Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions, except per share data)20222021
Operating revenues
Electric operating revenues$4,481$3,870
Natural gas operating revenues817633
Revenues from alternative revenue programs29129
Total operating revenues5,3274,632
Operating expenses
Purchased power1,5811,140
Purchased fuel338218
Purchased power and fuel from affiliates159293
Operating and maintenance1,1781,083
Depreciation and amortization817757
Taxes other than income taxes354317
Total operating expenses4,4273,808
Operating income900824
Other income and (deductions)
Interest expense, net(332)(312)
Interest expense to affiliates(6)(6)
Other, net13758
Total other deductions(201)(260)
Income from continuing operations before income taxes699564
Income taxes21839
Net income from continuing operations after income taxes481525
Net income (loss) from discontinued operations after income taxes (Note 2)117(789)
Net income (loss)598(264)
Net income attributable to noncontrolling interests125
Net income (loss) attributable to common shareholders$597$(289)
Amounts attributable to common shareholders:
Net income from continuing operations481525
Net income (loss) from discontinued operations116(814)
Net income (loss) attributable to common shareholders$597$(289)
Comprehensive income (loss), net of income taxes
Net income (loss)$598$(264)
Other comprehensive income (loss), net of income taxes
Pension and non-pension postretirement benefit plans:
Prior service benefit reclassified to periodic benefit cost—(1)
Actuarial loss reclassified to periodic benefit cost1456
Pension and non-pension postretirement benefit plan valuation adjustment—(2)
Unrealized gain on foreign currency translation—1
Other comprehensive income1454
Comprehensive income (loss)612(210)
Comprehensive income attributable to noncontrolling interests125
Comprehensive income (loss) attributable to common shareholders$611$(235)
Average shares of common stock outstanding:
Basic981977
Assumed exercise and/or distributions of stock-based awards—1
Diluted(a)981978
Earnings per average common share from continuing operations
Basic$0.49$0.53
Diluted$0.49$0.53
Earnings (losses) per average common share from discontinued operations
Basic$0.12$(0.83)
Diluted$0.12$(0.83)

(a)The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect were none and less than 1 million for the three months ended March 31, 2022 and 2021, respectively.

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income (loss)$598$(264)
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization1,0242,104
Asset impairments—1
Gain on sales of assets and businesses(10)(71)
Deferred income taxes and amortization of investment tax credits110(142)
Net fair value changes related to derivatives(59)(178)
Net realized and unrealized losses (gains) on NDT funds205(118)
Net unrealized losses on equity investments1623
Other non-cash operating activities232(170)
Changes in assets and liabilities:
Accounts receivable(711)(372)
Inventories12577
Accounts payable and accrued expenses291(176)
Option premiums (paid) received, net(39)16
Collateral received, net1,142273
Income taxes77113
Pension and non-pension postretirement benefit contributions(574)(537)
Other assets and liabilities(645)(1,840)
Net cash flows provided by (used in) operating activities1,782(1,261)
Cash flows from investing activities
Capital expenditures(1,922)(2,140)
Proceeds from NDT fund sales4882,908
Investment in NDT funds(516)(2,939)
Collection of DPP1691,574
Proceeds from sales of assets and businesses16680
Other investing activities(54)12
Net cash flows (used in) provided by investing activities(1,819)95
Cash flows from financing activities
Changes in short-term borrowings(700)597
Proceeds from short-term borrowings with maturities greater than 90 days1,150500
Repayments on short-term borrowings with maturities greater than 90 days(350)—
Issuance of long-term debt4,3011,705
Retirement of long-term debt(6)(79)
Dividends paid on common stock(332)(374)
Proceeds from employee stock plans931
Transfer of cash, restricted cash, and cash equivalents to Constellation(2,594)—
Other financing activities(62)(46)
Net cash flows provided by financing activities1,4162,334
Increase in cash, restricted cash, and cash equivalents1,3791,168
Cash, restricted cash, and cash equivalents at beginning of period1,6191,166
Cash, restricted cash, and cash equivalents at end of period$2,998$2,334
Supplemental cash flow information
Decrease in capital expenditures not paid$(322)$(324)
Increase in DPP3481,339
(Decrease) increase in PP&E related to ARO update(335)2

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$2,476$672
Restricted cash and cash equivalents430321
Accounts receivable
Customer accounts receivable2,3652,189
Customer allowance for credit losses(389)(320)
Customer accounts receivable, net1,9761,869
Other accounts receivable1,1481,068
Other allowance for credit losses(81)(72)
Other accounts receivable, net1,067996
Inventories, net
Fossil fuel and emission allowances39105
Materials and supplies473476
Regulatory assets1,2211,296
Other463387
Current assets of discontinued operations—7,835
Total current assets8,14513,957
Property, plant, and equipment (net of accumulated depreciation and amortization of $14,878 and $14,430 as of March 31, 2022 and December 31, 2021, respectively)65,46564,558
Deferred debits and other assets
Regulatory assets8,2008,224
Investments244250
Goodwill6,6306,630
Receivable related to Regulatory Agreement Units2,969—
Other1,045885
Property, plant, and equipment, deferred debits, and other assets of discontinued operations—38,509
Total deferred debits and other assets19,08854,498
Total assets$92,698$133,013

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings$1,900$1,248
Long-term debt due within one year2,1542,153
Accounts payable2,1752,379
Accrued expenses1,0291,137
Payables to affiliates65
Regulatory liabilities394376
Mark-to-market derivative liabilities—18
Unamortized energy contract liabilities1389
Other964766
Current liabilities of discontinued operations—7,940
Total current liabilities8,63516,111
Long-term debt35,00830,749
Long-term debt to financing trusts390390
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits11,08910,611
Asset retirement obligations273271
Pension obligations1,4472,051
Non-pension postretirement benefit obligations800811
Regulatory liabilities9,1929,628
Mark-to-market derivative liabilities144201
Unamortized energy contract liabilities42146
Other2,1871,573
Long-term debt, deferred credits, and other liabilities of discontinued operations—25,676
Total deferred credits and other liabilities25,17450,968
Total liabilities69,20798,218
Commitments and contingencies
Shareholders’ equity
Common stock (No par value, 2,000 shares authorized, 980 shares and 979 shares outstanding at March 31, 2022 and December 31, 2021, respectively)20,29920,324
Treasury stock, at cost (2 shares at March 31, 2022 and December 31, 2021)(123)(123)
Retained earnings4,02816,942
Accumulated other comprehensive loss, net(713)(2,750)
Total shareholders’ equity23,49134,393
Noncontrolling interests—402
Total equity23,49134,795
Total liabilities and shareholders’ equity$92,698$133,013

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions, shares in thousands)Issued SharesCommon StockTreasury StockRetained EarningsAccumulated Other Comprehensive Loss, netNoncontrolling InterestsTotal Shareholders' Equity
Balance, December 31, 2021981,291$20,324$(123)$16,942$(2,750)$402$34,795
Net income———597—1598
Long-term incentive plan activity540(13)————(13)
Employee stock purchase plan issuances2119————9
Changes in equity of noncontrolling interests—————(7)(7)
Distribution of Constellation (Note 2)—(21)—(13,179)2,023(396)(11,573)
Common stock dividends ($0.34/common share)———(332)——(332)
Other comprehensive income, net of income taxes————14—14
Balance, March 31, 2022982,042$20,299$(123)$4,028$(713)$—$23,491
Three Months Ended March 31, 2021
(In millions, shares in thousands)Issued SharesCommon StockTreasury StockRetained EarningsAccumulated Other Comprehensive Loss, netNoncontrolling InterestsTotal Shareholders' Equity
Balance, December 31, 2020977,466$19,373$(123)$16,735$(3,400)$2,283$34,868
Net (loss) income———(289)—25(264)
Long-term incentive plan activity6405————5
Employee stock purchase plan issuances90234————34
Changes in equity of noncontrolling interests—————(10)(10)
Common stock dividends ($0.38/common share)———(374)——(374)
Other comprehensive income, net of income taxes————54—54
Balance, March 31, 2021979,008$19,412$(123)$16,072$(3,346)$2,298$34,313

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues$1,688$1,475
Revenues from alternative revenue programs4054
Operating revenues from affiliates66
Total operating revenues1,7341,535
Operating expenses
Purchased power579442
Purchased power from affiliate5985
Operating and maintenance266245
Operating and maintenance from affiliates8571
Depreciation and amortization321292
Taxes other than income taxes9675
Total operating expenses1,4061,210
Operating income328325
Other income and (deductions)
Interest expense, net(97)(93)
Interest expense to affiliates(3)(3)
Other, net127
Total other income and (deductions)(88)(89)
Income before income taxes240236
Income taxes5239
Net income$188$197
Comprehensive income$188$197

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$188$197
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization321292
Deferred income taxes and amortization of investment tax credits5463
Other non-cash operating activities(9)(9)
Changes in assets and liabilities:
Accounts receivable(45)23
Receivables from and payables to affiliates, net(42)(15)
Inventories3(1)
Accounts payable and accrued expenses(154)(176)
Collateral received, net435
Income taxes(2)(23)
Pension and non-pension postretirement benefit contributions(176)(171)
Other assets and liabilities(37)(159)
Net cash flows provided by operating activities14426
Cash flows from investing activities
Capital expenditures(617)(613)
Other investing activities77
Net cash flows used in investing activities(610)(606)
Cash flows from financing activities
Changes in short-term borrowings—(188)
Issuance of long-term debt750700
Dividends paid on common stock(144)(127)
Contributions from parent167198
Other financing activities(10)(9)
Net cash flows provided by financing activities763574
Increase (decrease) in cash, restricted cash, and cash equivalents297(6)
Cash, restricted cash, and cash equivalents at beginning of period384405
Cash, restricted cash, and cash equivalents at end of period$681$399
Supplemental cash flow information
Decrease in capital expenditures not paid$(50)$(107)

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$343$131
Restricted cash and cash equivalents246210
Accounts receivable
Customer accounts receivable702647
Customer allowance for credit losses(92)(73)
Customer accounts receivable, net610574
Other accounts receivable219227
Other allowance for credit losses(20)(17)
Other accounts receivable, net199210
Receivables from affiliates316
Inventories, net167170
Regulatory assets316335
Other8076
Total current assets1,9641,722
Property, plant, and equipment (net of accumulated depreciation and amortization of $6,267 and $6,099 as of March 31, 2022 and December 31, 2021, respectively)26,32525,995
Deferred debits and other assets
Regulatory assets1,8831,870
Investments66
Goodwill2,6252,625
Receivables from affiliates—2,761
Receivable related to Regulatory Agreement Units2,484—
Prepaid pension asset1,2451,086
Other481405
Total deferred debits and other assets8,7248,753
Total assets$37,013$36,470

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable$553$647
Accrued expenses275384
Payables to affiliates66121
Customer deposits9899
Regulatory liabilities190185
Mark-to-market derivative liabilities—18
Other161133
Total current liabilities1,3431,587
Long-term debt10,5159,773
Long-term debt to financing trust205205
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits4,7614,685
Asset retirement obligations145144
Non-pension postretirement benefits obligations168169
Regulatory liabilities6,5516,759
Mark-to-market derivative liabilities144201
Other615592
Total deferred credits and other liabilities12,38412,550
Total liabilities24,44724,115
Commitments and contingencies
Shareholders’ equity
Common stock1,5881,588
Other paid-in capital9,2439,076
Retained earnings1,7351,691
Total shareholders’ equity12,56612,355
Total liabilities and shareholders’ equity$37,013$36,470

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Common StockOther Paid-In CapitalRetained EarningsTotal Shareholders’ Equity
Balance, December 31, 2021$1,588$9,076$1,691$12,355
Net income——188188
Common stock dividends——(144)(144)
Contributions from parent—167—167
Balance, March 31, 2022$1,588$9,243$1,735$12,566
Three Months Ended March 31, 2021
(In millions)Common StockOther Paid-In CapitalRetained EarningsTotal Shareholders’ Equity
Balance, December 31, 2020$1,588$8,285$1,456$11,329
Net income——197197
Common stock dividends——(127)(127)
Contributions from parent—198—198
Balance, March 31, 2021$1,588$8,483$1,526$11,597

