01—Abstract
Summary
Summary of the 10-K/A filed December 15, 2003. Cited figures are marked; the original filing is the authoritative source.
This 10-K filing from Exelon Corporation, filed on December 15, 2003, is an amendment providing updated information regarding controls and procedures following SEC comments.
The filing details the evaluation of disclosure controls and procedures by the management of Exelon Corporation and its subsidiaries (Commonwealth Edison Company, PECO Energy Company, and Exelon Generation Company, LLC) as of December 31, 2002. These controls were found to be effective in ensuring the accurate and timely reporting of material information, though the inherent limitations of any control system are acknowledged.
Key financial statement schedules, particularly those related to valuation and qualifying accounts (allowance for uncollectible accounts, reserves for merger-related costs, injuries and damages, environmental remediation, and obsolete materials) for the years 2000, 2001, and 2002, are also provided for each subsidiary. A comprehensive list of exhibits, including significant agreements, incorporation documents, credit facilities, and various executive employment and benefit plans, is also detailed, providing insight into the company's contractual and operational framework.
02—Key points
Key Highlights
- Exelon Corporation, Commonwealth Edison Company, PECO Energy Company, and Exelon Generation Company, LLC each affirmed that their respective disclosure controls and procedures were effective as of December 31, 2002.
- The amendment addresses SEC comments related to Exelon's Registration Statement on Form S-3, clarifying the effectiveness of disclosure controls and procedures.
- The filing includes detailed financial statement schedules for valuation and qualifying accounts for the years 2000, 2001, and 2002 across Exelon Corporation, Commonwealth Edison Company, PECO Energy Company, and Exelon Generation Company, LLC.
- Significant reserves are detailed, including Allowance for Uncollectible Accounts, Merger-Related Costs, Injuries and Damages, Environmental Investigation and Remediation, and Obsolete Materials.
- A comprehensive list of exhibits is provided, covering material agreements such as mergers, credit facilities, power purchase agreements, and executive employment contracts.
- The filing confirms Exelon Corporation is an accelerated filer, while its subsidiaries Commonwealth Edison Company, PECO Energy Company, and Exelon Generation Company, LLC are not.
- The market value of Exelon Corporation's common equity held by non-affiliates was approximately $16.9 billion as of June 28, 2002.
03—Questions
Frequently Asked Questions
What is the primary purpose of this 10-K filing?
This filing is an amendment to Exelon Corporation's 2002 Form 10-K, primarily to address comments from the SEC regarding the effectiveness of the company's and its subsidiaries' disclosure controls and procedures.
What does it mean that the disclosure controls and procedures were found 'effective'?
It means that management, including the principal executive and financial officers, evaluated the controls and procedures within 90 days prior to the report date and concluded that they were designed to ensure that material information is made known to management and is recorded, processed, summarized, and reported in a timely manner as required by SEC rules. However, it's noted that these controls provide reasonable, not absolute, assurance against misstatements due to inherent limitations.
What kind of financial information is provided in the schedules?
The financial statement schedules include details on Valuation and Qualifying Accounts for each registrant. This covers the 'Allowance for Uncollectible Accounts' and various reserves, such as those for 'Merger-Related Costs,' 'Injuries and Damages,' 'Environmental Investigation and Remediation,' and 'Obsolete Materials' for the years 2000, 2001, and 2002.
Are there any significant recent events or transactions mentioned?
The filing references several events and transactions from the fourth quarter of 2002 through the filing date of the original 10-K (March 21, 2003), as reported on Form 8-K. These include: Generation's exercise of options under a purchased power agreement, results of a delivery services rate case audit, a CFO appointment, expected third-quarter earnings and restatement of other comprehensive income, a presentation at an industry conference, the closing of Generation's acquisition of Sithe New England Holdings, LLC, renewal of a credit facility, and an update on the Sithe investment. Also noted are recent agreements regarding electric rates for Commonwealth Edison Company.
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