Exelon Corporation (NYSE: EXC) announced fourth quarter 2015
consolidated earnings as follows:
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Full Year
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Fourth Quarter
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2015
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2014
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2015
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2014
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Adjusted (non-GAAP) Operating Results:
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Net Income ($ millions)
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$2,227
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$2,068
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$347
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$421
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Diluted Earnings per Share
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$2.49
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$2.39
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$0.38
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$0.48
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GAAP Results:
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Net Income ($ millions)
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$2,269
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$1,623
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$309
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$18
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Diluted Earnings per Share
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$2.54
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$1.88
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$0.33
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$0.02
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“Despite a challenging year for the sector, strong operating performance
at both our utilities and our generation business enabled us to deliver
strong earnings,” said Exelon President and CEO Christopher M. Crane.
“We will provide stable growth, sustainable earnings and an attractive
dividend through a combination of regulated and contracted investments
and return of capital. Consistent with this strategy, we plan to grow
our dividend 2.5 percent each year over the next three years.”
Fourth Quarter Operating Results
As shown in the table above, Exelon’s adjusted (non-GAAP) operating
earnings decreased to $0.38 per share in the fourth quarter of 2015 from
$0.48 per share in the fourth quarter of 2014. Earnings in the fourth
quarter of 2015 primarily reflected the following negative factors:
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Unfavorable impacts of increased nuclear outages at Generation;
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Unfavorable weather conditions at ComEd and PECO;
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Higher depreciation and amortization expense at Generation; and
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Increased interest expense and share differential impacts related to
2015 debt and equity issuances to fund the pending PHI acquisition.
These factors were partially offset by:
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Higher electric distribution and transmission formula rate earnings at
ComEd;
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Higher distribution and transmission revenue at BGE;
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Lower uncollectible accounts expense at PECO and BGE; and
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Favorable settlement of a state income tax position at Generation.
Adjusted (non-GAAP) Operating Earnings for the fourth quarter of 2015 do
not include the following items (after-tax) that were included in
reported GAAP earnings:
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(in millions)
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(per diluted share)
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Exelon Adjusted (non-GAAP) Operating Earnings
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$347
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$0.38
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Unrealized Gains Related to Nuclear Decommissioning Trust (NDT) Fund
Investments
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51
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0.05
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Long-Lived Asset Impairments
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(6)
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(0.01)
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Merger and Integration Costs
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(9)
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(0.01)
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PHI Merger Related Redeemable Debt Exchange
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(13)
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(0.01)
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Amortization of Commodity Contract Intangibles
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(10)
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(0.01)
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Reassessment of State Deferred Income Taxes
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(41)
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(0.05)
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Reduction of State Income Tax Reserve
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10
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0.01
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CENG Non-Controlling Interest
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(20)
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(0.02)
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Exelon GAAP Net Income
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$309
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$0.33
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Adjusted (non-GAAP) Operating Earnings for the fourth quarter of 2014 do
not include the following items (after-tax) that were included in
reported GAAP earnings:
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(in millions)
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(per diluted share)
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Exelon Adjusted (non-GAAP) Operating Earnings
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$421
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$0.48
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Mark-to-Market Impact of Economic Hedging Activities
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(70)
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(0.08)
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Unrealized Gains Related to NDT Fund Investments
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24
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0.03
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Plant Retirements and Divestitures
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48
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0.06
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Long-Lived Asset Impairments
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(337)
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(0.39)
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Merger and Integration Costs
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(25)
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(0.03)
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Mark-to-Market Impact of PHI Merger Related Interest Rate Swaps
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(55)
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(0.06)
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Amortization of Commodity Contract Intangibles
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(22)
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(0.03)
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Reassessment of State Deferred Income Taxes
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27
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0.03
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Tax Settlements
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5
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0.01
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Bargain-Purchase Gain
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28
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0.03
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CENG Non-Controlling Interest
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(26)
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(0.03)
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Exelon GAAP Net Income
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$18
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$0.02
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2016 Earnings Outlook
Exelon introduced a guidance range for 2016 adjusted (non-GAAP)
operating earnings of $2.40 to $2.70 per share. Operating earnings
guidance is based on the assumption of normal weather, which is
determined based on historical average heating and cooling degree days
for a 30-year period in the respective utilities' service territories.
The outlook for 2016 adjusted (non-GAAP) operating earnings for Exelon
and its subsidiaries excludes the following items:
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Mark-to-market adjustments from economic hedging activities;
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Unrealized gains and losses from NDT fund investments to the extent
not offset by contractual accounting as described in the notes to the
consolidated financial statements;
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Certain costs incurred related to the PHI acquisition;
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Certain costs incurred to achieve cost management program savings;
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Other unusual items; and
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One-time impacts of adopting new accounting standards.
