Current Report Filing (8-k)
May 03 2017 - 8:09AM
Edgar (US Regulatory)
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
May 3, 2017
Date
of Report (Date of earliest event reported)
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Commission
File Number
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Exact Name of Registrant as Specified in Its Charter; State
of
Incorporation; Address of Principal Executive Offices; and Telephone Number
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IRS Employer
Identification Number
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1-16169
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EXELON CORPORATION
(a Pennsylvania
corporation)
10 South Dearborn Street
P.O. Box 805379
Chicago, Illinois 60680-5379
(800)
483-3220
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23-2990190
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333-85496
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EXELON GENERATION COMPANY, LLC
(a
Pennsylvania limited liability company)
300 Exelon Way
Kennett Square, Pennsylvania 19348-2473
(610)
765-5959
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23-3064219
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1-1839
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COMMONWEALTH EDISON COMPANY
(an
Illinois corporation)
440 South LaSalle Street
Chicago,
Illinois 60605-1028
(312)
394-4321
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36-0938600
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000-16844
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PECO ENERGY COMPANY
(a Pennsylvania
corporation)
P.O. Box 8699
2301 Market Street
Philadelphia, Pennsylvania 19101-8699
(215)
841-4000
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23-0970240
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1-1910
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BALTIMORE GAS AND ELECTRIC COMPANY
(a
Maryland corporation)
2 Center Plaza
110 West Fayette
Street
Baltimore, Maryland 21201
(410)
234-5000
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52-0280210
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001-31403
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PEPCO HOLDINGS LLC
(a Delaware
limited liability company)
701 Ninth Street, N.W.
Washington, District of Columbia 20068
(202)
872-2000
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52-2297449
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001-01072
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POTOMAC ELECTRIC POWER COMPANY
(a
District of Columbia and Virginia corporation)
701 Ninth Street, N.W.
Washington, District of Columbia 20068
(202)
872-2000
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53-0127880
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001-01405
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DELMARVA POWER & LIGHT COMPANY
(a Delaware and Virginia corporation)
500 North Wakefield
Drive
Newark, Delaware 19702
(202)
872-2000
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51-0084283
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001-03559
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ATLANTIC CITY ELECTRIC COMPANY
(a New
Jersey corporation)
500 North Wakefield Drive
Newark,
Delaware 19702
(202)
872-2000
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21-0398280
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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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check market whether the any of the registrants are emerging growth
companies as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of
this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if any of the registrants have elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 2 – Financial Information
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Item 2.02.
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Results of Operations and Financial Condition.
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Section 7 – Regulation FD
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Item 7.01.
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Regulation FD Disclosure.
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On May 3, 2017, Exelon Corporation (Exelon) announced via press release
its results for the first quarter ended March 31, 2017. 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 first quarter 2017 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 May 3, 2017. 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 44444489. 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 May 17,
2017. 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 44444489.
Section 9 – Financial Statements and Exhibits
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Item 9.01.
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Financial Statements and Exhibits.
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Exhibit
No.
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Description
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99.1
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Press release and earnings release attachments
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99.2
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Earnings conference call presentation slides
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* * * * *
This
combined Current Report on Form
8-K
is being furnished separately by Exelon, Exelon Generation Company, LLC, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company, Pepco Holdings
LLC (PHI), Potomac Electric Power Company, Delmarva Power & Light Company, and Atlantic City 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, Exelon Generation Company, LLC, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company, Pepco Holdings LLC, Potomac Electric Power Company, Delmarva Power & Light Company, and Atlantic City
Electric Company (Registrants) include those factors discussed herein, as well as the items discussed in (1) Exelon’s 2016 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 24, Commitments and Contingencies; (2) Exelon’s First Quarter 2017
Quarterly Report on Form
10-Q
(to be filed on May 3, 2017) in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2. Management’s Discussion and
Analysis of Financial Condition and Results of Operations and (c) Part I, Financial Information, ITEM 1. Financial Statements: Note 17; and (2) 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.
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.
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EXELON CORPORATION
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/s/ Jonathan W. Thayer
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Jonathan W. Thayer
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Senior Executive Vice President and Chief Financial Officer
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Exelon Corporation
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EXELON GENERATION COMPANY, LLC
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/s/ Bryan P. Wright
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Bryan P. Wright
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Senior Vice President and Chief Financial Officer Exelon Generation Company, LLC
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COMMONWEALTH EDISON COMPANY
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/s/ Joseph R. Trpik, Jr.
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Joseph R. Trpik, Jr.
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Senior Vice President, Chief Financial Officer and Treasurer
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Commonwealth Edison Company
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PECO ENERGY COMPANY
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/s/ Phillip S. Barnett
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Phillip S. Barnett
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Senior Vice President, Chief Financial Officer and
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Treasurer
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PECO Energy Company
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BALTIMORE GAS AND ELECTRIC COMPANY
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/s/ David M. Vahos
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David M. Vahos
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Senior Vice President, Chief Financial Officer and Treasurer
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Baltimore Gas and Electric Company
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PEPCO HOLDINGS LLC
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/s/ Donna J. Kinzel
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Donna J. Kinzel
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Senior Vice President, Chief Financial Officer and Treasurer,
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Pepco Holdings LLC
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POTOMAC ELECTRIC POWER COMPANY
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/s/ Donna J. Kinzel
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Donna J. Kinzel
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Senior Vice President, Chief Financial Officer and Treasurer,
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Potomac Electric Power Company
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DELMARVA POWER & LIGHT COMPANY
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/s/ Donna J. Kinzel
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Donna J. Kinzel
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Senior Vice President, Chief Financial Officer and Treasurer,
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Delmarva Power & Light Company
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ATLANTIC CITY ELECTRIC COMPANY
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/s/ Donna J. Kinzel
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Donna J. Kinzel
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Senior Vice President, Chief Financial Officer and Treasurer,
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Atlantic City Electric Company
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May 3, 2017
EXHIBIT INDEX
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Exhibit
No.
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Description
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99.1
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Press release and earnings release attachments
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99.2
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Earnings conference call presentation slides
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