8-KOther EventsExhibits & Filings

EXELON CORP 8-K Report, Corporate Update (Dec 27, 2022)

Filed December 27, 2022For Securities:EXC

Summary

Exelon Corporation (EXC) has announced an extension of its exchange offers for its unregistered notes. The company is offering to exchange approximately $2.0 billion in aggregate principal amount of unregistered notes, issued privately in March 2022, for an equal principal amount of registered notes. This action aims to bring the company's outstanding debt into compliance with registration requirements, providing greater transparency and potentially broader investor access to these securities. The exchange offers, originally set to expire earlier, have now been extended and will close on January 6, 2023, unless further extended. Investors holding the unregistered notes should be aware of this new deadline to participate in the exchange. The company has provided a press release detailing this extension, which is incorporated into the filing.

Key Highlights

  • 1Exelon Corporation is extending its exchange offers for $2.0 billion of unregistered notes.
  • 2The exchange offers involve swapping unregistered notes for identical registered notes.
  • 3The purpose of the exchange is to register the previously privately placed debt.
  • 4The exchange offers are now scheduled to expire on January 6, 2023, barring further extensions.
  • 5The filing includes a press release dated December 27, 2022, announcing the extension.
  • 6The company reminds investors of various risk factors disclosed in previous SEC filings, including those related to financial statements and contingent liabilities.

Frequently Asked Questions

Exelon is offering to exchange privately placed, unregistered notes issued in March 2022 for newly issued notes that are registered under the Securities Act of 1933. This process aims to make the debt more readily tradable and accessible to a wider range of investors.

The exchange offers are now set to expire on January 6, 2023, at 5:00 p.m. New York City time, unless Exelon decides to extend them further.

Registering the notes allows them to be offered or sold to the public without the restrictions associated with unregistered securities. This can increase liquidity and broaden the investor base for these notes.

The filing directs investors to several previous SEC filings (2021 Form 10-K, June 30, 2022 Form 8-K, and Q3 2022 Form 10-Q) for detailed discussions of risk factors, management's discussion and analysis, and financial statements, including note disclosures on commitments and contingencies.