss attributable to common shareholders		$	(59	)		$	15			$	(44	)		$	(25	)		$	23			$	(2	)

 

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

(b)	Results reported in accordance with GAAP.

(c)	Adjustment to exclude certain costs associated with the pending PHI acquisition including, if and when applicable, professional fees, employee-related expenses, integration activities, upfront credit facilities fees, merger commitments, and certain pre-acquisition contingencies.

(d)	Adjustment to exclude a charge to earnings related to the impairment of investment in long-term leases in both 2015 and 2014.

(e)	Adjustment to exclude the mark-to-market impact of Exelon Corporate’s forward-starting interest rate swaps related to financing for the pending PHI acquisition.

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

 

20

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EXELON CORPORATION

Exelon Generation Statistics

 

		Three Months Ended,
										December 31,				September 30,
		June 30, 2015				March 31, 2015				2014				2014				June 30, 2014
Supply Source (GWh)
Nuclear Generation
Mid-Atlantic (a)			15,619				15,718				15,768				15,993				14,912
Midwest			23,448				22,427				23,777				24,379				22,719
New York (a)			4,738				4,512				4,988				4,891				3,766
Total Nuclear Generation			43,805				42,657				44,533				45,263				41,397
Fossil and Renewables (a)
Mid-Atlantic			750				559				2,268				2,385				3,165
Midwest			363				432				424				212				319
New England			135				600				411				1,789				1,299
New York			1				1				1				1				1
ERCOT			872				1,422				1,624				2,331				1,553
Other Power Regions (b)			2,096				1,973				1,999				2,285				2,041
Total Fossil and Renewables			4,217				4,987				6,727				9,003				8,378
Purchased Power
Mid-Atlantic			1,384				1,824				929				1,110				810
Midwest			407				589				513				260				520
New England			5,742				6,408				4,763				3,231				2,290
ERCOT			2,903				2,244				1,966				2,184				2,518
Other Power Regions (b)			4,170				3,307				3,389				4,397				3,654
Total Purchased Power			14,606				14,372				11,560				11,182				9,792
Total Supply/Sales by Region (d)
Mid-Atlantic (c)			17,753				18,101				18,965				19,488				18,887
Midwest (c)			24,218				23,448				24,714				24,851				23,558
New England			5,877				7,008				5,174				5,020				3,589
New York			4,739				4,513				4,989				4,892				3,767
ERCOT			3,775				3,666				3,590				4,515				4,071
Other Power Regions (b)			6,266				5,280				5,388				6,682				5,695
Total Supply/Sales by Region			62,628				62,016				62,820				65,448				59,567
		Three Months Ended,
										December 31,				September 30,
		June 30, 2015				March 31, 2015				2014				2014				June 30, 2014
Outage Days (e)
Refueling			71				89				97				18				108
Non-refueling			18				32				8				20				44
Total Outage Days			89				121				105				38				152

 

(a)

Includes the proportionate share of output where Generation has an undivided ownership interest in jointly-owned generating plants and includes the total output of plants that are fully consolidated (e.g. CENG). Nuclear generation includes physical volumes of 3,743 GWh, 3,284 GWh, 3,902 GWh, 3,726 GWh, and 3,780 GWh in the Mid-Atlantic region and 4,738 GWh, 4,512 GWh, 4,988 GWh, 4,891 GWh, and 3,766 GWh in the New York region for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014, and June 30, 2014, respectively for CENG.

(b)	Other Power Regions includes South, West and Canada.

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

(d)	Total sales do not include physical trading volumes of 1,657 GWh, 1,808 GWh, 2,442 GWh, 3,006 GWh, and 2,629 GWh for the three months ended June 30, 2015, March 31, 2015, December 31, 2014, September 30, 2014, and June 30, 2014, respectively.

(e)	Outage days exclude Salem.