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues$734$649
Natural gas operating revenues306228
Revenues from alternative revenue programs610
Operating revenues from affiliates12
Total operating revenues1,047889
Operating expenses
Purchased power229189
Purchased fuel14586
Purchased power from affiliate3341
Operating and maintenance196193
Operating and maintenance from affiliates5141
Depreciation and amortization9286
Taxes other than income taxes4743
Total operating expenses793679
Operating income254210
Other income and (deductions)
Interest expense, net(38)(35)
Interest expense to affiliates(3)(3)
Other, net75
Total other income and (deductions)(34)(33)
Income before income taxes220177
Income taxes1410
Net income$206$167
Comprehensive income$206$167

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$206$167
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization9286
Deferred income taxes and amortization of investment tax credits146
Other non-cash operating activities1512
Changes in assets and liabilities:
Accounts receivable(40)(5)
Receivables from and payables to affiliates, net(31)(2)
Inventories2713
Accounts payable and accrued expenses(24)(36)
Income taxes—3
Pension and non-pension postretirement benefit contributions(12)(16)
Other assets and liabilities(106)(103)
Net cash flows provided by operating activities141125
Cash flows from investing activities
Capital expenditures(344)(295)
Changes in Exelon intercompany money pool—(48)
Other investing activities21
Net cash flows used in investing activities(342)(342)
Cash flows from financing activities
Issuance of long-term debt—375
Changes in Exelon intercompany money pool65(40)
Dividends paid on common stock(100)(85)
Contributions from parent227—
Other financing activities(1)(4)
Net cash flows provided by financing activities191246
(Decrease) increase in cash, restricted cash, and cash equivalents(10)29
Cash, restricted cash, and cash equivalents at beginning of period4426
Cash, restricted cash, and cash equivalents at end of period$34$55
Supplemental cash flow information
(Decrease) increase in capital expenditures not paid$(41)$(44)

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$26$36
Restricted cash and cash equivalents88
Accounts receivable
Customer accounts receivable528489
Customer allowance for credit losses(125)(105)
Customer accounts receivable, net403384
Other accounts receivable129116
Other allowance for credit losses(9)(7)
Other accounts receivable, net120109
Receivables from affiliates—1
Inventories, net
Fossil fuel2351
Materials and supplies4645
Prepaid utility taxes1171
Regulatory assets5748
Other3028
Total current assets830711
Property, plant, and equipment (net of accumulated depreciation and amortization of $4,004 and $3,964 as of March 31, 2022 and December 31, 2021, respectively)11,33411,117
Deferred debits and other assets
Regulatory assets1,000943
Investments3334
Receivables from affiliates—597
Receivable related to Regulatory Agreement Units486—
Prepaid pension asset401386
Other2936
Total deferred debits and other assets1,9491,996
Total assets$14,113$13,824

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Long-term debt due within one year$350$350
Accounts payable477494
Accrued expenses105136
Payables to affiliates3870
Borrowings from Exelon intercompany money pool65—
Customer deposits5048
Regulatory liabilities9494
Other4135
Total current liabilities1,2201,227
Long-term debt3,8483,847
Long-term debt to financing trusts184184
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits2,4952,421
Asset retirement obligations2929
Non-pension postretirement benefits obligations287286
Regulatory liabilities523635
Other8283
Total deferred credits and other liabilities3,4163,454
Total liabilities8,6688,712
Commitments and contingencies
Shareholder’s equity
Common stock3,6553,428
Retained earnings1,7901,684
Total shareholder’s equity5,4455,112
Total liabilities and shareholder's equity$14,113$13,824

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2021$3,428$1,684$5,112
Net income—206206
Common stock dividends—(100)(100)
Contributions from parent227—227
Balance, March 31, 2022$3,655$1,790$5,445
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$3,014$1,519$4,533
Net income—167167
Common stock dividends—(85)(85)
Balance, March 31, 2021$3,014$1,601$4,615

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues$735$620
Natural gas operating revenues424330
Revenues from alternative revenue programs(12)18
Operating revenues from affiliates76
Total operating revenues1,154974
Operating expenses
Purchased power285162
Purchased fuel15199
Purchased power and fuel from affiliate1870
Operating and maintenance167152
Operating and maintenance from affiliates5145
Depreciation and amortization171152
Taxes other than income taxes7672
Total operating expenses919752
Operating income235222
Other income and (deductions)
Interest expense, net(35)(34)
Other, net78
Total other income and (deductions)(28)(26)
Income before income taxes207196
Income taxes9(13)
Net income$198$209
Comprehensive income$198$209

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$198$209
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization171152
Deferred income taxes and amortization of investment tax credits5(4)
Other non-cash operating activities442
Changes in assets and liabilities:
Accounts receivable(80)12
Receivables from and payables to affiliates, net(2)(15)
Inventories329
Accounts payable and accrued expenses(30)(59)
Income taxes4(9)
Pension and non-pension postretirement benefit contributions(56)(65)
Other assets and liabilities(9)(103)
Net cash flows provided by operating activities277129
Cash flows from investing activities
Capital expenditures(303)(336)
Other investing activities32
Net cash flows used in investing activities(300)(334)
Cash flows from financing activities
Changes in short-term borrowings120156
Dividends paid on common stock(76)(74)
Other financing activities(1)—
Net cash flows provided by financing activities4382
Increase (decrease) in cash, restricted cash, and cash equivalents20(123)
Cash, restricted cash, and cash equivalents at beginning of period55145
Cash, restricted cash, and cash equivalents at end of period$75$22
Supplemental cash flow information
Decrease in capital expenditures not paid$(32)$(80)

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$41$51
Restricted cash and cash equivalents344
Accounts receivable
Customer accounts receivable519436
Customer allowance for credit losses(59)(38)
Customer accounts receivable, net460398
Other accounts receivable126124
Other allowance for credit losses(11)(9)
Other accounts receivable, net115115
Receivables from affiliates—1
Inventories, net
Fossil fuel1242
Materials and supplies5153
Prepaid utility taxes4649
Regulatory assets175215
Other118
Total current assets945936
Property, plant, and equipment (net of accumulated depreciation and amortization of $4,376 and $4,299 as of March 31, 2022 and December 31, 2021, respectively)10,73610,577
Deferred debits and other assets
Regulatory assets467477
Investments614
Prepaid pension asset315276
Other4044
Total deferred debits and other assets828811
Total assets$12,509$12,324

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$250$130
Long-term debt due within one year250250
Accounts payable299349
Accrued expenses168176
Payables to affiliates3748
Customer deposits9897
Regulatory liabilities3526
Other6148
Total current liabilities1,1981,124
Long-term debt3,7113,711
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits1,7551,686
Asset retirement obligations2626
Non-pension postretirement benefits obligations170175
Regulatory liabilities872934
Other8598
Total deferred credits and other liabilities2,9082,919
Total liabilities7,8177,754
Commitments and contingencies
Shareholder's equity
Common stock2,5752,575
Retained earnings2,1171,995
Total shareholder's equity4,6924,570
Total liabilities and shareholder's equity$12,509$12,324

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2021$2,575$1,995$4,570
Net income—198198
Common stock dividends—(76)(76)
Balance, March 31, 2022$2,575$2,117$4,692
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$2,318$1,879$4,197
Net income—209209
Common stock dividends—(74)(74)
Balance, March 31, 2021$2,318$2,014$4,332

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues$1,323$1,124
Natural gas operating revenues8371
Revenues from alternative revenue programs(5)46
Operating revenues from affiliates33
Total operating revenues1,4041,244
Operating expenses
Purchased power487348
Purchased fuel4233
Purchased power from affiliates5098
Operating and maintenance248216
Operating and maintenance from affiliates5140
Depreciation and amortization218210
Taxes other than income taxes119113
Total operating expenses1,2151,058
Operating income189186
Other income and (deductions)
Interest expense, net(69)(67)
Other, net1717
Total other income and (deductions)(52)(50)
Income before income taxes137136
Income taxes78
Net income$130$128
Comprehensive income$130$128

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$130$128
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization218210
Deferred income taxes and amortization of investment tax credits24
Other non-cash operating activities35(25)
Changes in assets and liabilities:
Accounts receivable(21)56
Receivables from and payables to affiliates, net(51)(18)
Inventories75
Accounts payable and accrued expenses(23)(24)
Income taxes53
Pension and non-pension postretirement benefit contributions(67)(36)
Other assets and liabilities(3)(94)
Net cash flows provided by operating activities232209
Cash flows from investing activities
Capital expenditures(409)(456)
Other investing activities21
Net cash flows used in investing activities(407)(455)
Cash flows from financing activities
Changes in short-term borrowings(468)(368)
Issuance of long-term debt700625
Retirement of long-term debt—(44)
Changes in Exelon intercompany money pool393
Distributions to member(102)(81)
Contributions from member704560
Other financing activities(9)(5)
Net cash flows provided by financing activities864690
Increase in cash, restricted cash, and cash equivalents689444
Cash, restricted cash, and cash equivalents at beginning of period213160
Cash, restricted cash, and cash equivalents at end of period$902$604
Supplemental cash flow information
Decrease in capital expenditures not paid$(55)$(33)

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$796$136
Restricted cash and cash equivalents10677
Accounts receivable
Customer accounts receivable618616
Customer allowance for credit losses(113)(104)
Customer accounts receivable, net505512
Other accounts receivable288283
Other allowance for credit losses(41)(39)
Other accounts receivable, net247244
Receivables from affiliates—2
Inventories, net
Fossil fuel411
Materials and supplies209209
Regulatory assets432432
Other6969
Total current assets2,3681,692
Property, plant, and equipment (net of accumulated depreciation and amortization of $2,256 and $2,108 as of March 31, 2022 and December 31, 2021, respectively)16,70116,498
Deferred debits and other assets
Regulatory assets1,7701,794
Investments142145
Goodwill4,0054,005
Prepaid pension asset392344
Deferred income taxes58
Other253258
Total deferred debits and other assets6,5676,554
Total assets$25,636$24,744

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND MEMBER'S EQUITY
Current liabilities
Short-term borrowings$—$468
Long-term debt due within one year400399
Accounts payable522578
Accrued expenses264281
Payables to affiliates51104
Borrowings from Exelon intercompany money pool467
Customer deposits8081
Regulatory liabilities7268
Unamortized energy contract liabilities1389
PPA termination obligation85—
Other215171
Total current liabilities1,7482,246
Long-term debt7,8337,148
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits2,7232,675
Asset retirement obligations7070
Non-pension postretirement benefit obligations6066
Regulatory liabilities1,1821,238
Unamortized energy contract liabilities42146
Other661570
Total deferred credits and other liabilities4,7384,765
Total liabilities14,31914,159
Commitments and contingencies
Member's equity
Membership interest11,49910,795
Undistributed losses(182)(210)
Total member's equity11,31710,585
Total liabilities and member's equity$25,636$24,744

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBER'S EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Membership InterestUndistributed (Losses)/EarningsTotal Member's Equity
Balance, December 31, 2021$10,795$(210)$10,585
Net income—130130
Distributions to member—(102)(102)
Contributions from member704—704
Balance, March 31, 2022$11,499$(182)$11,317
Three Months Ended March 31, 2021
(In millions)Membership InterestUndistributed (Losses)/EarningsTotal Member's Equity
Balance, December 31, 2020$10,112$(68)$10,044
Net income—128128
Distributions to member—(81)(81)
Contributions from member560—560
Balance, March 31, 2021$10,672$(21)$10,651

