Exelon Announces Third Quarter 2011 Results; Reaffirms Full Year Operating Earnings Guidance Range 

 Exelon Corporation (NYSE: EXC) announced third quarter 2011 consolidated earnings. 

 

CHICAGO – Exelon Corporation (NYSE: EXC) announced third quarter 2011 consolidated earnings as follows: 

                                                                                   Third Quarter
                                                                                  2011        2010
Adjusted (non-GAAP) Operating Results:   
  Net Income ($ millions)                                               $743         $739
  Diluted Earnings per Share                                          $1.12        $1.11
GAAP Results:   
  Net Income ($ millions)                                               $601         $845
  Diluted Earnings per Share                                          $0.90        $1.27

“We delivered strong quarterly earnings, which were just above our guidance range, despite intense summer storms in both the ComEd and PECO service territories,” said John W. Rowe, chairman and chief executive officer.  “Exelon Generation’s performance was exceptional, producing a nuclear fleet capacity factor of 95.8 percent and above normal output from our Texas plants to meet much higher demand due to hot weather.  Based on our results through September, we are able to reaffirm our full-year earnings guidance range for 2011 of $4.05 to 4.25 per share.”

Third Quarter Operating Results

As shown in the table above, Exelon’s adjusted (non-GAAP) operating earnings increased to $1.12 per share in the third quarter of 2011 from $1.11 per share in the third quarter of 2010.  Earnings in 2011 primarily reflected the following favorable factors:
• The effect at Exelon Generation Company, LLC (Generation) of higher energy margins due to the expiration of the power purchase agreement (PPA) with PECO and favorable market and portfolio conditions in the South; and
• The effect of new distribution rates at PECO Energy Company (PECO) and Commonwealth Edison Company (ComEd) effective January 1, 2011 and June 1, 2011, respectively.

These factors were mostly offset by:
• The impact at Generation of decreased capacity pricing related to the Reliability Pricing Model (RPM) for the PJM Interconnection, LLC (PJM) market;
• Increased storm-related costs in the ComEd and PECO service territories;
• Higher operating and maintenance expenses at Generation, including the impact of increased scheduled nuclear refueling outage days;
• The effect of competitive transition charge (CTC) recoveries in 2010, net of amortization expense, associated with PECO’s transition period, which ended on December 31, 2010; and
• Increased depreciation and amortization expense.
 
Adjusted (non-GAAP) operating earnings for the third quarter of 2011 do not include the following items (after tax) that were included in reported GAAP earnings: 
                                                                                   (in millions) (per diluted share)
Unrealized losses related to nuclear decommissioning                                                    trust (NDT) fund investments to the extent not offset by                                               contractual accounting                                                       $(76)             $(0.12)
Mark-to-market losses primarily from Generation’s                                                      economic hedging activities                                                $(55)             $(0.08)
Non-cash gain, net of costs, related to the acquisition of                                                 Wolf Hollow                                                                        $23               $0.03
Asset retirement obligation update                                      $(16)             $(0.02)
Certain costs associated with the proposed merger with                                               Constellation Energy Group, Inc. (Constellation)                  $(11)             $(0.02)
Certain costs associated with the acquisition of Antelope                                               Valley Solar Ranch One (AVSR 1)                                        $(5)              $(0.01)
Financial impacts associated with the retirement of certain                                            Generation fossil generating units                                        $(2)                   -

Adjusted (non-GAAP) operating earnings for the third quarter of 2010 did not include the following items (after tax) that were included in reported GAAP earnings:
                                                                                   (in millions) (per diluted share)
Mark-to-market gains primarily from Generation’s                                                        economic hedging activities                                                  $99               $0.14
Unrealized gains related to NDT fund investments to the                                               extent not offset by contractual accounting                            $60               $0.09
Impairment of certain emission allowances                           $(35)            $(0.05)
Financial impacts associated with the retirement of certain                                            Generation fossil generating units                                        $(14)             $(0.02)
Costs associated with the 2007 Illinois electric rate                                                      settlement agreement                                                          $(3)                  -
Certain costs related to the acquisition of Exelon Wind            $(1)                  -

2011 Earnings Outlook

Exelon reaffimed its guidance range for 2011 adjusted (non-GAAP) operating earnings of $4.05 to $4.25 per share.  Operating earnings guidance is based on the assumption of normal weather for the balance of the year.