Dividend
Exelon's Board of Directors declared a first quarter 2016 dividend of
$0.31 per share and approved a revised dividend policy. The approved
policy would raise our dividend 2.5 percent each year for the next three
years, beginning with the June 2016 dividend. The Board will take formal
action to declare the next dividend in the second quarter.
Fourth Quarter and Recent Highlights
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Pepco Holdings, Inc. Merger: The Hart Scott Rodino Act waiting
period expired on December 2, 2015 and as such no longer precludes the
completion of the merger. On December 23, 2015, the record in the
settlement proceedings before the District of Columbia Public Service
Commission (PSC) closed. The companies are currently awaiting a
decision from the PSC. On January 8, 2016, a Circuit Court judge
affirmed the Maryland Public Service Commission’s order approving the
merger and denied the petitions for judicial review filed by the
Office of People's Counsel (OPC), the Sierra Club, the Chesapeake
Climate Action Network (CCAN) and Public Citizen, Inc. On January 19,
2016, the OPC filed a notice of appeal to the Maryland Court of
Special Appeals, and on January 21, 2016, the Sierra Club and CCAN
filed a notice of appeal.
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Nuclear Operations: Generation’s nuclear fleet, including its
owned output from the Salem Generating Station and 100 percent of the
CENG units, produced 43,832 gigawatt-hours (GWh) in the fourth quarter
of 2015, compared with 44,533 GWh in the fourth quarter of 2014.
Excluding Salem, the Exelon-operated nuclear plants at ownership
achieved a 93.3 percent capacity factor for the fourth quarter of
2015, compared with 94.8 percent for the fourth quarter of 2014. The
number of planned refueling outage days totaled 103 in the fourth
quarter of 2015, compared with 97 in the fourth quarter of 2014. There
were 21 non-refueling outage days in the fourth quarter of 2015,
compared with eight days in the fourth quarter of 2014.
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Fossil and Renewable Operations: The Dispatch Match rate for
Generation’s gas and hydro fleet was 97.3 percent in the fourth
quarter of 2015, compared with 99.1 percent in the fourth quarter of
2014. The lower performance in the quarter was primarily attributed to
a forced outage at Wolf Hollow. Energy Capture for the wind and solar
fleet was 95.3 percent in the fourth quarter of 2015, compared with
96.4 percent in the fourth quarter of 2014. Performance was negatively
impacted due to an extended outage at one of the wind projects in
Missouri.
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ComEd Distribution Formula Rate Case: On December 9, 2015, the
Illinois Commerce Commission issued its final order approving ComEd’s
2015 annual distribution formula rate update. The final order resulted
in a reduction to the revenue requirement of $67 million. The decrease
was set using an allowed return on capital of 7.02 percent (inclusive
of an allowed ROE of 9.14 percent for 2015 less a reliability
performance metric penalty of 5 basis points for the 2014
reconciliation). The rates took effect in January 2016.
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PECO Electric Distribution Rate Case: On December 17, 2015, the
Pennsylvania Public Utility Commission approved the settlement of
PECO’s electric distribution rate case. The approved electric delivery
rates became effective on January 1, 2016 and will result in an
increase of $127 million in annual distribution service revenue.
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BGE Electric and Gas Distribution Rate Case: On November 6,
2015, BGE filed an application with the Maryland Public Service
Commission (MDPSC), ultimately requesting an increase in electric and
gas distribution base rates of $121 million and $79.5 million,
respectively. BGE requested an ROE for the electric and gas
distribution rate cases of 10.6 percent and 10.5 percent,
respectively. The MDPSC is expected to issue a final order in June
2016. If approved, the rates would become effective at that time. BGE
is also proposing to recover an annual increase of approximately $30
million for Baltimore City conduit lease fees through a surcharge. BGE
cannot predict how much of the requested increase the MDPSC will
approve or if it will approve BGE's request for a conduit fee
surcharge.
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BGE FERC Transmission Complaint: On November 6, 2015, BGE filed
a settlement with the FERC relating to two complaints on the
authorized ROE for their transmission business. The settlement
provides for a 10 percent base ROE, which will be augmented by the PJM
incentive adder of 50 basis points, and refunds to BGE customers of
$13.7 million. On December 16, 2015, the presiding Administrative Law
Judge submitted a certification of the uncontested settlement to the
FERC commissioners. The settlement, subject to FERC approval, also
provides a moratorium on any change in the ROE until June 1, 2018.