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues620$526
Revenues from alternative revenue programs(7)26
Operating revenues from affiliates11
Total operating revenues614553
Operating expenses
Purchased power17492
Purchased power from affiliate3974
Operating and maintenance7356
Operating and maintenance from affiliates5852
Depreciation and amortization108102
Taxes other than income taxes9590
Total operating expenses547466
Operating income6787
Other income and (deductions)
Interest expense, net(36)(34)
Other, net1312
Total other income and (deductions)(23)(22)
Income before income taxes4465
Income taxes(2)6
Net income$46$59
Comprehensive income$46$59

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$46$59
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization108102
Deferred income taxes and amortization of investment tax credits(2)4
Other non-cash operating activities12(25)
Changes in assets and liabilities:
Accounts receivable(2)26
Receivables from and payables to affiliates, net(25)(9)
Inventories—1
Accounts payable and accrued expenses5—
Income taxes12
Pension and non-pension postretirement benefit contributions(5)(5)
Other assets and liabilities(18)(58)
Net cash flows provided by operating activities12097
Cash flows from investing activities
Capital expenditures(218)(220)
Other investing activities11
Net cash flows used in investing activities(217)(219)
Cash flows from financing activities
Changes in short-term borrowings(175)(35)
Issuance of long-term debt400150
Dividends paid on common stock(42)(28)
Contributions from parent387138
Other financing activities(5)(1)
Net cash flows provided by financing activities565224
Increase in cash, restricted cash, and cash equivalents468102
Cash, restricted cash, and cash equivalents at beginning of period6865
Cash, restricted cash, and cash equivalents at end of period$536$167
Supplemental cash flow information
Decrease in capital expenditures not paid$(36)$(16)

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$502$34
Restricted cash and cash equivalents3434
Accounts receivable
Customer accounts receivable278277
Customer allowance for credit losses(40)(37)
Customer accounts receivable, net238240
Other accounts receivable157160
Other allowance for credit losses(18)(16)
Other accounts receivable, net139144
Inventories, net119119
Regulatory assets216213
Other2925
Total current assets1,277809
Property, plant, and equipment (net of accumulated depreciation and amortization of $3,929 and $3,875 as of March 31, 2022 and December 31, 2021, respectively)8,2298,104
Deferred debits and other assets
Regulatory assets496532
Investments119120
Prepaid pension asset279279
Other5859
Total deferred debits and other assets952990
Total assets$10,458$9,903

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$175
Long-term debt due within one year314313
Accounts payable246272
Accrued expenses158160
Payables to affiliates3459
Customer deposits3635
Regulatory liabilities1814
Merger related obligation2727
Other6455
Total current liabilities8971,110
Long-term debt3,5273,132
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits1,2931,275
Asset retirement obligations4545
Non-pension postretirement benefit obligations—3
Regulatory liabilities533549
Other297314
Total deferred credits and other liabilities2,1682,186
Total liabilities6,5926,428
Commitments and contingencies
Shareholder's equity
Shareholder's Equity
Common stock2,6892,302
Retained earnings1,1771,173
Total shareholder's equity3,8663,475
Total liabilities and shareholder's equity$10,458$9,903

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2021$2,302$1,173$3,475
Net income—4646
Common stock dividends—(42)(42)
Contributions from parent387—387
Balance, March 31, 2022$2,689$1,177$3,866
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$2,058$1,145$3,203
Net income—5959
Common stock dividends—(28)(28)
Contributions from parent138—138
Balance, March 31, 2021$2,196$1,176$3,372

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues$348$300
Natural gas operating revenues8371
Revenues from alternative revenue programs(1)9
Operating revenues from affiliates12
Total operating revenues431382
Operating expenses
Purchased power137103
Purchased fuel4233
Purchased power from affiliates1020
Operating and maintenance5144
Operating and maintenance from affiliates4239
Depreciation and amortization5753
Taxes other than income taxes1817
Total operating expenses357309
Operating income7473
Other income and (deductions)
Interest expense, net(16)(15)
Other, net23
Total other income and (deductions)(14)(12)
Income before income taxes6061
Income taxes45
Net income$56$56
Comprehensive income$56$56

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$56$56
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization5753
Deferred income taxes and amortization of investment tax credits52
Other non-cash operating activities9(1)
Changes in assets and liabilities:
Accounts receivable(17)15
Receivables from and payables to affiliates, net(17)(11)
Inventories82
Accounts payable and accrued expenses1511
Income taxes(1)3
Pension and non-pension postretirement benefit contributions(1)—
Other assets and liabilities33(26)
Net cash flows provided by operating activities147104
Cash flows from investing activities
Capital expenditures(103)(112)
Other investing activities1—
Net cash flows used in investing activities(102)(112)
Cash flows from financing activities
Changes in short-term borrowings(149)(146)
Issuance of long-term debt125125
Dividends paid on common stock(41)(40)
Contributions from parent144120
Other financing activities(2)(2)
Net cash flows provided by financing activities7757
Increase in cash, restricted cash, and cash equivalents12249
Cash, restricted cash, and cash equivalents at beginning of period7115
Cash, restricted cash, and cash equivalents at end of period$193$64
Supplemental cash flow information
Decrease in capital expenditures not paid$(8)$(15)

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$120$28
Restricted cash and cash equivalents7343
Accounts receivable
Customer accounts receivable164149
Customer allowance for credit losses(24)(18)
Customer accounts receivable, net140131
Other accounts receivable6258
Other allowance for credit losses(9)(8)
Other accounts receivable, net5350
Receivables from affiliates—1
Inventories, net
Fossil fuel411
Materials and supplies5354
Prepaid utility taxes1020
Regulatory assets6668
Other1916
Total current assets538422
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,671 and $1,635 as of March 31, 2022 and December 31, 2021, respectively)4,6124,560
Deferred debits and other assets
Regulatory assets208212
Prepaid pension asset157157
Other5861
Total deferred debits and other assets423430
Total assets$5,573$5,412

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$149
Long-term debt due within one year8383
Accounts payable128131
Accrued expenses5040
Payables to affiliates1533
Customer deposits2728
Regulatory liabilities3325
Other8859
Total current liabilities424548
Long-term debt1,8521,727
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits825803
Asset retirement obligations1616
Non-pension postretirement benefits obligations1011
Regulatory liabilities423441
Other8789
Total deferred credits and other liabilities1,3611,360
Total liabilities3,6373,635
Commitments and contingencies
Shareholder's equity
Common stock1,3531,209
Retained earnings583568
Total shareholder's equity1,9361,777
Total liabilities and shareholder's equity$5,573$5,412

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2021$1,209$568$1,777
Net income—5656
Common stock dividends—(41)(41)
Contributions from parent144—144
Balance, March 31, 2022$1,353$583$1,936
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$1,089$587$1,676
Net income—5656
Common stock dividends—(40)(40)
Contributions from parent120—120
Balance, March 31, 2021$1,209$603$1,812

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Operating revenues
Electric operating revenues$345$298
Revenues from alternative revenue programs311
Operating revenues from affiliates11
Total operating revenues349310
Operating expenses
Purchased power176153
Purchased power from affiliate24
Operating and maintenance4742
Operating and maintenance from affiliates3734
Depreciation and amortization4747
Taxes other than income taxes22
Total operating expenses311282
Operating income3828
Other income and (deductions)
Interest expense, net(14)(15)
Other, net31
Total other income and (deductions)(11)(14)
Income before income taxes2714
Income taxes1—
Net income$26$14
Comprehensive income$26$14

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended March 31,
(In millions)20222021
Cash flows from operating activities
Net income$26$14
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization4747
Deferred income taxes and amortization of investment tax credits1(1)
Other non-cash operating activities2(7)
Changes in assets and liabilities:
Accounts receivable(1)13
Receivables from and payables to affiliates, net(6)1
Inventories(1)3
Accounts payable and accrued expenses(17)(11)
Income taxes—1
Pension and non-pension postretirement benefit contributions(7)(3)
Other assets and liabilities—(3)
Net cash flows provided by operating activities4454
Cash flows from investing activities
Capital expenditures(87)(123)
Net cash flows used in investing activities(87)(123)
Cash flows from financing activities
Changes in short-term borrowings(144)(187)
Issuance of long-term debt175350
Retirement of long-term debt—(44)
Dividends paid on common stock(19)(14)
Contributions from parent173303
Other financing activities(3)(3)
Net cash flows provided by financing activities182405
Increase in cash, restricted cash, and cash equivalents139336
Cash, restricted cash, and cash equivalents at beginning of period2930
Cash, restricted cash, and cash equivalents at end of period$168$366
Supplemental cash flow information
Decrease in capital expenditures not paid$(10)$(2)

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$168$29
Accounts receivable
Customer accounts receivable177190
Customer allowance for credit losses(49)(49)
Customer accounts receivable, net128141
Other accounts receivable7976
Other allowance for credit losses(14)(15)
Other accounts receivable, net6561
Receivables from affiliates—2
Inventories, net3736
Regulatory assets13761
Other53
Total current assets540333
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,458 and $1,420 as of March 31, 2022 and December 31, 2021, respectively)3,7633,729
Deferred debits and other assets
Regulatory assets559430
Prepaid pension asset3027
Other3737
Total deferred debits and other assets626494
Total assets$4,929$4,556

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)March 31, 2022December 31, 2021
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$144
Long-term debt due within one year33
Accounts payable139165
Accrued expenses4344
Payables to affiliates2331
Customer deposits1818
Regulatory liabilities2028
PPA termination obligation85—
Other1812
Total current liabilities349445
Long-term debt1,7541,579
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits692682
Non-pension postretirement benefit obligations1112
Regulatory liabilities203214
Other16549
Total deferred credits and other liabilities1,071957
Total liabilities3,1742,981
Commitments and contingencies
Shareholder's equity
Common stock1,7631,590
Retained deficit(8)(15)
Total shareholder's equity1,7551,575
Total liabilities and shareholder's equity$4,929$4,556

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Three Months Ended March 31, 2022
(In millions)Common StockRetained DeficitTotal Shareholder's Equity
Balance, December 31, 2021$1,590$(15)$1,575
Net income—2626
Common stock dividends—(19)(19)
Contributions from parent173—173
Balance, March 31, 2022$1,763$(8)$1,755
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$1,271$127$1,398
Net income—1414
Common stock dividends—(14)(14)
Contributions from parent303—303
Balance, March 31, 2021$1,574$127$1,701

See the Combined Notes to Consolidated Financial Statements

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in millions, except per share data, unless otherwise noted)

Note 1 — Significant Accounting Policies

1. Significant Accounting Policies (All Registrants)

Description of Business

Exelon is a utility services holding company engaged in the energy distribution and transmission businesses through ComEd, PECO, BGE, Pepco, DPL, and ACE.

On February 21, 2021, Exelon's Board of Directors approved a plan to separate the Utility Registrants and Generation. The separation was completed on February 1, 2022, creating two publicly traded companies, Exelon and Constellation. See Note 2 — Discontinued Operations for additional information.

Name of RegistrantBusinessService Territories
Commonwealth Edison CompanyPurchase and regulated retail sale of electricityNorthern Illinois, including the City of Chicago
Transmission and distribution of electricity to retail customers
PECO Energy CompanyPurchase and regulated retail sale of electricity and natural gasSoutheastern Pennsylvania, including the City of Philadelphia (electricity)
Transmission and distribution of electricity and distribution of natural gas to retail customersPennsylvania counties surrounding the City of Philadelphia (natural gas)
Baltimore Gas and Electric CompanyPurchase and regulated retail sale of electricity and natural gasCentral Maryland, including the City of Baltimore (electricity and natural gas)
Transmission and distribution of electricity and distribution of natural gas to retail customers
Pepco Holdings LLCUtility services holding company engaged, through its reportable segments Pepco, DPL, and ACEService Territories of Pepco, DPL, and ACE
Potomac Electric Power CompanyPurchase and regulated retail sale of electricityDistrict of Columbia, and major portions of Montgomery and Prince George’s Counties, Maryland
Transmission and distribution of electricity to retail customers
Delmarva Power & Light CompanyPurchase and regulated retail sale of electricity and natural gasPortions of Delaware and Maryland (electricity)
Transmission and distribution of electricity and distribution of natural gas to retail customersPortions of New Castle County, Delaware (natural gas)
Atlantic City Electric CompanyPurchase and regulated retail sale of electricityPortions of Southern New Jersey
Transmission and distribution of electricity to retail customers

Basis of Presentation

This is a combined quarterly report of all Registrants. The Notes to the Consolidated Financial Statements apply to the Registrants as indicated parenthetically next to each corresponding disclosure. When appropriate, the Registrants are named specifically for their related activities and disclosures. Each of the Registrant’s Consolidated Financial Statements includes the accounts of its subsidiaries. All intercompany transactions have been eliminated, except for the historical transactions between the Utility Registrants and Generation for the purposes of presenting discontinued operations in all periods presented in the Consolidated Statements of Operations and Comprehensive Income.