The outlook for 2011 adjusted (non-GAAP) operating earnings for Exelon and its subsidiaries excludes the following items:
• Mark-to-market adjustments from economic hedging activities
• Unrealized gains and losses from nuclear decommissioning trust fund investments to the extent not offset by contractual accounting as described in the notes to the consolidated financial statements
• Significant impairments of assets, including goodwill
• Changes in decommissioning obligation and asset retirement obligation estimates
• Non-cash charge to remeasure deferred taxes at higher Illinois corporate tax rates
• Financial impacts associated with the planned retirement of fossil generating units
• One-time benefits reflecting ComEd’s 2011 distribution rate case order for the recovery of previously incurred costs related to the 2009 restructuring plan and for the passage of Federal health care legislation in 2010
• Certain costs associated with Exelon’s acquisition of a wind portfolio (now known as Exelon Wind) and AVSR 1, and Exelon’s proposed merger with Constellation
• Non-cash gain on purchase in connection with the acquisition of Wolf Hollow, net of acquisition costs
• Non-cash charge remeasurement of income tax uncertainties
• Non-cash charge resulting from passage of Federal health care legislation
• Costs associated with the 2007 electric rate settlement agreement
• Impairment of certain emissions allowances
• Other unusual items
• Significant changes to GAAP

Third Quarter and Recent Highlights

• Constellation Merger Update:  Regulatory reviews related to the proposed merger with Constellation continue to move forward on schedule.  On August 3, 2011, the proposed merger received regulatory approval from the Public Utility Commission of Texas.  The closing of the merger is anticipated in early 2012, dependent upon the receipt of all required approvals, including approval of the shareholders of both companies.  The shareholder meetings for both Exelon and Constellation are scheduled for November 17, 2011.  In addition, on September 9, 2011, the senior executives were named who will be reporting directly to President and CEO Christopher M. Crane following completion of the Exelon-Constellation merger. 

• Nuclear Operations:  Generation’s nuclear fleet, including its owned output from the Salem Generating Station, produced 36,045 gigawatt-hours (GWh) in the third quarter of 2011, compared with 35,751 GWh in the third quarter of 2010.  The Exelon-operated nuclear plants achieved a 95.8 percent capacity factor for the third quarter of 2011 compared with 95.4 percent for the third quarter of 2010.  The Exelon-operated nuclear plants began two scheduled refueling outages in the third quarter of 2011, compared with beginning one scheduled refueling outage in the third quarter of 2010.  The number of planned refueling outage days totaled 33 in the third quarter of 2011 versus 19 days in the third quarter of 2010.  The number of non-refueling outage days at the Exelon-operated plants totaled 3 days in the third quarter of 2011 compared with 19 days in the third quarter of 2010.

• Fossil and Hydro Operations:  The equivalent demand forced outage rate for Generation’s fossil fleet (excluding Wolf Hollow acquisition) was 7.0 percent in the third quarter of 2011, compared with 1.8 percent in the third quarter of 2010.  The increase was largely due to an outage at one of the Texas units early in the quarter.  The output of Generation’s Texas fleet during the third quarter of 2011 was nearly twice the five-year average for that quarter (excluding Wolf Hollow acquisition).  The equivalent availability factor for the hydroelectric facilities decreased to 93.9 percent in the third quarter of 2011, from 94.4 percent in the third quarter of 2010, primarily due to outages brought about by Hurricane Irene.