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Financing Activities:
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On November 19, 2015, ComEd issued $450 million aggregate
principal amount of its First Mortgage 4.350 percent Bonds, Series
119, due November 15, 2045. The proceeds of the sale of the bonds
will be used by ComEd to repay a portion of ComEd's outstanding
commercial paper obligations and for general corporate purposes.
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On December 2, 2015, Exelon completed a private offering to
exchange $1.25 billion of 3.950% notes due 2025, $500 million of
4.950% notes due 2035, and $1 billion of 5.100% notes due 2045
(Exchange Offer). The original notes were issued in June 2015 to
finance a portion of the pending acquisition of PHI. The new notes
resulting from the Exchange Offer substantially have the same
terms as the outstanding notes, except the notes are subject to
mandatory redemption on June 30, 2016, rather than December 31,
2015, and under certain circumstances, can be further extended to
August 31, 2016.
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On November 27, 2015, Exelon issued a notice of redemption for any
outstanding notes not exchanged for new notes in the Exchange
Offer, at a redemption price equal to 101% of the aggregate
principal amount thereof, plus accrued and unpaid interest. On
December 2, 2015, Exelon completed the redemption of $868 million
of outstanding notes not exchanged for new notes.
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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 December 31, 2015, was 90 percent to 93
percent for 2016, 60 percent to 63 percent for 2017, and 28 percent to
31 percent for 2018. The primary objective of Exelon’s hedging program
is to manage market risks and protect the value of its generation and
its investment-grade balance sheet, while preserving its ability to
participate in improving long-term market fundamentals.
Operating Company Results
Generation consists of 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.
Generation's fourth quarter 2015 GAAP net income was $154 million,
compared with net loss of $91 million in the fourth quarter of 2014.
Adjusted (non-GAAP) operating earnings for the fourth quarter of 2015
and 2014 do not include various items (after- tax) that were included in
reported GAAP earnings. A reconciliation of Adjusted (non-GAAP)
Operating Earnings to GAAP Net Income is presented in the table below:
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($ millions)
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4Q15
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4Q14
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Generation Adjusted (non-GAAP) Operating Earnings
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$142
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$231
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Mark-to-Market Impact of Economic Hedging Activities
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—
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(71)
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Unrealized Gains Related to NDT Fund Investments
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51
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24
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Merger and Integration Costs
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(2)
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(9)
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Amortization of Commodity Contract Intangibles
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(10)
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(22)
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Long-Lived Asset Impairments
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(6)
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(338)
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Plant Retirements and Divestitures
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—
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48
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Reassessment of State Deferred Income Taxes
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(11)
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39
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Reduction of State Income Tax Reserve
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10
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—
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Tax Settlements
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—
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5
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Bargain-Purchase Gain
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—
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28
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CENG Non-Controlling Interest
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(20)
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(26)
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Generation GAAP Net (Loss) Income
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$154
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$(91)
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Generation’s Adjusted (non-GAAP) Operating Earnings in the fourth
quarter of 2015 decreased $89 million compared with the same quarter in
2014. This decrease primarily reflected timing of nuclear projects,
impacts of increased nuclear refueling outages and increased
depreciation expense, partially offset by the favorable settlement of
certain state income tax positions.
ComEd consists of electricity transmission and distribution
operations in northern Illinois.
ComEd's fourth quarter 2015 GAAP net income was $87 million, compared
with net income of $73 million in the fourth quarter of 2014. Adjusted
(non-GAAP) Operating Earnings for the fourth quarter of 2014 do not
include merger and integration costs that were included in reported GAAP
earnings. A reconciliation of Adjusted (non-GAAP) Operating Earnings to
GAAP Net Income is presented in the table below:
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($ millions)
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4Q15
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4Q14
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ComEd Adjusted (non-GAAP) Operating Earnings
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$87
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$75
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Merger and Integration Costs
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—
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(2)
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ComEd GAAP Net Income
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$87
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$73
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ComEd’s Adjusted (non-GAAP) Operating Earnings in the fourth quarter of
2015 increased $12 million compared with the same quarter in 2014,
primarily due to higher electric distribution and transmission formula
rate earnings at ComEd reflecting the impacts of increased capital
investment and favorable distribution ROE, partially offset by
unfavorable weather and volume.
For the fourth quarter of 2015, heating degree-days in the ComEd service
territory were down 26.8 percent relative to the same period in 2014 and
25.1 percent below normal. Cooling degree days were down 66.7 percent
from prior year and 90.9 percent below normal. Total retail electric
deliveries decreased 4.9 percent in the fourth quarter of 2015 compared
with the same period in 2014.