Through its business services subsidiary, BSC, Exelon provides its subsidiaries with a variety of support services at cost, including legal, human resources, financial, information technology, and supply management services. PHI also has a business services subsidiary, PHISCO, which provides a variety of support services at cost, including legal, accounting, engineering, customer operations, distribution and transmission planning, asset management, system operations, and power procurement, to PHI operating companies. The costs of BSC and PHISCO are directly charged or allocated to the applicable subsidiaries. The results of Exelon’s corporate operations are presented as “Other” in the consolidated financial statements and include intercompany eliminations unless otherwise disclosed.

The accompanying consolidated financial statements as of March 31, 2022 and for the three months ended March 31, 2022 and 2021 are unaudited but, in the opinion of the management of each Registrant include all adjustments that are considered necessary for a fair statement of the Registrants’ respective financial statements in accordance with GAAP. All adjustments are of a normal, recurring nature, except as otherwise disclosed. The

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in millions, except per share data, unless otherwise noted)

Note 1 — Significant Accounting Policies

December 31, 2021 Consolidated Balance Sheets were derived from audited financial statements. The interim financial statements are to be read in conjunction with prior annual financial statements and notes. Additionally, financial results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the fiscal year ending December 31, 2022. These Combined Notes to Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the SEC for Quarterly Reports on Form 10-Q. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations.

The separation of Constellation, including Generation and its subsidiaries, meets the criteria for discontinued operations and as such, results of operations are presented as discontinued operations and have been excluded from continuing operations for all periods presented. Accounting rules require that certain BSC costs previously allocated to Generation be presented as part of Exelon’s continuing operations as these costs do not qualify as expenses of the discontinued operations. Comprehensive income, shareholders' equity, and cash flows related to Constellation have not been segregated and are included in the Consolidated Statements of Operations and Comprehensive Income, Consolidated Statements of Changes in Shareholders’ Equity, and Consolidated Statements of Cash Flows, respectively, for all periods presented. See Note 2 — Discontinued Operations for additional information.

Prior Period Adjustments and Reclassifications (Exelon, PHI, ACE)

In the first quarter of 2022, management identified an error related to an overstatement of the regulatory liability associated with ACE’s mechanism to recover the cost of Transition Bonds issued in 2002 and 2003 by ACE Funding. Management has concluded that the error was not material to previously issued financial statements for Exelon, PHI or ACE.

The error was corrected through a revision to ACE’s financial statements contained herein. The impact of the error correction was an $8 million increase to ACE’s opening Retained earnings as of January 1, 2021 with a corresponding reduction to Regulatory liabilities of $11 million and an increase to Deferred income taxes and unamortized investment tax credits of $3 million. The impact of the error to ACE’s Total operating revenues and Net income was less than $1 million for the three months ended March 31, 2021. The error did not impact net cash flows provided by operating activities, net cash flows used in investing activities or net cash flows provided by financing activities for the three months ended March 31, 2021.

The error was corrected in the Exelon and PHI financial statements for the three months ended March 31, 2022 as it was not material, resulting in an increase to Net income of $8 million.

2. Discontinued Operations (Exelon)

On February 21, 2021, Exelon's Board of Directors approved a plan to separate the Utility Registrants and Generation, creating two publicly traded companies ("the separation"). Exelon completed the separation on February 1, 2022, through the distribution of 326,663,937 common stock shares of Constellation, the new publicly traded company, to Exelon shareholders. Under the separation plan, Exelon shareholders retained their current shares of Exelon stock and received one share of Constellation common stock for every three shares of Exelon common stock held on January 20, 2022, the record date for the distribution, in a transaction that is tax-free to Exelon and its shareholders for U.S. federal income tax purposes.

Constellation was newly formed and incorporated in Pennsylvania on June 15, 2021 for the purposes of separation and holds Generation (including Generation's subsidiaries).

Pursuant to the separation:

  • Exelon entered into four term loans consisting of a 364-day term loan for $1.15 billion and three 18-month term loans for $300 million, $300 million and $250 million, respectively. Exelon issued these term loans primarily to fund the cash payment to Constellation and for general corporate purposes. See Note 10 — Debt and Credit Agreements for additional information.

  • Exelon made a cash payment of $1.75 billion to Constellation on January 31, 2022.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 2 — Discontinued Operations

  • Exelon contributed its equity ownership interest in Generation to Constellation. Exelon no longer retains any equity ownership interest in Generation or Constellation.

  • Exelon transferred certain corporate assets and employee-related obligations to Constellation.

  • Exelon received cash from Generation of $258 million to settle the intercompany loan on January 31, 2022. See Note 10 — Debt and Credit Agreements for additional information.

Continuing Involvement

In order to govern the ongoing relationships between Exelon and Constellation after the separation, and to facilitate an orderly transition, Exelon and Constellation have entered into several agreements, including the following:

  • Separation Agreement – governs the rights and obligations between Exelon and Constellation regarding certain actions to be taken in connection with the separation, among others, including the allocation of assets and liabilities between Exelon and Constellation.

  • Transition Services Agreement (TSA) – governs the terms and conditions of the services that Exelon will provide to Constellation and Constellation will provide to Exelon for an expected period of two years, provided that certain services may be longer than the term and services may be extended with approval from both parties. The services include specified accounting, finance, information technology, human resources, employee benefits and other services that have historically been provided on a centralized basis by BSC. For the period from February 1, 2022 to March 31, 2022, the amounts Exelon billed Constellation and Constellation billed Exelon for these services were $56 million recorded in Other income, net and $9 million recorded in Operating and maintenance expense, respectively.

  • Tax Matters Agreement (TMA) – governs the respective rights, responsibilities and obligations of Exelon and Constellation with respect to all tax matters, including tax liabilities and benefits, tax attributes, tax returns, tax contests and other tax sharing regarding U.S. federal, state, local and foreign income taxes, other tax matters and related tax returns. See Note 7. Income Taxes for additional information.

In addition, the Utility Registrants will continue to incur expenses from transactions with Generation after the separation. Prior to the separation, such expenses were primarily recorded as Purchased power from affiliates and an immaterial amount recorded as Operating and maintenance expense from affiliates at the Utility Registrants. After the separation, such expenses are primarily recorded as Purchased power and an immaterial amount recorded as Operating and maintenance expense at the Utility Registrants.

  • ComEd had an ICC-approved RFP contract with Generation to provide a portion of ComEd’s electric supply requirements. ComEd also purchased RECs and ZECs from Generation.

  • PECO received electric supply from Generation under contracts executed through PECO’s competitive procurement process. In addition, PECO had a ten-year agreement with Generation to sell solar AECs.

  • BGE received a portion of its energy requirements from Generation under its MDPSC-approved market-based SOS and gas commodity programs.

  • Pepco received electric supply from Generation under contracts executed through Pepco’s competitive procurement process approved by the MDPSC and DCPSC.

  • DPL received a portion of its energy requirements from Generation under its MDPSC and DEPSC approved market-based SOS commodity programs.

  • ACE received electric supply from Generation under contracts executed through ACE’s competitive procurement process approved by the NJBPU.

ComEd and PECO also have receivables with Generation as a result of the nuclear decommissioning contractual construct whereby, to the extent NDT funds are greater than the underlying ARO at the end of decommissioning, such amounts are due back to ComEd and PECO, as applicable, for payment to their respective customers. See Note 10 — Asset Retirement Obligations of the Combined Notes to Consolidated Financial Statements of the Exelon 2021 Form 10-K and Note 15 — Related Party Transactions for additional information.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 2 — Discontinued Operations

Discontinued Operations

The separation represented a strategic shift that would have a major effect on Exelon’s operations and financial results. Accordingly, the separation meets the criteria for discontinued operations.

The following table presents the results of Constellation that have been reclassified from continuing operations and included in discontinued operations within Exelon’s Consolidated Statements of Operations and Comprehensive Income for the three months ended March 31, 2022 and March 31, 2021.

These results are primarily Generation, which is comprised of Exelon’s Mid-Atlantic, Midwest, New York, ERCOT, and Other Power Regions reportable segments, and include the impact of transaction costs, certain BSC costs, including any transition costs, that were historically allocated and directly attributable to Generation, transactions between Generation and the Utility Registrants, and tax-related adjustments. Transaction costs include costs for external bankers, accountants, appraisers, lawyers, external counsels and other advisors, among others, who are involved in the negotiation, appraisal, due diligence and regulatory approval of the separation. Transition costs are primarily employee-related costs such as recruitment expenses, costs to establish certain stand-alone functions and information technology systems, professional services fees and other separation-related costs during the transition to separate Generation. For the purposes of reporting discontinued operations, these results also include transactions between Generation and the Utility Registrants that were historically eliminated within Exelon’s Consolidated Statements of Operations as these transactions will be ongoing after the separation. Certain BSC costs that were historically allocated to Generation are presented as part of continuing operations in Exelon’s Consolidated Statements of Operations as these costs do not qualify as expenses of the discontinued operations per the accounting rules.

Three Months Ended March 31,
20222021
Operating revenues
Competitive business revenues$1,855$5,265
Competitive business revenues from affiliates161294
Total operating revenues2,0165,559
Operating expenses
Competitive businesses purchased power and fuel1,1384,610
Operating and maintenance(a)371904
Depreciation and amortization94940
Taxes other than income taxes44121
Total operating expenses1,6476,575
Gain on sales of assets and businesses1071
Operating income (loss)379(945)
Other income and (deductions)
Interest expense, net(20)(68)
Other, net(281)167
Total other income and (deductions)(301)99
Income (loss) before income taxes78(846)
Income taxes(40)(58)
Equity in losses of unconsolidated affiliates(1)(1)
Net income (loss)117(789)
Net income attributable to noncontrolling interests125
Net income (loss) from discontinued operations$116$(814)

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 2 — Discontinued Operations


(a)Includes transaction and transition costs related to the separation of $52 million and $3 million for the three months ended March 31, 2022 and 2021, respectively. $50 million and $2 million of transaction costs and $2 million and less than $1 million of transition costs are included in the results of discontinued operations in the table presented above for the three months ended March 31, 2022 and March 31, 2021, respectively. See discussion above for additional information.

There were no assets and liabilities of discontinued operations included in Exelon’s Consolidated Balance Sheet as of March 31, 2022. Constellation had net assets of $11,573 million that separated on February 1, 2022 that resulted in a reduction to Exelon’s equity during the three months ended March 31, 2022. Refer to the Distribution of Constellation line in Exelon’s Consolidated Statement of Changes in Shareholders’ Equity for further information.