• Acquisition of Solar Project:  On September 30, 2011, Exelon announced its acquisition of AVSR 1, a 230-megawatt (MW) solar photovoltaic (PV) project under development in northern Los Angeles County, Calif., from First Solar, which developed and will build, operate, and maintain the project.  Construction has started, with the first portion of the site expected to come online in late 2012 and full operation planned for late 2013.  The project has a 25-year PPA, approved by the California Public Utilities Commission, with Pacific Gas & Electric for the entire output of the plant.  Exelon expects to invest up to $713 million in equity in the project through 2013.  The U.S. Department of Energy’s Loan Programs Office issued a guarantee for up to $646 million for a non-recourse loan from the Federal Financing Bank to support the financing of the construction of the AVSR 1 facility.

• Acquisition of Wolf Hollow Power Plant:  On August 24, 2011, Exelon completed its previously announced acquisition of Wolf Hollow, a combined-cycle natural gas-fired power plant, adding 720 MW of clean energy to Generation’s portfolio in the competitive Electric Reliability Council of Texas (ERCOT) power market.  The purchase price for Wolf Hollow was $305 million, before adjustments for working capital.

• Hedging Update:  Exelon’s hedging program involves the hedging of commodity risk for Exelon’s expected generation, typically on a ratable basis over a three-year period.  Expected generation represents the amount of energy estimated to be generated or purchased through owned or contracted-for capacity.  The proportion of expected generation hedged as of September 30, 2011 is 97 to 100 percent for 2011, 85 to 88 percent for 2012 and 56 to 59 percent for 2013.  The primary objectives of Exelon’s hedging program are 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.

• Financing Activities:  On September 7, 2011, ComEd issued a total of $600 million of its first mortgage bonds, consisting of $250 million of its First Mortgage 1.95% Bonds, Series 111, due September 1, 2016, and $350 million of its First Mortgage 3.40% Bonds, Series 112, due September 1, 2021.  The proceeds of the Bonds will be used by ComEd to refinance three series of variable rate tax-exempt bonds and one series of maturing first mortgage bonds, and to fund other general corporate purposes.

OPERATING COMPANY RESULTS

Generation consists of owned and contracted electric generating facilities, wholesale energy marketing operations and competitive retail sales operations. 
 
Third quarter 2011 net income was $386 million compared with $605 million in the third quarter of 2010.  Third quarter 2011 net income included (all after tax) unrealized losses of $76 million related to NDT fund investments, mark-to-market losses of $55 million from economic hedging activities, a non-cash gain, net of costs, of $23 million related to the acquisition of Wolf Hollow, costs of $18 million primarily related to an increase in Generation’s decommissioning obligation for spent nuclear fuel at Zion, certain costs of $5 million associated with the acquisition of AVSR 1, certain costs of $3 million associated with the proposed merger with Constellation and net costs of $2 million associated with the retirement of certain fossil generating units.  Third quarter 2010 net income included (all after tax) mark-to-market gains of $99 million from economic hedging activities, unrealized gains of $60 million related to NDT fund investments, a charge of $35 million associated with the impairment of certain emission allowances, costs of $14 million associated with the retirement of certain fossil generating units, a charge of $3 million for costs associated with the 2007 Illinois electric rate settlement and a charge of $1 million for certain costs associated with the acquisition of Exelon Wind.

Excluding the effects of these items, Generation’s net income in the third quarter of 2011 increased $23 million compared with the same quarter in 2010.  This increase primarily reflected the effect of higher energy margins due to the expiration of the PPA with PECO and favorable market and portfolio conditions in the South, partially offset by:
• The impact on energy margins of decreased capacity pricing related to RPM for the PJM market and higher nuclear fuel costs;
• Higher operating and maintenance expenses, including the impact of increased scheduled nuclear refueling outage days;
• Higher income taxes due to a reduced manufacturing deduction as a result of the transmission and distribution tax repairs deduction; and
• Increased depreciation and amortization expense.

Generation’s average realized margin on all electric sales, including sales to affiliates and excluding trading activity, was $39.19 per MWh in the third quarter of 2011 compared with $35.11 per MWh in the third quarter of 2010.

ComEd consists of the electricity transmission and distribution operations in northern Illinois. 
 