Weather-normalized retail electric deliveries were down 2.2 percent in
the fourth quarter of 2015 relative to 2014.
PECO consists of electricity transmission and distribution
operations and retail natural gas distribution operations in
southeastern Pennsylvania.
PECO’s fourth quarter 2015 GAAP net income was $79 million, compared
with $98 million in the fourth quarter of 2014. Adjusted (non-GAAP)
Operating Earnings for the fourth quarter of 2014 do not include merger
and integration costs that were included in reported GAAP earnings. A
reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Net
Income is presented in the table below:
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($ millions)
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4Q15
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4Q14
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PECO Adjusted (non-GAAP) Operating Earnings
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$79
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$99
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Merger and Integration Costs
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—
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(1)
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PECO GAAP Net Income
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$79
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$98
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PECO’s Adjusted (non-GAAP) Operating Earnings in the fourth quarter of
2015 decreased $20 million from the same quarter in 2014, primarily due
to unfavorable weather, partially offset by a reduction in uncollectible
accounts expense.
For the fourth quarter of 2015, heating degree-days in the PECO service
territory were down 34.5 percent relative to the same period in 2014 and
were 39.9 percent below normal. Cooling degree-days were down 16.0
percent from prior year and 8.7 percent below normal. Total retail
electric deliveries were down 5.9 percent compared with the fourth
quarter of 2014. Natural gas deliveries (including both retail and
transportation components) in the fourth quarter of 2015 were down 22.8
percent compared with the same period in 2014.
Weather-normalized retail electric deliveries and gas deliveries
increased 0.2 percent and 1.6 percent in the fourth quarter of 2015
relative to 2014, respectively.
BGE consists of electricity transmission and distribution
operations and retail natural gas distribution operations in Central
Maryland.
BGE’s fourth quarter 2015 GAAP net income was $74 million, compared with
$52 million in the fourth quarter of 2014. Adjusted (non-GAAP) Operating
Earnings for the fourth quarter of 2014 do not include merger and
integration costs that were included in reported GAAP earnings. A
reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Net
Income is presented in the table below:
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($ millions)
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4Q15
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4Q14
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BGE Adjusted (non-GAAP) Operating Earnings
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$74
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$53
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Merger and Integration Costs
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—
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(1)
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BGE GAAP Net Income
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$74
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$52
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BGE’s Adjusted (non-GAAP) Operating Earnings in the fourth quarter of
2015 increased $21 million from the same quarter in 2014, primarily due
to increased distribution revenue pursuant to increased rates effective
in December 2014 and increased transmission revenue. Due to revenue
decoupling, BGE is not affected by actual weather with the exception of
major storms.
Adjusted (non-GAAP) Operating Earnings
Adjusted (non-GAAP) operating earnings, which generally exclude
significant one-time charges or credits that are not normally associated
with ongoing operations, mark-to-market adjustments from economic
hedging activities and unrealized gains and losses from NDT fund
investments, are provided as a supplement to results reported in
accordance with GAAP. Management uses such adjusted (non-GAAP) operating
earnings measures internally to evaluate the company’s performance and
manage its operations. Reconciliation of GAAP to adjusted (non-GAAP)
operating earnings for historical periods is attached. Additional
earnings release attachments, which include the reconciliation on pages
8 and 9 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 February 3, 2016.
Cautionary Statements Regarding Forward-Looking Information
This presentation contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, that
are subject to risks and uncertainties. The factors that could cause
actual results to differ materially from the forward-looking statements
made by Exelon 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 23; (2) Exelon’s Third
Quarter 2015 Quarterly Report on Form 10-Q in (a) Part II, Other
Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information,
ITEM 2. Management’s Discussion and Analysis of Financial Condition and
Results of Operations and (c) Part I, Financial Information, ITEM 1.
Financial Statements: Note 19; and (3) other factors discussed in
filings with the SEC by Exelon. Readers are cautioned not to place undue
reliance on these forward-looking statements, which apply only as of the
date of this presentation. Exelon does not undertake any obligation to
publicly release any revision to its forward-looking statements to
reflect events or circumstances after the date of this presentation.