The following table presents the assets and liabilities of discontinued operations in Exelon’s Consolidated Balance Sheet as of December 31, 2021:

December 31, 2021
ASSETS
Current assets
Cash and cash equivalents$510
Restricted cash and cash equivalents72
Accounts receivable
Customer accounts receivable1,724
Customer allowance for credit losses(55)
Customer accounts receivable, net1,669
Other accounts receivable596
Other allowance for credit losses(4)
Other accounts receivable, net592
Mark-to-market derivative assets2,169
Inventories, net
Fossil fuel and emission allowances284
Materials and supplies1,004
Renewable energy credits529
Assets held for sale13
Other993
Total current assets of discontinued operations7,835
Property, plant, and equipment (net of accumulated depreciation and amortization of $15,888)19,661
Deferred debits and other assets
Nuclear decommissioning trust funds15,938
Investments193
Mark-to-market derivative assets949
Other1,768
Total property, plant, and equipment, deferred debits, and other assets of discontinued operations38,509
Total assets of discontinued operations$46,344

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 2 — Discontinued Operations

December 31, 2021
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings$2,082
Long-term debt due within one year1,220
Accounts payable1,757
Accrued expenses818
Mark-to-market derivative liabilities981
Renewable energy credit obligation779
Liabilities held for sale3
Other300
Total current liabilities of discontinued operations7,940
Long-term debt4,575
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits3,583
Asset retirement obligations12,819
Pension obligations939
Non-pension postretirement benefit obligations876
Spent nuclear fuel obligation1,210
Mark-to-market derivative liabilities513
Other1,161
Total long-term debt, deferred credits, and other liabilities of discontinued operations25,676
Total liabilities of discontinued operations$33,616

The following table presents selected financial information regarding cash flows of the discontinued operations that are included within Exelon’s Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and March 31, 2021.

Three Months Ended March 31, 2022
20222021
Non-cash items included in net income (loss) from discontinued operations:
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization$207$1,346
Gain on sales of assets and businesses9(71)
Deferred income taxes and amortization of investment tax credits(143)(234)
Net fair value changes related to derivatives(59)(178)
Net realized and unrealized losses (gains) on NDT fund investments205(118)
Net unrealized losses on equity investments1623
Other decommissioning-related activity36(332)
Cash flows from investing activities:
Capital expenditures(227)(394)
Collection of DPP1691,574
Supplemental cash flow information:
Decrease in capital expenditures not paid(128)(37)
Increase in DPP3481,339
Increase in PP&E related to ARO update335—

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters

3. Regulatory Matters (All Registrants)

As discussed in Note 3 — Regulatory Matters of the Exelon 2021 Form 10-K, the Registrants are involved in rate and regulatory proceedings at FERC and their state commissions. The following discusses developments in 2022 and updates to the 2021 Form 10-K.

Distribution Base Rate Case Proceedings

The following tables show the completed and pending distribution base rate case proceedings in 2022.

Completed Distribution Base Rate Case Proceedings

Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement IncreaseApproved Revenue Requirement IncreaseApproved ROEApproval DateRate Effective Date
ComEd - Illinois(a)April 16, 2021Electric$51$467.36%December 1, 2021January 1, 2022
PECO - PennsylvaniaMarch 30, 2021Electric246132N/A(b)November 18, 2021January 1, 2022
BGE - Maryland(c)May 15, 2020 (amended September 11, 2020)Electric2031409.50%December 16, 2020January 1, 2021
Natural Gas108749.65%
Pepco - District of Columbia(d)May 30, 2019 (amended June 1, 2020)Electric1361099.275%June 8, 2021July 1, 2021
Pepco - Maryland(e)October 26, 2020 (amended March 31, 2021)Electric104529.55%June 28, 2021June 28, 2021
DPL - Maryland(f)September 1, 2021 (amended December 23, 2021)Electric27139.60%March 2, 2022March 2, 2022
ACE - New Jersey(g)December 9, 2020 (amended February 26, 2021)Electric67419.60%July 14, 2021January 1, 2022

(a)ComEd's 2022 approved revenue requirement reflects an increase of $37 million for the initial year revenue requirement for 2022 and an increase of $9 million related to the annual reconciliation for 2020. The revenue requirement for 2022 provides for a weighted average debt and equity return on distribution rate base of 5.72%, inclusive of an allowed ROE of 7.36%, reflecting the monthly average yields for 30-year treasury bonds plus 580 basis points. The reconciliation revenue requirement for 2020 provides for a weighted average debt and equity return on distribution rate base of 5.69%, inclusive of an allowed ROE of 7.29%, reflecting the monthly yields on 30-year treasury bonds plus 580 basis points less a performance metrics penalty of 7 basis points.

(b)The PECO electric base rate case proceeding was resolved through a settlement agreement, which did not specify an approved ROE.

(c)Reflects a three-year cumulative multi-year plan for 2021 through 2023. The MDPSC awarded BGE electric revenue requirement increases of $59 million, $39 million, and $42 million, before offsets, in 2021, 2022, and 2023, respectively, and natural gas revenue requirement increases of $53 million, $11 million, and $10 million, before offsets, in 2021, 2022, and 2023, respectively. BGE proposed to use certain tax benefits to fully offset the increases in 2021 and 2022 and partially offset the increase in 2023. However, the MDPSC utilized the tax benefits to fully offset the increases in 2021 and January 2022 such that customer rates remained unchanged. For the remainder of 2022, the MDPSC chose to offset only 25% of the cumulative 2021 and 2022 electric revenue requirement increases and 50% of the cumulative gas revenue requirement increases. Whether certain tax benefits will be used to offset the customer rate increases in 2023 has not been decided, and BGE cannot predict the outcome.

(d)Reflects a cumulative multi-year plan with 18-months remaining in 2021 through 2022. The DCPSC awarded Pepco electric incremental revenue requirement increases of $42 million and $67 million, before offsets, for 2021 and 2022, respectively. However, the DCPSC utilized the acceleration of refunds for certain tax benefits along with other rate relief to partially offset the customer rate increases by $22 million and $40 million for 2021 and 2022, respectively.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters

(e)Reflects a three-year cumulative multi-year plan for April 1, 2021 through March 31, 2024. The MDPSC awarded Pepco electric incremental revenue requirement increases of $21 million, $16 million, and $15 million, before offsets, for the 12-month periods ending March 31, 2022, 2023, and 2024, respectively. Pepco proposed to utilize certain tax benefits to fully offset the increase through 2023 and partially offset customer rate increases in 2024. However, the MDPSC only utilized the acceleration of refunds for certain tax benefits to fully offset the increases such that customer rates remain unchanged through March 31, 2022. On February 23, 2022, the MDPSC chose to offset 25% of the cumulative revenue requirement increase for the 12-month period ending March 31, 2023. Whether certain tax benefits will be used to offset the customer rate increases for the 12-month period ending March 31, 2024 has not been decided, and Pepco cannot predict the outcome.

(f)The approved settlement reflects a 9.60% ROE, which is solely for the purposes of calculating AFUDC and regulatory asset carrying costs.

(g)Requested and approved increases are before New Jersey sales and use tax. The order allows ACE to retain approximately $11 million of certain tax benefits which resulted in a decrease to income tax expense in Exelon's, PHI's, and ACE's Consolidated Statements of Operations and Comprehensive Income in the third quarter of 2021.

Pending Distribution Base Rate Case Proceedings

Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement IncreaseRequested ROEExpected Approval Timing
ComEd - Illinois(a)April 15, 2022Electric$1997.85%Fourth quarter of 2022
PECO - PennsylvaniaMarch 31, 2022Natural Gas8210.95%Fourth quarter of 2022
DPL - Delaware(b)January 14, 2022 (amended February 28, 2022)Natural Gas1510.30%First quarter of 2023

(a)ComEd's 2023 requested revenue requirement reflects an increase of $144 million for the initial year revenue requirement for 2023 and an increase of $55 million related to the annual reconciliation for 2021. The revenue requirement for 2023 provides for a weighted average debt and equity return on distribution rate base of 5.94%, inclusive of an allowed ROE of 7.85%, reflecting the average monthly yields for 30-year treasury bonds plus 580 basis points. The reconciliation revenue requirement for 2021 provides for a weighted average debt and equity return on distribution rate base of 5.91%, inclusive of an allowed ROE of 7.78%, reflecting the average monthly yields for 30-year treasury bonds plus 580 basis points less a performance metrics penalty of 7 basis points. This is ComEd's last performance-based electric distribution formula rate update filing under EIMA as a result of the law authorizing the rate setting process sunsetting at the end of 2022. See Note 3. - Regulatory Matters of the Exelon 2021 Form 10-K for additional information on ComEd's transition away from the electric distribution formula rate.

(b)The rates will go into effect on August 14, 2022, subject to refund.

Transmission Formula Rates

The Utility Registrants' transmission rates are each established based on a FERC-approved formula. ComEd, BGE, Pepco, DPL, and ACE are required to file an annual update to the FERC-approved formula on or before May 15, and PECO is required to file on or before May 31, with the resulting rates effective on June 1 of the same year. The annual update for ComEd is based on prior year actual costs and current year projected capital additions (initial year revenue requirement). The update for ComEd also reconciles any differences between the revenue requirement in effect beginning June 1 of the prior year and actual costs incurred for that year (annual reconciliation). The annual update for BGE is based on prior year actual costs and current year projected capital additions, accumulated depreciation, depreciation and amortization expense, and accumulated deferred income taxes. The update for BGE also reconciles any differences between the actual costs and actual revenues for the calendar year (annual reconciliation).

For 2022, the following total increases were included in ComEd’s and BGE's electric transmission formula rate update. PECO, Pepco, DPL, and ACE intend to file by the required deadline for the annual update.

Registrant**(a)**Initial Revenue Requirement IncreaseAnnual Reconciliation DecreaseTotal Revenue Requirement IncreaseAllowed Return on Rate Base**(c)**Allowed ROE**(d)**
ComEd$24$(24)$—8.11%11.50%
BGE25(4)16(b)7.30%10.50%

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters

(a)All rates are effective June 1, 2022 - May 31, 2023, subject to review by interested parties pursuant to review protocols of ComEd's and BGE's tariff.

(b)The increase in BGE's transmission revenue requirement includes a $5 million reduction related to a FERC-approved dedicated facilities charge to recover the costs of providing transmission service to specifically designated load by BGE.

(c)Represents the weighted average debt and equity return on transmission rate bases.

(d)As part of the FERC-approved settlements of ComEd’s 2007 transmission rate case, the rate of return on common equity is 11.50%, inclusive of a 50-basis-point incentive adder for being a member of a RTO, and the common equity component of the ratio used to calculate the weighted average debt and equity return for the transmission formula rate is currently capped at 55%. As part of the FERC-approved settlement of the ROE complaint against BGE, the rate of return on common equity is 10.50%, inclusive of a 50-basis-point incentive adder for being a member of a RTO.

Other State Regulatory Matters

Illinois Regulatory Matters

CEJA (Exelon and ComEd). On September 15, 2021, the Governor of Illinois signed into law CEJA. CEJA includes, among other features, (1) procurement of CMCs from qualifying nuclear-powered generating facilities, (2) a requirement to file a general rate case or a new four-year multi-year plan no later than January 20, 2023 to establish rates effective after ComEd’s existing performance-based distribution formula rate sunsets, (3) an extension of and certain adjustments to ComEd’s energy efficiency MWh savings goals, (4) revisions to the Illinois RPS requirements, including expanded charges for the procurement of RECs from wind and solar generation, (5) a requirement to accelerate amortization of ComEd’s unprotected excess deferred income taxes ("EDIT") that ComEd was previously directed by the ICC to amortize using the average rate assumption method which equates to approximately 39.5 years, and (6) requirements that the ICC initiate and conduct various regulatory proceedings on subjects including ethics, spending, grid investments, and performance metrics. Regulatory or legal challenges regarding the validity or implementation of CEJA are possible and Exelon and ComEd cannot reasonably predict the outcome of any such challenges.

The ICC initiated a docket to accelerate and fully credit to customers TCJA unprotected property-related EDIT no later than December 31, 2025. On April 13, 2022, a stipulation and agreement on the schedule for the acceleration of EDIT amortization was submitted by ComEd, the Illinois Attorney General's Office, and the Citizens Utility Board. At this time, ComEd cannot predict an outcome of these proceedings.

See Note 3 — Regulatory Matters of the Exelon 2021 Form 10-K for additional information on CEJA (referred to as Clean Energy Law).

New Jersey Regulatory Matters

Termination of Energy Procurement Provisions of PPAs (Exelon, PHI, and ACE).