ComEd recorded net income of $112 million in the third quarter of 2011, compared with net income of $121 million in the third quarter of 2010.  Third quarter net income in 2011 included certain after-tax costs of $1 million associated with the proposed merger with Constellation.  Excluding the effects of this item, ComEd’s net income in the third quarter of 2011 was down $8 million from the same quarter in 2010, primarily reflecting increased storm-related costs partially offset by the impact of new electric distribution rates effective June 1, 2011.

In the third quarter of 2011, cooling degree-days in the ComEd service territory were down 8.1 percent relative to the same period in 2010 and were 25.8 percent above normal.  Total retail electric deliveries decreased 2.9 percent quarter over quarter.

Weather-normalized retail electric deliveries decreased 1.4 percent in the third quarter of 2011 relative to 2010, reflecting a decrease in deliveries to residential and small commercial and industrial customers.  For ComEd, weather had an unfavorable after-tax effect of $6 million on third quarter 2011 earnings relative to 2010 and a favorable after-tax effect of $15 million relative to normal weather that is incorporated in Exelon’s earnings guidance. 

PECO consists of the electricity transmission and distribution operations and the retail natural gas distribution business in southeastern Pennsylvania.
 
PECO’s net income in the third quarter of 2011 was $105 million, down from $127 million in the third quarter of 2010.  Third quarter net income in 2011 included an after-tax benefit of $2 million reflecting a decrease in PECO’s asset retirement obligations and certain after-tax costs of $1 million associated with the proposed merger with Constellation.  Excluding the effects of these items, PECO’s net income in the third quarter of 2011 was down $23 million from the same quarter in 2010, primarily reflecting:
• The effect of CTC recoveries in 2010, net of amortization expense, associated with PECO’s transition period, which ended on December 31, 2010; and
• Increased storm-related costs, primarily associated with Hurricane Irene.

Partially offsetting these unfavorable items were:
• The impact of new electric and gas distribution rates effective January 1, 2011; and
• Lower income taxes associated with the electric transmission and distribution tax repairs deduction in accordance with newly elected IRS guidance.

In the third quarter of 2011, cooling degree-days in the PECO service territory were down 8.5 percent from 2010 and were 18.1 percent above normal.  Total retail electric deliveries were down 2.0 percent from last year.  On the retail gas side, deliveries in the third quarter of 2011 were up 4.0 percent from the third quarter of 2010.   

Weather-normalized retail electric deliveries were about flat in the third quarter of 2011 relative to 2010, as a decline in both small and large commercial and industrial deliveries was mostly offset by increased deliveries to residential customers.  Weather-normalized retail gas deliveries were up 7.2 percent in the third quarter of 2011.  For PECO, weather had an unfavorable after-tax effect of $7 million on third quarter 2011 earnings relative to 2010 and a favorable after-tax effect of $12 million relative to normal weather that is incorporated in Exelon’s earnings guidance.

Adjusted (non-GAAP) Operating Earnings

Adjusted (non-GAAP) operating earnings, which generally exclude significant one-time charges or credits that are not normally associated with ongoing operations, mark-to-market adjustments from economic hedging activities and unrealized gains and losses from NDT fund investments, are provided as a supplement to results reported in accordance with GAAP.  Management uses such adjusted (non-GAAP) operating earnings measures internally to evaluate the company’s performance and manage its operations.  Reconciliation of GAAP to adjusted (non-GAAP) operating earnings for historical periods is attached.  Additional earnings release attachments, which include the reconciliation on pages 7 and 8, are posted on Exelon’s Web site (download attachment) and have been furnished to the Securities and Exchange Commission on Form 8-K on October 26, 2011.
 
Conference call information: Exelon has scheduled a conference call for 11:00 AM ET (10:00 AM CT) on October 26, 2011.  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 15656530.  Media representatives are invited to participate on a listen-only basis.  The call will be web-cast and archived on Exelon’s Web site in the Investors section.

Telephone replays will be available until November 9.  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 15656530.