Exelon Corporation (NYSE: EXC) is the nation’s leading competitive
energy provider, with 2015 revenues of approximately $29.4 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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EXELON CORPORATION
|
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP
Consolidated Statements of Operations
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(unaudited)
|
(in millions, except per share data)
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2015
|
|
Three Months Ended December 31, 2014
|
|
|
|
|
|
|
|
|
Adjusted
|
|
|
|
|
|
|
|
Adjusted
|
|
|
GAAP (a)
|
|
Adjustments
|
|
|
|
Non-GAAP
|
|
GAAP (a)
|
|
Adjustments
|
|
|
|
Non-GAAP
|
Operating revenues
|
|
$
|
6,702
|
|
|
$
|
(20
|
)
|
|
(b),(c)
|
|
$
|
6,682
|
|
|
$
|
7,255
|
|
|
$
|
(311
|
)
|
|
(b),(c)
|
|
$
|
6,944
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased power and fuel
|
|
2,874
|
|
|
(33
|
)
|
|
(b),(c)
|
|
2,841
|
|
|
3,603
|
|
|
(471
|
)
|
|
(b),(c)
|
|
3,132
|
|
Operating and maintenance
|
|
2,204
|
|
|
(24
|
)
|
|
(d),(e)
|
|
2,180
|
|
|
2,563
|
|
|
(557
|
)
|
|
(d),(e),(k)
|
|
2,006
|
|
Depreciation and amortization
|
|
633
|
|
|
—
|
|
|
|
|
633
|
|
|
582
|
|
|
—
|
|
|
|
|
582
|
|
Taxes other than income
|
|
292
|
|
|
—
|
|
|
|
|
292
|
|
|
267
|
|
|
—
|
|
|
|
|
267
|
|
Total operating expenses
|
|
6,003
|
|
|
(57
|
)
|
|
|
|
5,946
|
|
|
7,015
|
|
|
(1,028
|
)
|
|
|
|
5,987
|
|
Gain (loss) on sales of assets
|
|
8
|
|
|
—
|
|
|
|
|
8
|
|
|
80
|
|
|
(83
|
)
|
|
(k)
|
|
(3
|
)
|
Gain on acquisition of businesses
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
28
|
|
|
(28
|
)
|
|
(l)
|
|
—
|
|
Operating income
|
|
707
|
|
|
37
|
|
|
|
|
744
|
|
|
348
|
|
|
606
|
|
|
|
|
954
|
|
Other income and (deductions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
(316
|
)
|
|
—
|
|
|
|
|
(316
|
)
|
|
(343
|
)
|
|
102
|
|
|
(d),(m)
|
|
(241
|
)
|
Other, net
|
|
172
|
|
|
(73
|
)
|
|
(f),(g)
|
|
99
|
|
|
110
|
|
|
(41
|
)
|
|
(f),(n)
|
|
69
|
|
Total other income and (deductions)
|
|
(144
|
)
|
|
(73
|
)
|
|
|
|
(217
|
)
|
|
(233
|
)
|
|
61
|
|
|
|
|
(172
|
)
|
Income before income taxes
|
|
563
|
|
|
(36
|
)
|
|
|
|
527
|
|
|
115
|
|
|
667
|
|
|
|
|
782
|
|
Income taxes
|
|
268
|
|
|
(54
|
)
|
|
(b),(c),(d),(e),(f),(g),(h),(i)
|
|
214
|
|
|
20
|
|
|
291
|
|
|
(b),(c),(d),(e),(f),(h),(k).(m),(n)
|
|
311
|
|
Equity in losses of unconsolidated affiliates
|
|
(4
|
)
|
|
—
|
|
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
Net income
|
|
291
|
|
|
18
|
|
|
|
|
309
|
|
|
95
|
|
|
376
|
|
|
|
|
471
|
|
Net income (loss) attributable to noncontrolling interests and
preference stock dividends
|
|
(18
|
)
|
|
(20
|
)
|
|
(j)
|
|
(38
|
)
|
|
77
|
|
|
(27
|
)
|
|
(j)
|
|
50
|
|
Net income attributable to common shareholders
|
|
$
|
309
|
|
|
$
|
38
|
|
|
|
|
$
|
347
|
|
|
$
|
18
|
|
|
$
|
403
|
|
|
|
|
$
|
421
|
|
Effective tax rate
|
|
47.6
|
%
|
|
|
|
|
|
40.6
|
%
|
|
17.4
|
%
|
|
|
|
|
|
39.8
|
%
|
Earnings per average common share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.34
|
|
|
$
|
0.04
|
|
|
|
|
$
|
0.38
|
|
|
$
|
0.02
|
|
|
$
|
0.47
|
|
|
|
|
$
|
0.49
|
|
Diluted
|
|
$
|
0.33
|
|
|
$
|
0.05
|
|
|
|
|
$
|
0.38
|
|
|
$
|
0.02
|
|
|
$
|
0.46
|
|
|
|
|
$
|
0.48
|
|
Average common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