 

21

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EXELON CORPORATION

Exelon Generation Statistics

Six Months Ended June 30, 2015 and 2014

 

		June 30, 2015				June 30, 2014
Supply Source (GWh)
Nuclear Generation
Mid-Atlantic (a)			31,337				27,048
Midwest			45,875				45,844
New York (a)			9,250				3,766
Total Nuclear Generation			86,462				76,658
Fossil and Renewables (a)
Mid-Atlantic			1,309				6,373
Midwest			795				736
New England			735				3,033
New York			2				2
ERCOT			2,294				3,208
Other Power Regions (c)			4,069				3,670
Total Fossil and Renewables			9,204				17,022
Purchased Power
Mid-Atlantic (b)			3,208				4,043
Midwest			996				1,231
New England			12,150				4,360
New York (b)			—				2,857
ERCOT			5,147				4,501
Other Power Regions (c)			7,477				7,009
Total Purchased Power			28,978				24,001
Total Supply/Sales by Region (e)
Mid-Atlantic (d)			35,854				37,464
Midwest (d)			47,666				47,811
New England			12,885				7,393
New York			9,252				6,625
ERCOT			7,441				7,709
Other Power Regions (c)			11,546				10,679
Total Supply/Sales by Region			124,644				117,681

 

(a)

Includes the proportionate share of output where Generation has an undivided ownership interest in jointly-owned generating plants and includes the total output of plants that are fully consolidated (e.g. CENG). Nuclear generation for the six months ended June 30, 2015 includes physical volumes of 7,027 GWh in the Mid-Atlantic region and 9,250 GWh in the New York region for CENG. Nuclear generation for the six months ended June 30, 2014 includes physical volumes of 3,780 GWh in the Mid-Atlantic region and 3,766 GWh in the New York region for CENG.

(b)	Purchased power includes physical volumes of 2,489 GWh in the Mid-Atlantic and 2,857 GWh in New York as a result of the PPA with CENG for the six months ended June 30, 2014, respectively. As of the integration date of April 1, 2014, CENG volumes are included in nuclear generation.

(c)	Other Power Regions includes South, West and Canada.

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

(e)	Total sales do not include physical proprietary trading volumes of 3,465 GWh and 5,123 GWh for the six months ended June 30, 2015 and 2014, respectively.

 

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EXELON CORPORATION

ComEd Statistics

Three Months Ended June 30, 2015 and 2014

 

		Electric Deliveries (in GWhs)																Revenue (in millions)
		2015				2014				% Change				Weather- Normal % Change				2015				2014				% Change
Retail Deliveries and Sales(a)
Residential			5,685				6,177				(8.0	)%			(1.8	)%		$	527			$	499				5.6	%
Small Commercial & Industrial			7,566				7,759				(2.5	)%			(1.3	)%			330				340				(2.9	)%
Large Commercial & Industrial			6,680				6,769				(1.3	)%			(0.5	)%			109				113				(3.5	)%
Public Authorities & Electric
Railroads			290				304				(4.6	)%			(4.5	)%			11				12				(8.3	)%
Total Retail			20,221				21,009				(3.8	)%			(1.2	)%			977				964				1.3	%
Other Revenue(b)																			171				164				4.3	%
Total Electric Revenue																		$	1,148			$	1,128				1.8	%
Purchased Power																		$	275			$	269				2.2	%

 

														% Change
Heating and Cooling Degree-Days		2015				2014				Normal				From 2014				From Normal
Heating Degree-Days			686				695				765				(1.3	)%			(10.3	)%
Cooling Degree-Days			171				259				218				(34.0	)%			(21.6	)%

Six Months Ended June 30, 2015 and 2014

 

		Electric Deliveries (in GWhs)																Revenue (in millions)
		2015				2014				% Change				Weather- Normal % Change				2015				2014				% Change
Retail Deliveries and Sales(a)
Residential			12,682				13,587				(6.7	)%			(2.6	)%		$	1,096			$	1,007				8.8	%
Small Commercial & Industrial			15,727				16,090				(2.3	)%			(0.8	)%			667				684				(2.5	)%
Large Commercial & Industrial			13,557				13,864				(2.2	)%			(1.4	)%			218				229				(4.8	)%
Public Authorities & Electric
Railroads			669				701				(4.6	)%			(3.6	)%			23				24				(4.2	)%
Total Retail			42,635				44,242				(3.6	)%			(1.6	)%			2,004				1,944				3.1	%
Other Revenue(b)																			329				318				3.5	%
Total Electric Revenue																		$	2,333			$	2,262				3.1	%
Purchased Power																		$	601			$	589				2.0	%