Cautionary Statements Regarding Forward-Looking Information

Except for the historical information contained herein, certain of the matters discussed in this communication constitute “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “target,” “forecast,” and words and terms of similar substance used in connection with any discussion of future plans, actions, or events identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding benefits of the proposed merger of Exelon Corporation (Exelon) and Constellation Energy Group, Inc. (Constellation), integration plans and expected synergies, the expected timing of completion of the transaction, anticipated future financial and operating performance and results, including estimates for growth. These statements are based on the current expectations of management of Exelon and Constellation, as applicable. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this communication regarding the proposed merger. For example, (1) the companies may be unable to obtain shareholder approvals required for the merger; (2) the companies may be unable to obtain regulatory approvals required for the merger, or required regulatory approvals may delay the merger or result in the imposition of conditions that could have a material adverse effect on the combined company or cause the companies to abandon the merger; (3) conditions to the closing of the merger may not be satisfied; (4) an unsolicited offer of another company to acquire assets or capital stock of Exelon or Constellation could interfere with the merger; (5) problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected; (6) the combined company may be unable to achieve cost-cutting synergies or it may take longer than expected to achieve those synergies; (7) the merger may involve unexpected costs, unexpected liabilities or unexpected delays, or the effects of purchase accounting may be different from the companies’ expectations; (8) the credit ratings of the combined company or its subsidiaries may be different from what the companies expect; (9) the businesses of the companies may suffer as a result of uncertainty surrounding the merger; (10) the companies may not realize the values expected to be obtained for properties expected or required to be divested; (11) the industry may be subject to future regulatory or legislative actions that could adversely affect the companies; and (12) the companies may be adversely affected by other economic, business, and/or competitive factors. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of Exelon, Constellation or the combined company. Discussions of some of these other important factors and assumptions are contained in Exelon’s and Constellation’s respective filings with the Securities and Exchange Commission (SEC), and available at the SEC’s website at www.sec.gov, including: (1)  Exelon’s 2010 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 18; (2)  Exelon’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2011 (to be filed on October 26, 2011) 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 13; (3)  Constellation’s 2010 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 12; and (4) Constellation’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011 in (a) Part II, Other Information, ITEM 1A. Risk Factors and ITEM 5. Other Information, (b) Part I, 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: Notes to Consolidated Financial Statements, Commitments and Contingencies. These risks, as well as other risks associated with the proposed merger, are more fully discussed in the definitive joint proxy statement/prospectus included in the Registration Statement on Form S-4 that Exelon filed with the SEC and that the SEC declared effective on October 11, 2011 in connection with the proposed merger.  In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Neither Exelon nor Constellation undertake any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this communication.

Additional Information and Where to Find it

In connection with the proposed merger between Exelon and Constellation, Exelon filed with the SEC a Registration Statement on Form S-4 that included the definitive joint proxy statement/prospectus. The Registration Statement was declared effective by the SEC on October 11, 2011. Exelon and Constellation mailed the definitive joint proxy statement/prospectus to their respective security holders on or about October 12, 2011. WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION about Exelon, Constellation and the proposed merger. Investors and security holders may obtain copies of all documents filed with the SEC free of charge at the SEC's website, www.sec.gov. In addition, a copy of the definitive joint proxy statement/prospectus may be obtained free of charge from Exelon Corporation, Investor Relations, 10 South Dearborn Street, P.O. Box 805398, Chicago, Illinois 60680-5398, or from Constellation Energy Group, Inc., Investor Relations, 100 Constellation Way, Suite 600C, Baltimore, MD 21202.

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About Exelon

Exelon Corporation is one of the nation’s largest electric utilities with more than $18 billion in annual revenues. The company has one of the industry’s largest portfolios of electricity generation capacity, with a nationwide reach and strong positions in the Midwest and Mid-Atlantic. Exelon distributes electricity to approximately 5.4 million customers in northern Illinois and southeastern Pennsylvania and natural gas to approximately 490,000 customers in the Philadelphia area. Exelon is headquartered in Chicago and trades on the NYSE under the ticker EXC.

Contacts

Stacie Frank Investor Relations
312.394.3094
Judith Rader Exelon Communications
312.394.7417
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