On December 22, 2021, ACE filed with the NJBPU a petition to terminate the provisions in the PPAs to purchase electricity from two coal-powered generation facilities located in the state of New Jersey. The petition was approved by the NJBPU on March 23, 2022. Upon closing of the transaction on March 31, 2022, ACE recognized a liability of $203 million for the contract termination fee, which is to be paid by the end of 2024, and recognized a corresponding regulatory asset of $203 million.

As of March 31, 2022, the $203 million liability for the contract termination fee consists of $85 million and $118 million included in Other current liabilities and Other deferred credits and other liabilities, respectively, in Exelon's Consolidated Balance Sheet. As of March 31, 2022, the current and noncurrent liability is included in PPA termination obligation and Other deferred credits and other liabilities, respectively, in PHI's and ACE's Consolidated Balance Sheets.

Regulatory Assets and Liabilities

The Utility Registrants' regulatory assets and liabilities have not changed materially since December 31, 2021, unless noted below. See Note 3 — Regulatory Matters of the Exelon 2021 Form 10-K for additional information on the specific regulatory assets and liabilities.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters

PECO. Regulatory assets increased $66 million primarily due to an increase of $60 million in the Deferred Income Taxes regulatory asset. Regulatory liabilities decreased by $112 million primarily due to a decrease of $111 million in the Nuclear Decommissioning regulatory liability.

BGE. Regulatory assets decreased $50 million primarily due to a decrease of $19 million in the Electric Energy and Natural Gas Costs regulatory asset and $16 million in the Energy Efficiency and Demand Response Programs regulatory asset. Regulatory liabilities decreased $53 million primarily due to a decrease of $65 million in the Deferred Income Taxes regulatory liability.

ACE. Regulatory assets increased $205 million primarily due to an increase in the Electric Energy Costs regulatory asset as a result of the PPA termination. Regulatory liabilities decreased $19 million primarily due to a decrease of $9 million in the Deferred Income Taxes regulatory liability and $5 million in the Electric Energy Costs regulatory liability.

Capitalized Ratemaking Amounts Not Recognized

The following table presents authorized amounts capitalized for ratemaking purposes related to earnings on shareholders' investment that are not recognized for financial reporting purposes in the Registrants' Consolidated Balance Sheets. These amounts will be recognized as revenues in the related Consolidated Statements of Operations and Comprehensive Income in the periods they are billable to the Utility Registrants' customers.

ExelonComEd**(a)**PECOBGE**(b)**PHIPepco**(c)**DPL**(c)**ACE
March 31, 2022$49$2$—$34$13$11$2$—
December 31, 2021431—37532—

(a)Reflects ComEd's unrecognized equity returns earned for ratemaking purposes on its energy efficiency and electric distribution formula rate regulatory assets.

(b)BGE's authorized amounts capitalized for ratemaking purposes primarily relate to earnings on shareholder's investment on its AMI programs.

(c)Pepco's and DPL's authorized amounts capitalized for ratemaking purposes relate to earnings on shareholder's investment on their respective AMI Programs and Energy Efficiency and Demand Response Programs, and for Pepco District of Columbia revenue decoupling program. The earnings on energy efficiency are on Pepco District of Columbia and DPL Delaware programs only.

4. Revenue from Contracts with Customers (All Registrants)

The Registrants recognize revenue from contracts with customers to depict the transfer of goods or services to customers at an amount that the entities expect to be entitled to in exchange for those goods or services. The primary sources of revenue include regulated electric and gas tariff sales, distribution, and transmission services.

See Note 4 — Revenue from Contracts with Customers of the Exelon 2021 Form 10-K for additional information regarding the primary sources of revenue for the Registrants.

Contract Liabilities

The Registrants record contract liabilities when consideration is received or due prior to the satisfaction of the performance obligations. The Registrants record contract liabilities in Other current liabilities and Other noncurrent liabilities in their Consolidated Balance Sheets.

For PHI, Pepco, DPL, and ACE these contract liabilities primarily relate to upfront consideration received in the third quarter of 2020 for a collaborative arrangement with an unrelated owner and manager of communication infrastructure. The revenue attributable to this arrangement will be recognized as operating revenue over the 35 years under the collaborative arrangement.

Revenues recognized were immaterial for Exelon, PHI, Pepco, DPL, and ACE for the three months ended March 31, 2022 and 2021. As of March 31, 2022 and December 31, 2021, ComEd's, PECO's, and BGE's contract liabilities were immaterial.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 4 — Revenue from Contracts with Customers

Transaction Price Allocated to Remaining Performance Obligations

The following table shows the amounts of future revenues expected to be recorded in each year for performance obligations that are unsatisfied or partially unsatisfied as of March 31, 2022. This disclosure only includes contracts for which the total consideration is fixed and determinable at contract inception. The average contract term varies by customer type and commodity but ranges from one month to several years.

This disclosure excludes the Utility Registrants' gas and electric tariff sales contracts and transmission revenue contracts as they generally have an original expected duration of one year or less and, therefore, do not contain any future, unsatisfied performance obligations to be included in this disclosure.

20222023202420252026 and thereafterTotal
Exelon$6$8$6$5$82$107
PHI686582107
Pepco46556585
DPL11——911
ACE111—811

Revenue Disaggregation

The Registrants disaggregate revenue recognized from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. See Note 5 — Segment Information for the presentation of the Registrant's revenue disaggregation.

5. Segment Information (All Registrants)

Operating segments for each of the Registrants are determined based on information used by the CODMs in deciding how to evaluate performance and allocate resources at each of the Registrants.

Exelon has six reportable segments, which include ComEd, PECO, BGE, and PHI's three reportable segments consisting of Pepco, DPL, and ACE. ComEd, PECO, BGE, Pepco, DPL, and ACE each represent a single reportable segment, and as such, no separate segment information is provided for these Registrants. Exelon, ComEd, PECO, BGE, Pepco, DPL, and ACE's CODMs evaluate the performance of and allocate resources to ComEd, PECO, BGE, Pepco, DPL, and ACE based on net income.

An analysis and reconciliation of the Registrants’ reportable segment information to the respective information in the consolidated financial statements for the three months ended March 31, 2022 and 2021 is as follows:

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 5 — Segment Information

Three Months Ended March 31, 2022 and 2021

ComEdPECOBGEPHIOther**(a)**Intersegment EliminationsExelon
Operating revenues**(b)****:**
2022
Electric revenues$1,734$741$736$1,318$—$(7)$4,522
Natural gas revenues—30641883—(2)$805
Shared service and other revenues———3576(579)$—
Total operating revenues$1,734$1,047$1,154$1,404$576$(588)$5,327
2021
Electric revenues$1,535$661$632$1,170$—$(7)$3,991
Natural gas revenues—22834271——641
Shared service and other revenues———3491(494)—
Total operating revenues$1,535$889$974$1,244$491$(501)$4,632
Intersegment revenues**(c)****:**
2022$6$1$7$3$576$(587)$6
20216263487(497)7
Depreciation and amortization:
2022$321$92$171$218$15$—$817
20212928615221017—757
Operating expenses:
2022$1,406$793$919$1,215$625$(531)$4,427
20211,2106797521,058448(339)3,808
Interest expense, net:
2022$100$41$35$69$93$—$338
20219638346783—318
Income (loss) from continuing operations before income taxes:
2022$240$220$207$137$(62)$(43)$699
2021236177196136(32)(149)564
Income Taxes:
2022$52$14$9$7$146$(10)$218
20213910(13)87(12)39
Net income (loss) from continuing operations:
2022$188$206$198$130$(208)$(33)$481
2021197167209128(39)(137)525
Capital Expenditures:
2022$617$344$303$409$22$—$1,695
202161329533645646—1,746
Total assets:
March 31, 2022$37,013$14,113$12,509$25,636$7,583$(4,156)$92,698
December 31, 202136,47013,82412,32424,7447,634(8,319)86,677

(a)Other primarily includes Exelon’s corporate operations, shared service entities, and other financing and investment activities.

(b)Includes gross utility tax receipts from customers. The offsetting remittance of utility taxes to the governing bodies is recorded in expenses in the Registrants’ Consolidated Statements of Operations and Comprehensive Income. See Note 14 — Supplemental Financial Information for additional information on total utility taxes.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 5 — Segment Information

(c)See Note 15 — Related Party Transactions for additional information on intersegment revenues.

PHI:

PepcoDPLACEOther**(a)**Intersegment EliminationsPHI
Operating revenues**(b)****:**
2022
Electric revenues$614$348$349$—$7$1,318
Natural gas revenues—83———83
Shared service and other revenues———107(104)3
Total operating revenues$614$431$349$107$(97)$1,404
2021
Electric revenues$553$311$310$—$(4)$1,170
Natural gas revenues—71———71
Shared service and other revenues———95(92)3
Total operating revenues$553$382$310$95$(96)$1,244
Intersegment revenues**(c)****:**
2022$1$1$1$97$(97)$3
202112195(96)3
Depreciation and amortization:
2022$108$57$47$6$—$218
202110253478—210
Operating expenses:
2022$547$357$311$97$(97)$1,215
202146630928297(96)1,058
Interest expense, net:
2022$36$16$14$3$—$69
20213415153—67
Income (loss) before income taxes:
2022$44$60$27$6$—$137
2021656114(4)—136
Income Taxes:
2022$(2)$4$1$4$—$7
202165—(3)—8
Net income (loss):
2022$46$56$26$2$—$130
2021595614(1)—128
Capital Expenditures:
2022$218$103$87$1$—$409
20212201121231—456
Total assets:
March 31, 2022$10,458$5,573$4,929$4,720$(44)$25,636
December 31, 20219,9035,4124,5564,933(60)24,744

(a)Other primarily includes PHI’s corporate operations, shared service entities, and other financing and investment activities.

(b)Includes gross utility tax receipts from customers. The offsetting remittance of utility taxes to the governing bodies is recorded in expenses in the Registrants’ Consolidated Statements of Operations and Comprehensive Income. See Note 14 — Supplemental Financial Information for additional information on total utility taxes.

(c)Includes intersegment revenues with ComEd, BGE, and PECO, which are eliminated at Exelon.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 5 — Segment Information

The following tables disaggregate the Registrants' revenues recognized from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. For the Utility Registrants, the disaggregation of revenues reflects the two primary utility services of electric sales and natural gas sales (where applicable), with further disaggregation of these tariff sales provided by major customer groups. Exelon’s disaggregated revenues are consistent with the Utility Registrants, but exclude any intercompany revenues.

Three Months Ended March 31, 2022
Revenues from contracts with customersComEdPECOBGEPHIPepcoDPLACE
Electric revenues
Residential$857$487$417$652$275$207$170
Small commercial & industrial42311181141385647
Large commercial & industrial153641313232532644
Public authorities & electric railroads148716844
Other(a)2396297193465681
Total electric revenues**(b)**$1,686$732$733$1,325$620$349$346
Natural gas revenues
Residential$—$218$282$51$—$51$—
Small commercial & industrial—764521—21—
Large commercial & industrial——653—3—
Transportation—8—4—4—
Other(c)—3354—4—
Total natural gas revenues**(d)**$—$305$427$83$—$83$—
Total revenues from contracts with customers$1,686$1,037$1,160$1,408$620$432$346
Other revenues
Revenues from alternative revenue programs$40$6$(12)$(5)$(7)$(1)$3
Other electric revenues(e)83411——
Other natural gas revenues(e)—12————
Total other revenues$48$10$(6)$(4)$(6)$(1)$3
Total revenues for reportable segments$1,734$1,047$1,154$1,404$614$431$349

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 5 — Segment Information

Three Months Ended March 31, 2021
Revenues from contracts with customersComEdPECOBGEPHIPepcoDPLACE
Electric revenues
Residential$741$433$362$605$253$190$162
Small commercial & industrial36710069118334639
Large commercial & industrial134571052481842143
Public authorities & electric railroads119713643
Other(a)2205277143514152
Total electric revenues**(b)**$1,473$651$620$1,127$527$302$299
Natural gas revenues
Residential$—$160$216$46$—$46$—
Small commercial & industrial—593518—18—
Large commercial & industrial——542—2—
Transportation—7—4—4—
Other(c)—2311—1—
Total natural gas revenues**(d)**$—$228$336$71$—$71$—
Total revenues from contracts with customers$1,473$879$956$1,198$527$373$299
Other revenues
Revenues from alternative revenue programs$54$10$18$46$26$9$11
Other electric revenues(e)8——————
Total other revenues$62$10$18$46$26$9$11
Total revenues for reportable segments$1,535$889$974$1,244$553$382$310

(a)Includes revenues from transmission revenue from PJM, wholesale electric revenue and mutual assistance revenue.