921
|
|
|
|
|
|
|
921
|
|
|
861
|
|
|
|
|
|
|
861
|
|
Diluted
|
|
924
|
|
|
|
|
|
|
924
|
|
|
868
|
|
|
|
|
|
|
868
|
|
Effect of adjustments on earnings per average diluted common
share recorded in accordance with GAAP:
|
Mark-to-market impact of economic hedging activities (b)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
$
|
0.08
|
|
|
|
|
|
Amortization of commodity contract intangibles (c)
|
|
0.01
|
|
|
|
|
|
|
|
|
0.03
|
|
|
|
|
|
Merger and integration costs (d)
|
|
0.01
|
|
|
|
|
|
|
|
|
0.03
|
|
|
|
|
|
Long-lived asset impairment (e)
|
|
0.01
|
|
|
|
|
|
|
|
|
0.39
|
|
|
|
|
|
Unrealized gains related to NDT fund investments (f)
|
|
(0.05
|
)
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
PHI merger related redeemable debt exchange (g)
|
|
0.01
|
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
Reassessment of state deferred income taxes (h)
|
|
0.05
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
Reduction in state income tax reserve (i)
|
|
(0.01
|
)
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
Non-controlling interest (j)
|
|
0.02
|
|
|
|
|
|
|
|
|
0.03
|
|
|
|
|
|
Plant retirements and divestitures (k)
|
|
—
|
|
|
|
|
|
|
|
|
(0.06
|
)
|
|
|
|
|
Bargain-purchase gain (l)
|
|
—
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
Mark-to-market impact of PHI merger related interest rate swaps (m)
|
|
—
|
|
|
|
|
|
|
|
|
0.06
|
|
|
|
|
|
Tax settlements (n)
|
|
—
|
|
|
|
|
|
|
|
|
(0.01
|
)
|
|
|
|
|
Total adjustments
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
$
|
0.46
|
|
|
|
|
|
|
|
|
(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 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 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.
|
(e)
|
|
Adjustment to exclude charges to earnings primarily related to the
impairments of certain generating assets which were held for sale in
2014 and certain upstream assets in 2014 and 2015.
|
(f)
|
|
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.
|
(g)
|
|
Adjustment to exclude the costs associated with the exchange and
redemption in December 2015 of certain mandatorily redeemable debt
issued to finance the PHI merger.
|
(h)
|
|
Adjustment to exclude the non-cash impact of the remeasurement of
state deferred income taxes, primarily as a result of changes in
forecasted apportionment.
|
(i)
|
|
Adjustment to exclude the reduction of a previously recorded state
income tax reserve associated with the 2014 sales of Keystone and
Conemaugh.
|
(j)
|
|
Adjustment to exclude 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, costs incurred associated with the integration,
mark-to-market activity, and non-cash amortization of intangible
assets, net, related to commodity contracts.
|
(k)
|
|
Adjustment to exclude the impacts associated with the sales of
Generation's ownership interests in Fore River and West Valley
generating stations in 2014.
|
(l)
|
|
Adjustment to exclude the excess of the fair value of assets and
liabilities acquired over the purchase price of Integrys.
|
(m)
|
|
Adjustment to exclude 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.
|
(n)
|
|
Adjustment to reflect a benefit related to favorable settlements in
2014 of certain income tax positions on Constellation’s
pre-acquisition tax returns.
