8-KOther Events

EXELON CORP 8-K Report, Corporate Update (Nov 14, 2011)

Filed November 14, 2011For Securities:EXC

Summary

This Form 8-K filing from Exelon Corporation on November 14, 2011, primarily addresses the ongoing merger process with Constellation Energy Group, Inc. The key development reported is the expected delay in the Federal Energy Regulatory Commission (FERC) decision regarding the merger. Following a settlement with the PJM Market Monitor filed on October 11, 2011, FERC requested comments and indicated that this filing could extend the review period by an additional 180 days. Exelon and Constellation are now anticipating a later decision from FERC, which is also a critical regulatory step before the Maryland Public Service Commission's own decision deadline of January 5, 2012. In light of the settlement and subsequent FERC actions, the companies have formally requested that FERC expedite its review and issue a decision before the Maryland PSC deadline, highlighting that adequate time has passed since the settlement's filing.

Key Highlights

  • 1Exelon and Constellation Energy Group merger review by FERC is expected to take longer than initially anticipated.
  • 2A settlement with the PJM Market Monitor was filed on October 11, 2011.
  • 3FERC has requested comments on the settlement and views it as an amendment, potentially extending the review period by up to 180 days.
  • 4Exelon and Constellation have requested FERC to expedite its decision before the January 5, 2012, Maryland Public Service Commission deadline.
  • 5The filing acknowledges the significant number of risks and uncertainties associated with the proposed merger, as detailed in previous SEC filings.
  • 6Investors are urged to read the definitive joint proxy statement/prospectus filed with the SEC for important merger-related information.

Frequently Asked Questions

The primary purpose of this 8-K filing is to update investors on the expected timeline for regulatory approval of the proposed merger between Exelon Corporation and Constellation Energy Group, Inc. Specifically, it addresses the anticipated delay in the Federal Energy Regulatory Commission's (FERC) decision.

The FERC review is taking longer because the commission has requested comments on a settlement filed by Exelon and Constellation with the PJM Market Monitor. FERC views this settlement filing as an amendment to the original application, which allows them up to an additional 180 days for review.

The Maryland Public Service Commission has a statutory deadline of January 5, 2012, to make its decision on the merger. Exelon and Constellation are concerned that the FERC's delayed decision could impact or precede the Maryland PSC's review, and have requested FERC to expedite its process.

Investors can find detailed information about the merger, including risks and uncertainties, in the definitive joint proxy statement/prospectus filed with the SEC, which was declared effective on October 11, 2011. Copies can be obtained free of charge from the SEC's website (www.sec.gov) or directly from Exelon or Constellation Investor Relations.