(b)Includes operating revenues from affiliates in 2022 and 2021 respectively of:

  • $6 million, $6 million at ComEd

  • $1 million, $1 million at PECO

  • $2 million, $2 million at BGE

  • $3 million, $3 million at PHI

  • $1 million, $1 million at Pepco

  • $2 million, $2 million at DPL

  • $1 million, $1 million at ACE

(c)Includes revenues from off-system natural gas sales.

(d)Includes operating revenues from affiliates in 2022 and 2021 respectively of:

  • less than $1 million, less than $1 million at PECO

  • $6 million, $4 million at BGE

(e)Includes late payment charge revenues.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 6 — Accounts Receivable

6. Accounts Receivable (All Registrants)

Allowance for Credit Losses on Accounts Receivable

The following tables present the rollforward of Allowance for Credit Losses on Customer Accounts Receivable.

Three Months Ended March 31, 2022
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance as of December 31, 2021$320$73$105$38$104$37$18$49
Plus: Current period provision for expected credit losses(a)110263126271179
Less: Write-offs, net of recoveries(b)(c)41711518819
Balance as of March 31, 2022$389$92$125$59$113$40$24$49
Three Months Ended March 31, 2021
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance as of December 31, 2020$334$97$116$35$86$32$22$32
Plus: Current period provision for expected credit losses(d)7021209201163
Less: Write-offs, net of recoveries(b)271561523—
Balance as of March 31, 2021$377$103$130$43$101$41$25$35

(a)For PECO, BGE and ACE, the increase is primarily as a result of increased receivable balances due to the increased aging of receivables. For BGE, also reflects increased receivable balance due to colder weather.

(b)Recoveries were not material to the Registrants.

(c)For ACE, the increase in 2022 is primarily related to the termination of the moratorium, which beginning in March 2020, prevented customer disconnections for non-payment. With disconnection activities restarting in January 2022, write-offs of aging accounts receivable increased throughout the year.

(d)The increase is primarily as a result of increased receivable balances due to the colder weather and the increased aging of receivables, the temporary suspension of customer disconnections for non-payment, temporary cessation of new late payment fees, and reconnection of service for customers previously disconnected due to COVID-19.

The following tables present the rollforward of Allowance for Credit Losses on Other Accounts Receivable.

Three Months Ended March 31, 2022
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance as of December 31, 2021$72$17$7$9$39$16$8$15
Plus: Current period provision for expected credit losses144334211
Less: Write-offs, net of recoveries(a)51112——2
Balance as of March 31, 2022$81$20$9$11$41$18$9$14
Three Months Ended March 31, 2021
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance as of December 31, 2020$71$21$8$9$33$13$9$11
Plus: Current period provision for expected credit losses101414211
Less: Write-offs, net of recoveries(a)2—11————
Balance as of March 31, 2021$79$22$11$9$37$15$10$12

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 6 — Accounts Receivable


(a)Recoveries were not material to the Registrants.

Unbilled Customer Revenue

The following table provides additional information about unbilled customer revenues recorded in the Registrants' Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021.

Unbilled customer revenues**(a)**
ExelonComEdPECOBGEPHIPepcoDPLACE
March 31, 2022$629$189$127$139$174$89$50$35
December 31, 2021747240161171175825340

(a)Unbilled customer revenues are classified in Customer accounts receivables, net in the Registrants' Consolidated Balance Sheets.

Other Purchases of Customer and Other Accounts Receivables

The Utility Registrants are required, under separate legislation and regulations in Illinois, Pennsylvania, Maryland, District of Columbia, Delaware, and New Jersey, to purchase certain receivables from alternative retail electric and, as applicable, natural gas suppliers that participate in the utilities' consolidated billing. The following tables present the total receivables purchased.

Total receivables purchased
Exelon**(a)**ComEdPECOBGE**(a)**PHIPepcoDPLACE
Three months ended March 31, 2022$1,044$248$292$222$282$174$57$51
Three months ended March 31, 20211,0232662901992681665646

(a)Includes $4 million and $12 million of receivables purchased from Generation for the three months ended March 31, 2022 and 2021, respectively.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 7 — Income Taxes

7. Income Taxes (All Registrants)

Rate Reconciliation

The effective income tax rate from continuing operations varies from the U.S. federal statutory rate principally due to the following:

Three Months Ended March 31, 2022**(a)**
ExelonComEdPECO**(b)**BGE**(b)**PHIPepco**(b)**DPLACE**(b)**
U.S. Federal statutory rate21.0%21.0%21.0%21.0%21.0%21.0%21.0%21.0%
Increase (decrease) due to:
State income taxes, net of Federal income tax benefit(c)21.18.0(0.1)2.43.7(4.5)6.26.8
Plant basis differences(3.6)(0.6)(11.3)(0.9)(1.6)(2.6)(0.7)(1.3)
Excess deferred tax amortization(11.5)(6.3)(3.2)(17.6)(17.7)(17.4)(19.4)(22.2)
Amortization of investment tax credit, including deferred taxes on basis difference(0.1)(0.1)—(0.1)(0.1)—(0.2)(0.2)
Tax credits(d)1.7(0.3)—(0.4)(0.4)(0.4)(0.3)(0.3)
Other(e)2.6——(0.1)0.2(0.6)0.1(0.1)
Effective income tax rate31.2%21.7%6.4%4.3%5.1%(4.5)%6.7%3.7%
Three Months Ended March 31, 2021**(a)**
ExelonComEdPECO**(f)**BGE**(f)**PHIPepcoDPLACE**(f)**
U.S. Federal statutory rate21.0%21.0%21.0%21.0%21.0%21.0%21.0%21.0%
Increase (decrease) due to:
State income taxes, net of Federal income tax benefit2.86.8(1.6)(10.1)6.15.56.46.9
Plant basis differences(3.4)(0.6)(10.5)(1.4)(1.5)(2.1)(0.7)(0.9)
Excess deferred tax amortization(12.0)(6.9)(3.2)(15.5)(19.3)(15.1)(18.5)(28.7)
Amortization of investment tax credit, including deferred taxes on basis difference(0.1)(0.1)—(0.1)(0.1)—(0.2)(0.2)
Tax credits(0.3)(0.2)—(0.4)(0.2)(0.2)(0.1)(0.3)
Other(1.1)(3.5)(0.1)(0.1)(0.1)0.10.32.2
Effective income tax rate6.9%16.5%5.6%(6.6)%5.9%9.2%8.2%—%

(a)Positive percentages represent income tax expense. Negative percentages represent income tax benefit.

(b)For PECO, the lower effective tax rate is primarily related to plant basis differences attributable to tax repair deductions. For BGE, the lower effective tax rate is primarily due to the Maryland multi-year plan which resulted in the acceleration of certain income tax benefits. For Pepco, the income tax benefit is primarily due to the Maryland and Washington, D.C. multi-year plans which resulted in the acceleration of certain income tax benefits. For ACE, the lower effective tax rate is primarily due to the acceleration of certain income tax benefits due to distribution rate case settlements.

(c)For Exelon, the higher state income taxes, net of federal income tax benefit, is primarily due to the long-term marginal state income tax rate change of approximately $67 million and the recognition of a valuation allowance of approximately $40 million against the net deferred tax asset position for certain standalone state filing jurisdictions as a result of the separation.

(d)For Exelon, reflects the income tax expense related to the write-off of federal tax credits subject to recapture of approximately $15 million as a result of the separation.

(e)For Exelon, primarily reflects the nondeductible transaction costs of approximately $19 million arising as part of the separation.

(f)For PECO, the lower effective tax rate is primarily related to plant basis differences attributable to tax repair deductions. For BGE, the income tax benefit is primarily due to the Maryland multi-year plan which resulted in the acceleration of

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 7 — Income Taxes

certain income tax benefits. For ACE, the lower effective tax rate is primarily due to the acceleration of certain income tax benefits due to distribution rate case settlements.

Unrecognized Tax Benefits

Exelon, PHI and ACE have the following unrecognized tax benefits as of March 31, 2022 and December 31, 2021. ComEd's, PECO's, BGE's, Pepco's, and DPL's amounts are not material.

ExelonPHIACE
March 31, 2022$146$56$16
December 31, 20211435616

(a)As of March 31, 2022, Exelon recorded a receivable of approximately $50 million in Noncurrent other assets in the Consolidated Balance Sheet for Constellation’s share of unrecognized tax benefits for periods prior to the separation.

Reasonably possible the total amount of unrecognized tax benefits could significantly increase or decrease within 12 months after the reporting date

As of March 31, 2022, ACE has approximately $14 million of unrecognized state tax benefits that could significantly decrease within the 12 months after the reporting date based on the outcome of pending court cases involving other taxpayers. The unrecognized tax benefit, if recognized, may be included in future base rates and that portion would have no impact to the effective tax rate.

Other Tax Matters

Separation (Exelon)

In connection with the separation, Exelon recorded an income tax expense related to continuing operations of approximately $148 million primarily due to the long-term marginal state income tax rate change of approximately $67 million discussed further below, the recognition of valuation allowances of approximately $40 million against the net deferred tax assets positions for certain standalone state filing jurisdictions, the write-off of federal and state tax credits subject to recapture of approximately $17 million, and nondeductible transaction costs for federal and state taxes of approximately $24 million.

Tax Matters Agreement (Exelon)

In connection with the separation, Exelon entered into a TMA with Constellation. The TMA governs the respective rights, responsibilities, and obligations between Exelon and Constellation after the separation with respect to tax liabilities, refunds and attributes for open tax years that Constellation was part of Exelon’s consolidated group for U.S. federal, state, and local tax purposes.

Indemnification for Taxes. As a former subsidiary of Exelon, Constellation has joint and several liability with Exelon to the IRS and certain state jurisdictions relating to the taxable periods prior to the separation. The TMA specifies that Constellation is liable for their share of taxes required to be paid by Exelon with respect to taxable periods prior to the separation to the extent Constellation would have been responsible for such taxes under the existing Exelon tax sharing agreement. As of March 31, 2022, Exelon recorded a receivable of approximately $55 million in Current other assets in the Consolidated Balance Sheet for Constellation’s share of taxes for periods prior to the separation.

Tax Refunds. The TMA specifies that Constellation is entitled to their share of any future tax refunds claimed by Exelon with respect to taxable periods prior to the separation to the extent that Constellation would have received such tax refunds under the existing Exelon tax sharing agreement.

Tax Attributes. At the date of separation certain tax attributes, primarily pre-closing tax credit carryforwards, that were generated by Constellation were required by law to be allocated to Exelon. The TMA also provides that Exelon will reimburse Constellation when those allocated tax credit carryforwards are utilized. As of March 31, 2022, Exelon recorded a payable of approximately $11 million and $484 million in Current other liabilities and Noncurrent other liabilities, respectively, in the Consolidated Balance Sheet for tax credit carryforwards that are expected to be utilized and reimbursed to Constellation.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 7 — Income Taxes

Long-Term Marginal State Income Tax Rate (All Registrants)

In the first quarter of 2022, Exelon updated its marginal state income tax rates for changes in state apportionment due to the separation, which resulted in an increase of approximately $67 million to the deferred tax liability at Exelon, and a corresponding adjustment to income tax expense, net of federal taxes.