|
|
|
|
|
|
|
|
|
EXELON CORPORATION
|
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP
Consolidated Statements of Operations
|
(unaudited)
|
(in millions, except per share data)
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, 2015
|
|
Twelve Months Ended December 31, 2014
|
|
|
|
|
|
|
|
|
Adjusted
|
|
|
|
|
|
|
|
Adjusted
|
|
|
GAAP (a)
|
|
Adjustments
|
|
|
|
Non-GAAP
|
|
GAAP (a)
|
|
Adjustments
|
|
|
|
Non-GAAP
|
Operating revenues
|
|
$
|
29,447
|
|
|
$
|
(210
|
)
|
|
(b),(c)
|
|
$
|
29,237
|
|
|
$
|
27,429
|
|
|
$
|
460
|
|
|
(b),(c),(d)
|
|
$
|
27,889
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased power and fuel
|
|
13,084
|
|
|
55
|
|
|
(b),(c)
|
|
13,139
|
|
|
13,003
|
|
|
(251
|
)
|
|
(b),(c)
|
|
12,752
|
|
Operating and maintenance
|
|
8,322
|
|
|
(90
|
)
|
|
(d),(e),(f),(g)
|
|
8,232
|
|
|
8,568
|
|
|
(809
|
)
|
|
(d),(e),(f),(o)
|
|
7,759
|
|
Depreciation and amortization
|
|
2,450
|
|
|
—
|
|
|
|
|
2,450
|
|
|
2,314
|
|
|
—
|
|
|
|
|
2,314
|
|
Taxes other than income
|
|
1,200
|
|
|
—
|
|
|
|
|
1,200
|
|
|
1,154
|
|
|
—
|
|
|
|
|
1,154
|
|
Total operating expenses
|
|
25,056
|
|
|
(35
|
)
|
|
|
|
25,021
|
|
|
25,039
|
|
|
(1,060
|
)
|
|
|
|
23,979
|
|
Equity in earnings (loss) of unconsolidated affiliates
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
(20
|
)
|
|
12
|
|
|
(b),(c)
|
|
(8
|
)
|
Gain on sales of assets
|
|
18
|
|
|
—
|
|
|
|
|
18
|
|
|
437
|
|
|
(411
|
)
|
|
(o)
|
|
26
|
|
Gain on consolidation and acquisition of
businesses
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
289
|
|
|
(289
|
)
|
|
(p),(q)
|
|
—
|
|
Operating income
|
|
4,409
|
|
|
(175
|
)
|
|
|
|
4,234
|
|
|
3,096
|
|
|
832
|
|
|
|
|
3,928
|
|
Other income and (deductions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
(1,071
|
)
|
|
(27
|
)
|
|
(d),(h),(i)
|
|
(1,098
|
)
|
|
(1,065
|
)
|
|
134
|
|
|
(b),(d),(h)
|
|
(931
|
)
|
Other, net
|
|
(8
|
)
|
|
284
|
|
|
(j),(k)
|
|
276
|
|
|
455
|
|
|
(193
|
)
|
|
(i),(j)
|
|
262
|
|
Total other income and (deductions)
|
|
(1,079
|
)
|
|
257
|
|
|
|
|
(822
|
)
|
|
(610
|
)
|
|
(59
|
)
|
|
|
|
(669
|
)
|
Income before income taxes
|
|
3,330
|
|
|
82
|
|
|
|
|
3,412
|
|
|
2,486
|
|
|
773
|
|
|
|
|
3,259
|
|
Income taxes
|
|
1,073
|
|
|
92
|
|
|
(b),(c),(d),(e),(f),(g),(h),(i),(j),(k),(l),(m)
|
|
1,165
|
|
|
666
|
|
|
391
|
|
|
(b),(c),(d),(e),(f),(h),(i),(j),(l),(o),(p)
|
|
1,057
|
|
Equity in loss of unconsolidated affiliates
|
|
(7
|
)
|
|
—
|
|
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
Net income
|
|
2,250
|
|
|
(10
|
)
|
|
|
|
2,240
|
|
|
1,820
|
|
|
382
|
|
|
|
|
2,202
|
|
Net income (loss) attributable to noncontrolling interests and
preference stock dividends
|
|
(19
|
)
|
|
32
|
|
|
(n)
|
|
13
|
|
|
197
|
|
|
(63
|
)
|
|
(n)
|
|
134
|
|
Net income attributable to common shareholders
|
|
$
|
2,269
|
|
|
$
|
(42
|
)
|
|
|
|
$
|
2,227
|
|
|
$
|
1,623
|
|
|
$
|
445
|
|
|
|
|
$
|
2,068
|
|
Effective tax rate
|
|
32.2
|
%
|
|
|
|
|
|
34.1
|
%
|
|
26.8
|
%
|
|
|
|
|
|
32.4
|
%
|
Earnings per average common share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
2.55
|
|
|
$
|
(0.05
|
)
|
|
|
|
$
|
2.50
|
|
|
$
|
1.89
|
|
|
$
|
0.51
|
|
|
|
|
$
|
2.40
|
|
Diluted
|
|
$
|
2.54
|
|
|
$
|
(0.05
|
)
|
|
|
|
$
|
2.49
|
|
|
$
|
1.88
|
|
|
$
|
0.51
|
|
|
|
|
$
|
2.39
|
|
Average common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
890
|
|
|
|
|
|
|
890
|
|
|
860
|
|
|
|
|
|
|
860
|
|
Diluted
|
|
893
|
|
|
|
|
|
|
893
|
|
|
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)
|
|
$
|
(0.18
|
)
|
|
|
|
|
|
|
|
$
|
0.42
|
|
|
|
|
|
Amortization of commodity contract intangibles (c)
|
|
—
|
|
|
|
|
|
|
|
|
0.07
|
|
|
|
|
|
Merger and integration costs (d)
|
|
0.07
|
|
|
|
|
|
|
|
|
0.14
|
|
|
|
|
|
Long-lived asset impairment (e)
|
|
0.02
|
|
|
|
|
|
|
|
|
0.50
|
|
|
|
|
|
Asset retirement obligation (f)
|
|
(0.01
|
)
|
|
|
|
|
|
|
|
(0.02
|
)
|
|
|
|
|
Midwest Generation bankruptcy recoveries (g)
|
|
(0.01
|
)
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
Mark-to-market impact of PHI merger related swaps (h)
|
|
(0.02
|
)
|
|
|
|
|
|
|
|
0.07
|
|
|
|
|
|
Tax settlement (i)
|
|
(0.06
|
)
|
|
|
|
|
|
|
|
(0.12
|
)
|
|
|
|
|
Unrealized (gains) losses related to NDT fund investments (j)
|
|
0.13
|
|
|
|
|
|
|
|
|
(0.10
|
)
|
|
|
|
|
PHI merger related redeemable debt exchange (k)
|
|
0.01
|
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
Reassessment of state deferred income taxes (l)
|
|
0.05
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
Reduction in state income tax reserve (m)
|
|
(0.01
|
)
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
Non-controlling interest (n)
|
|
(0.04
|
)
|
|
|
|
|
|
|
|
0.07
|
|
|
|
|
|
Plant retirements and divestitures (o)
|
|
—
|
|
|
|
|
|
|
|
|
(0.28
|
)
|
|
|
|
|
Gain on CENG integration (p)
|
|
—
|
|
