What is the primary purpose of this amended 8-K filing?

This amended Form 8-K/A is filed to provide the necessary historical financial statements of Constellation Energy Group, Inc. and Baltimore Gas and Electric Company (BGE), as well as pro forma financial information, following Exelon's completed merger with Constellation. These documents are required by the SEC for acquisitions of this nature.

What specific financial information is being provided in this filing?

The filing includes the audited consolidated financial statements for Constellation and BGE for the years ending December 31, 2011 and 2010, and the three-year period ending December 31, 2011. It also provides unaudited pro forma condensed combined consolidated financial statements that combine Exelon's and Constellation's results, reflecting the acquisition and subsequent asset integration.

When did the merger between Exelon and Constellation officially close?

The merger between Exelon Corporation and Constellation Energy Group, Inc. was completed on March 12, 2012, as previously reported in the original Form 8-K filed on March 14, 2012.

Where can investors find more detailed risk factors related to Exelon's business?

Investors can find detailed risk factors and other important information by reviewing Exelon's and Constellation's respective 2011 Annual Reports on Form 10-K, their First Quarter 2012 Quarterly Report on Form 10-Q, and other filings made with the SEC.

EXC 8-K SEC Disclosure — May 25, 2012

Summary

This Form 8-K/A filing by Exelon Corporation is an amendment to its original report, primarily to include the necessary financial statements and pro forma information related to its previously completed merger with Constellation Energy Group, Inc. The amendment specifically provides the audited consolidated financial statements of Constellation and Baltimore Gas and Electric Company (BGE) for the years ended December 31, 2011 and 2010, and for the three years then ended. Additionally, it includes unaudited pro forma condensed combined consolidated financial statements reflecting the acquisition and subsequent integration of certain Constellation assets into Exelon Generation Company, LLC. For investors, this filing is crucial as it offers detailed financial insights into the acquired entities and the combined company's projected financial position. The inclusion of these statements allows for a comprehensive understanding of the merger's financial impact and the operational scale of the newly combined Exelon and Constellation businesses, particularly concerning the generation and customer supply segments. Investors should review these financial statements to assess the accretion or dilution from the merger and to evaluate the financial health and future prospects of the enlarged Exelon Corporation.

Key Highlights

1Exelon Corporation filed an amendment (8-K/A) to its original Form 8-K regarding the merger with Constellation Energy Group, Inc.
2The amendment's purpose is to include required financial statements and pro forma information, as per Items 9.01(a) and 9.01(b) of Form 8-K.
3Audited consolidated financial statements for Constellation Energy Group, Inc. and Baltimore Gas and Electric Company (BGE) as of December 31, 2011 and 2010, and for the three years then ended, are provided.
4Unaudited pro forma condensed combined consolidated financial statements are included, reflecting the acquisition of Constellation and subsequent integration of assets into Exelon Generation Company, LLC.
5The filing incorporates financial data for the year ended December 31, 2011, and the quarterly period ended March 31, 2012, for pro forma purposes.
6Consents from PricewaterhouseCoopers LLP are included as an exhibit.
7The report references risks and uncertainties related to forward-looking statements, directing readers to previously filed documents for detailed risk factors.

EXELON CORP 8-K/A Report, Exhibit Filing (May 25, 2012)

Summary

Key Highlights

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