 

														% Change
Heating and Cooling Degree-Days		2015				2014				Normal				From 2014				From Normal
Heating Degree-Days			4,318				4,569				3,929				(5.5	)%			9.9	%
Cooling Degree-Days			171				259				218				(34.0	)%			(21.6	)%
Number of Electric Customers														2015				2014
Residential															3,511,058				3,487,337
Small Commercial & Industrial															369,255				367,354
Large Commercial & Industrial															1,976				2,025
Public Authorities & Electric Railroads															4,833				4,827
Total															3,887,122				3,861,543

 

(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, revenues from other utilities for mutual assistance programs and recoveries of environmental costs associated with MGP sites.

 

23

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EXELON CORPORATION

PECO Statistics

Three Months Ended June 30, 2015 and 2014

 

		Electric and Gas Deliveries																Revenue (in millions)
		2015				2014				% Change				Weather- Normal % Change				2015				2014				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			3,021				2,801				7.9	%			(0.2	)%		$	365			$	338				8.0	%
Small Commercial & Industrial			1,925				1,947				(1.1	)%			(3.2	)%			102				101				1.0	%
Large Commercial & Industrial			3,784				3,741				1.1	%			0.4	%			54				54				—	%
Public Authorities & Electric Railroads			214				222				(3.6	)%			(3.6	)%			8				8				—	%
Total Retail			8,944				8,711				2.7	%			(0.7	)%			529				501				5.6	%
Other Revenue (b)																			53				58				(8.6	)%
Total Electric Revenue																			582				559				4.1	%
Gas (in mmcfs)
Retail Deliveries and Sales
Retail Sales (c)			7,233				7,424				(2.6	)%			7.5	%			72				88				(18.2	)%
Transportation and Other			5,431				6,005				(9.6	)%			(5.9	)%			7				9				(22.2	)%
Total Gas			12,664				13,429				(5.7	)%			1.6	%			79				97				(18.6	)%
Total Electric and Gas Revenues																		$	661			$	656				0.8	%
Purchased Power and Fuel																		$	237			$	241				(1.7	)%

 

														% Change
Heating and Cooling Degree-Days		2015				2014				Normal				From 2014				From Normal
Heating Degree-Days			330				393				466				(16.0	)%			(29.2	)%
Cooling Degree-Days			513				375				348				36.8	%			47.4	%

Six Months Ended June 30, 2015 and 2014

 

		Electric and Gas Deliveries																Revenue (in millions)
		2015				2014				% Change				Weather- Normal % Change				2015				2014				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			6,989				6,649				5.1	%			0.7	%		$	815			$	782				4.2	%
Small Commercial & Industrial			4,087				4,002				2.1	%			0.3	%			217				212				2.4	%
Large Commercial & Industrial			7,517				7,518				—	%			(0.6	)%			108				117				(7.7	)%
Public Authorities & Electric Railroads			443				481				(7.9	)%			(7.9	)%			15				16				(6.3	)%
Total Retail			19,036				18,650				2.1	%			(0.1	)%			1,155				1,127				2.5	%
Other Revenue (b)																			104				109				(4.6	)%
Total Electric Revenue																			1,259				1,236				1.9	%
Gas (in mmcfs)
Retail Deliveries and Sales
Retail Sales (c)			42,095				40,594				3.7	%			3.9	%			368				390				(5.6	)%
Transportation and Other			14,128				14,374				(1.7	)%			(3.2	)%			19				23				(17.4	)%
Total Gas			56,223				54,968				2.3	%			1.9	%			387				413				(6.3	)%
Total Electric and Gas Revenues																		$	1,646			$	1,649				(0.2	)%
Purchased Power and Fuel																		$	675			$	705				(4.3	)%

 

														% Change
Heating and Cooling Degree-Days		2015				2014				Normal				From 2014				From Normal
Heating Degree-Days			3,264				3,237				2,943				0.8	%			10.9	%
Cooling Degree-Days			513				375				349				36.8	%			47.0	%

 

Number of Electric Customers		2015				2014				Number of Gas Customers		2015				2014
Residential			1,437,523				1,428,080			Residential			464,333				459,407
Small Commercial & Industrial			148,918				149,259			Commercial & Industrial			42,603				42,042
Large Commercial & Industrial			3,095				3,108			Total Retail			506,936				501,449
Public Authorities & Electric Railroads			9,803				9,712			Transportation			845				882
Total			1,599,339				1,590,159			Total			507,781				502,331

 

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(a)

Reflects delivery volumes and revenue 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 revenue.

