What is an at-the-market (ATM) equity distribution program?

An ATM program allows a company to sell its shares gradually into the open market at prevailing market prices over a period of time, rather than conducting a large, single offering. This provides flexibility in timing and pricing.

How much capital can Exelon raise through this program?

Exelon can raise up to an aggregate gross sales price of $2.5 billion through this program.

What will Exelon use the proceeds for?

The company expects to use any net proceeds for general corporate purposes, including the repayment of indebtedness.

Is Exelon obligated to sell shares under this agreement?

No, Exelon has no obligation to offer or sell any shares of its common stock under the Equity Distribution Agreement and may at any time suspend or terminate offers and sales under the agreement.

What is a forward sale agreement and how does it work?

A forward sale agreement involves the company agreeing to deliver shares at a future date. In some cases, a forward purchaser borrows shares and sells them immediately, with the company expecting to receive cash proceeds upon future physical settlement of the agreement. However, the company may also elect to cash or net share settle, which could result in no proceeds or an obligation to deliver cash or shares.

EXC 8-K: Material Agreements

Summary

Exelon Corporation has entered into an Equity Distribution Agreement establishing an at-the-market (ATM) equity distribution program. This allows the company to offer and sell up to $2.5 billion of its common stock over time through a syndicate of sales agents. The program also includes provisions for forward sale agreements, where Exelon may receive proceeds upon future settlement of these arrangements. This strategic move provides Exelon with significant financial flexibility to access capital. The proceeds are intended for general corporate purposes, including debt repayment. While the company has the option to sell shares, it is not obligated to do so, and can suspend or terminate the program at any time. The offering is being made under Exelon's existing shelf registration statement.

Key Highlights

1Exelon establishes an at-the-market (ATM) equity distribution program for up to $2.5 billion.
2The program allows for the sale of common stock through a syndicate of 13 sales agents.
3Includes provisions for forward sale agreements, offering additional capital raising mechanisms.
4Proceeds are designated for general corporate purposes, including debt repayment.
5Exelon retains the flexibility to suspend or terminate the program at any time.
6Sales will be conducted under the company's existing Form S-3 shelf registration statement.
7The agreement is effective as of May 2, 2025.

EXELON CORP 8-K Report, Material Agreement (May 2, 2025)

Summary

Key Highlights

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