|
|
|
|
|
|
|
(0.18
|
)
|
|
|
|
|
Bargain-purchase gain (q)
|
|
—
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
Total adjustments
|
|
$
|
(0.05
|
)
|
|
|
|
|
|
|
|
$
|
0.51
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Note: For the year ended December 31, 2014, includes the results of
operations of CENG beginning April 1, 2014, the date the nuclear
operating services agreement was executed.
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(a)
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Results reported in accordance with GAAP.
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(b)
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Adjustment to exclude the mark-to-market impact of economic hedging
activities, net of intercompany eliminations.
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(c)
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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.
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(d)
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Adjustment to exclude 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.
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(e)
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Adjustment to exclude charges to earnings related to the impairments
of certain generating assets which were held for sale and wind
generating assets in 2014 and charges in 2014 and 2015 related to
the impairment of investments in long-term leases and certain
upstream assets.
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(f)
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Adjustment to exclude the non-cash benefit pursuant to the annual
update of the Generation nuclear decommissioning obligation related
to the non-regulatory units.
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(g)
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Adjustment to exclude a benefit for the favorable settlement of a
long-term railcar lease agreement pursuant to the Midwest Generation
bankruptcy.
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(h)
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Adjustment to exclude 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.
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(i)
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Adjustment to reflect a benefit related to favorable settlements in
2014 and 2015 of certain income tax positions on Constellation’s
pre-acquisition tax returns.
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(j)
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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.
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(k)
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Adjustment to exclude the costs associated with the exchange and
redemption in December 2015 of certain mandatorily redeemable debt
issued to finance the PHI merger
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(l)
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Adjustment to exclude the non-cash impact of the remeasurement of
state deferred income taxes, primarily as a result of changes in
forecasted apportionment.
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(m)
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Adjustment to exclude the reduction of a previously recorded state
income tax reserve associated with the 2014 sales of Keystone and
Conemaugh.
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(n)
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Adjustment to exclude Generation’s non-controlling interest related
to CENG exclusion items, primarily related to the impact of
unrealized gains and losses on NDT fund investments and
mark-to-market activity in 2015, and in 2014 the impact of
unrealized gains and losses on NDT fund investments, costs incurred
associated with the integration, non-cash amortization of intangible
assets, net, related to commodity contracts, mark-to-market
activity, and changes in asset retirement obligations.
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(o)
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Adjustment to exclude the impacts associated with the sales of
Generation's ownership interests in Safe Harbor and the Fore River
and West Valley generating stations in 2014.
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(p)
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Adjustment to exclude 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.
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(q)
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Adjustment to exclude the excess of the fair value of assets and
liabilities acquired over the purchase price of Integrys.
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