(c)

Reflects delivery volumes and revenue 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.

 

25

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EXELON CORPORATION

BGE Statistics

Three Months Ended June 30, 2015 and 2014

 

		Electric and Gas Deliveries												Revenue (in millions)
		2015				2014				% Change				2015				2014				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			2,635				2,639				(0.2	)%		$	303			$	293				3.4	%
Small Commercial & Industrial			780				704				10.8	%			61				64				(4.7	)%
Large Commercial & Industrial			3,467				3,593				(3.5	)%			109				120				(9.2	)%
Public Authorities & Electric Railroads			74				79				(6.3	)%			8				8				—	%
Total Retail			6,956				7,015				(0.8	)%			481				485				(0.8	)%
Other Revenue (b)															60				67				(10.4	)%
Total Electric Revenue															541				552				(2.0	)%
Gas (in mmcfs)
Retail Deliveries and Sales (c)
Retail Sales			13,885				14,834				(6.4	)%			85				92				(7.6	)%
Transportation and Other (d)			585				875				(33.1	)%			2				9				(77.8	)%
Total Gas			14,470				15,709				(7.9	)%			87				101				(13.9	)%
Total Electric and Gas Revenues														$	628			$	653				(3.8	)%
Purchased Power and Fuel														$	239			$	268				(10.8	)%

 

														% Change
Heating and Cooling Degree-Days		2015				2014				Normal				From 2014				From Normal
Heating Degree-Days			422				497				509				(15.1	)%			(17.1	)%
Cooling Degree-Days			317				233				253				36.1	%			25.3	%

Six Months Ended June 30, 2015 and 2014

 

		Electric and Gas Deliveries												Revenue (in millions)
		2015				2014				% Change				2015				2014				% Change
Electric (in GWhs)
Retail Deliveries and Sales (a)
Residential			6,808				6,732				1.1	%		$	752			$	729				3.2	%
Small Commercial & Industrial			1,625				1,538				5.7	%			137				136				0.7	%
Large Commercial & Industrial			6,906				7,062				(2.2	)%			229				243				(5.8	)%
Public Authorities & Electric Railroads			149				157				(5.1	)%			16				16				—	%
Total Retail			15,488				15,489				—	%			1,134				1,124				0.9	%
Other Revenue (b)															120				138				(13.0	)%
Total Electric Revenue															1,254				1,262				(0.6	)%
Gas (in mmcfs)
Retail Deliveries and Sales (c)
Retail Sales			60,762				61,222				(0.8	)%			384				377				1.9	%
Transportation and Other (d)			3,909				7,204				(45.7	)%			26				68				(61.8	)%
Total Gas			64,671				68,426				(5.5	)%			410				445				(7.9	)%
Total Electric and Gas Revenues														$	1,664			$	1,707				(2.5	)%
Purchased Power and Fuel														$	726			$	797				(8.9	)%

 

														% Change
Heating and Cooling Degree-Days		2015				2014				Normal				From 2014				From Normal
Heating Degree-Days			3,372				3,358				2,904				0.4	%			16.1	%
Cooling Degree-Days			317				233				256				36.1	%			23.8	%

 

Number of Electric Customers		2015				2014				Number of Gas Customers		2015				2014
Residential			1,132,325				1,123,804			Residential			614,168				612,202
Small Commercial & Industrial			112,951				112,827			Commercial & Industrial			44,004				44,019
Large Commercial & Industrial			11,820				11,660			Total Retail			658,172				656,221
Public Authorities & Electric Railroads			286				290			Transportation			—				—
Total			1,257,382				1,248,581			Total			658,172				656,221

 

(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.

 

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(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 585 mmcfs ($3 million) and 875 mmcfs ($5 million) for the three months ended June 30, 2015 and 2014, respectively and 3,909 mmcfs ($25 million) and 7,204 mmcfs ($58 million) for the six months ended June 30, 2015 and 2014, respectively.

 

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