8. Retirement Benefits (All Registrants)

Defined Benefit Pension and OPEB

Effective February 1, 2022, in connection with the separation, pension and OPEB obligations and assets for current and former employees of the Constellation business and certain other former employees of Exelon and its subsidiaries transferred to pension and OPEB plans and trusts maintained by Constellation or its subsidiaries. The Exelon New England Union Employees Pension Plan and Constellation Mystic Power, LLC Union Employees Pension Plan Including Plan A and Plan B were transferred. The following OPEB plans were also transferred: Constellation Mystic Power, LLC Post-Employment Medical Account Savings Plan, Exelon New England Union Post-Employment Medical Savings Account Plan, and the Nine Mile Point Nuclear Station, LLC Medical Care and Prescription Drug Plan for Retired Employees.

As a result of the separation, Exelon restructured certain of its qualified pension plans. Pension obligations and assets for current and former employees continuing with Exelon and who are participants in the Exelon Employee Pension Plan for Clinton, TMI, and Oyster Creek, Pension Plan of Constellation Energy Nuclear Group, LLC, and Nine Mile Point Pension Plan were merged into the Pension Plan of Constellation Energy Group, Inc, which was subsequently renamed, Exelon Pension Plan (EPP). Exelon employees who participated in these plans prior to the separation now participate in the EPP. The merging of the plans did not change the benefits offered to the plan participants and, thus, had no impact on Exelon's pension obligations.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 8 — Retirement Benefits

The tables below show the pension and OPEB plans in which employees of each operating company participated as of March 31, 2022:

Operating Company**(a)**
Name of Plan:ComEdPECOBGEPHIPepcoDPLACE
Qualified Pension Plans:
Exelon Corporation Retirement ProgramXXXXXXX
Exelon Corporation Pension Plan for Bargaining Unit EmployeesX
Exelon Pension PlanXXXXXXX
Pepco Holdings LLC Retirement PlanXXXXXXX
Non-Qualified Pension Plans:
Exelon Corporation Supplemental Pension Benefit Plan and 2000 Excess Benefit PlanXXX
Exelon Corporation Supplemental Management Retirement PlanXXXXX
Constellation Energy Group, Inc. Senior Executive Supplemental PlanXX
Constellation Energy Group, Inc. Supplemental Pension PlanXX
Constellation Energy Group, Inc. Benefits Restoration PlanXXX
Baltimore Gas & Electric Company Executive Benefit PlanX
Baltimore Gas & Electric Company Manager Benefit PlanXX
Pepco Holdings LLC 2011 Supplemental Executive Retirement PlanXXXX
Conectiv Supplemental Executive Retirement PlanXXX
Pepco Holdings LLC Combined Executive Retirement PlanXX
Atlantic City Electric Director Retirement PlanXX

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 8 — Retirement Benefits

Operating Company**(a)**
Name of Plan:ComEdPECOBGEPHIPepcoDPLACE
OPEB Plans:
PECO Energy Company Retiree Medical PlanXXXXXXX
Exelon Corporation Health Care ProgramXXXXXXX
Exelon Corporation Employees’ Life Insurance PlanXXX
Exelon Corporation Health Reimbursement Arrangement PlanXXX
BGE Retiree Medical PlanXXXXXX
BGE Retiree Dental PlanX
Exelon Employee Life Insurance Plan and Family Life Insurance PlanXXXXX
Exelon Retiree Medical Plan of Constellation Energy Nuclear Group, LLCXXX
Exelon Retiree Dental Plan of Constellation Energy Nuclear Group, LLCXXX
Pepco Holdings LLC Welfare Plan for RetireesXXXXXXX

(a)Employees generally remain in their legacy benefit plans when transferring between operating companies.

As of February 1, 2022, in connection with the separation, Exelon's pension and OPEB plans were remeasured. The remeasurement and separation resulted in a decrease to the pension obligation, net of plan assets, of $921 million and a decrease to the OPEB obligation of $893 million. Additionally, accumulated other comprehensive loss, decreased by $1,994 million (after-tax) and regulatory assets and liabilities increased by $14 million and $5 million respectively. Key assumptions were held consistent with the year end December 31, 2021 assumptions with the exception of the discount rate.

The majority of the 2022 pension benefit cost for the Exelon-sponsored plans is calculated using an expected long-term rate of return on plan assets of 7.00% and a discount rate of 3.24%. The majority of the 2022 OPEB cost is calculated using an expected long-term rate of return on plan assets of 6.44% for funded plans and a discount rate of 3.20%.

During the first quarter of 2022, Exelon received an updated valuation of its pension and OPEB to reflect actual census data as of February 1, 2022. This valuation resulted in a decrease to the pension obligation of $24 million and an increase to the OPEB obligation of $5 million. Additionally, accumulated other comprehensive loss increased by $5 million (after-tax) and regulatory assets and liabilities decreased by $30 million and $3 million, respectively.

A portion of the net periodic benefit cost for all plans is capitalized within the Consolidated Balance Sheets. The following table presents the components of Exelon's net periodic benefit costs, prior to capitalization, for the three months ended March 31, 2022 and 2021.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 8 — Retirement Benefits

Pension BenefitsOPEB
Three Months Ended March 31,Three Months Ended March 31,
2022202120222021
Components of net periodic benefit cost:
Service cost$61$74$10$14
Interest cost1101021917
Expected return on assets(209)(213)(25)(26)
Amortization of:
Prior service cost (credit)11(5)(6)
Actuarial loss7610047
Curtailment benefits———(1)
Net periodic benefit cost$39$64$3$5

The amounts below represent the Registrants' allocated pension and OPEB costs. For Exelon, the service cost component is included in Operating and maintenance expense and Property, plant, and equipment, net while the non-service cost components are included in Other, net and Regulatory assets. For the Utility Registrants, the service cost and non-service cost components are included in Operating and maintenance expense and Property, plant, and equipment, net in their consolidated financial statements.

Three Months Ended March 31,
Pension and OPEB Costs20222021
Exelon$42$69
ComEd1632
PECO(2)2
BGE1115
PHI1312
Pepco22
DPL11
ACE33

Defined Contribution Savings Plan

The Registrants participate in a 401(k) defined contribution savings plan that is sponsored by Exelon. The plan is qualified under applicable sections of the IRC and allow employees to contribute a portion of their pre-tax and/or after-tax income in accordance with specified guidelines. All Registrants match a percentage of the employee contributions up to certain limits. The following table presents the matching contributions to the savings plans for the three months ended March 31, 2022 and 2021, respectively.

Three Months Ended March 31,
Savings Plans Matching Contributions20222021
Exelon$20$20
ComEd88
PECO33
BGE22
PHI33
Pepco11
DPL11
ACE——

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 9 — Derivative Financial Instruments

9. Derivative Financial Instruments (All Registrants)

The Registrants use derivative instruments to manage commodity price risk related to ongoing business operations.

Authoritative guidance requires that derivative instruments be recognized as either assets or liabilities at fair value, with changes in fair value of the derivative recognized in earnings immediately. Other accounting treatments are available through special election and designation, provided they meet specific, restrictive criteria both at the time of designation and on an ongoing basis. These alternative permissible accounting treatments include NPNS, cash flow hedges, and fair value hedges. At ComEd, derivative economic hedges related to commodities are recorded at fair value and offset by a corresponding regulatory asset or liability. For all NPNS derivative instruments, accounts receivable or accounts payable are recorded when derivatives settle and revenue or expense is recognized in earnings as the underlying physical commodity is sold or consumed.

ComEd’s use of cash collateral is generally unrestricted unless ComEd is downgraded below investment grade. Cash collateral held by PECO, BGE, Pepco, DPL, and ACE must be deposited in an unaffiliated major U.S. commercial bank or foreign bank with a U.S. branch office that meet certain qualifications.

Commodity Price Risk

The Registrants employ established policies and procedures to manage their risks associated with market fluctuations in commodity prices by entering into physical and financial derivative contracts, which are either determined to be non-derivative or classified as economic hedges. The Utility Registrants procure electric and natural gas supply through a competitive procurement process approved by each of the respective state utility commissions. The Utility Registrants’ hedging programs are intended to reduce exposure to energy and natural gas price volatility and have no direct earnings impact as the costs are fully recovered from customers through

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 9 — Derivative Financial Instruments

regulatory-approved recovery mechanisms. The following table provides a summary of the Utility Registrants’ primary derivative hedging instruments, listed by commodity and accounting treatment.

RegistrantCommodityAccounting TreatmentHedging Instrument
ComEdElectricityNPNSFixed price contracts based on all requirements in the IPA procurement plans.
ElectricityChanges in fair value of economic hedge recorded to an offsetting regulatory asset or liability(a)20-year floating-to-fixed energy swap contracts beginning June 2012 based on the renewable energy resource procurement requirements in the Illinois Settlement Legislation of approximately 1.3 million MWhs per year.
PECOElectricityNPNSFixed price contracts for default supply requirements through full requirements contracts.
GasNPNSFixed price contracts to cover about 10% of planned natural gas purchases in support of projected firm sales.
BGEElectricityNPNSFixed price contracts for all SOS requirements through full requirements contracts.
GasNPNSFixed price contracts for between 10-20% of forecasted system supply requirements for flowing (i.e., non-storage) gas for the November through March period.
PepcoElectricityNPNSFixed price contracts for all SOS requirements through full requirements contracts.
DPLElectricityNPNSFixed price contracts for all SOS requirements through full requirements contracts.
GasNPNSFixed and index priced contracts through full requirements contracts.
Changes in fair value of economic hedge recorded to an offsetting regulatory asset or liability(b)Exchange traded future contracts for up to 50% of estimated monthly purchase requirements each month, including purchases for storage injections.
ACEElectricityNPNSFixed price contracts for all BGS requirements through full requirements contracts.

(a)See Note 3 — Regulatory Matters of the 2021 Form 10-K for additional information.

(b)The fair value of the DPL economic hedge is not material as of March 31, 2022 and December 31, 2021.

The fair value of derivative economic hedges is presented in current and noncurrent Mark-to-market derivative liabilities in Exelon's and ComEd's Consolidated Balance Sheets.

Credit Risk

The Registrants would be exposed to credit-related losses in the event of non-performance by counterparties on executed derivative instruments. The credit exposure of derivative contracts, before collateral, is represented by the fair value of contracts at the reporting date. The Utility Registrants have contracts to procure electric and natural gas supply that provide suppliers with a certain amount of unsecured credit. If the exposure on the supply contract exceeds the amount of unsecured credit, the suppliers may be required to post collateral. The net credit exposure is mitigated primarily by the ability to recover procurement costs through customer rates. As of March 31, 2022, the amount of cash collateral held with external counterparties by Exelon, ComEd, PHI, and DPL was $192 million, $72 million, $86 million, and $73 million, respectively, which is recorded in Other current liabilities in Exelon's, ComEd's, PHI's, and DPL's Consolidated Balance Sheets. The amounts for PECO, BGE, Pepco, and ACE were not material as of March 31, 2022. As of December 31, 2021, the amounts for ComEd and DPL were $41 million and $43 million, respectively. The amounts for Exelon, PECO, BGE, PHI, Pepco, and ACE were not material as of December 31, 2021.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 9 — Derivative Financial Instruments

The Utility Registrants’ electric supply procurement contracts do not contain provisions that would require them to post collateral. PECO’s, BGE’s, and DPL’s natural gas procurement contracts contain provisions that could require PECO, BGE, and DPL to post collateral in the form of cash or credit support, which vary by contract and counterparty, with thresholds contingent upon PECO’s, BGE's, and DPL’s credit rating. As of March 31, 2022, PECO, BGE, and DPL were not required to post collateral for any of these agreements. If PECO, BGE, or DPL lost their investment grade credit rating as of March 31, 2022, they could have been required to post collateral to their counterparties of $39 million, $62 million, and $16 million, respectively.

10. Debt and Credit Agreements (All Registrants)

Short-Term Borrowings

Exelon Corporate, ComEd, and BGE meet their short-term liquidity requirements primarily through the issuance of commercial paper. PECO meets their short-term liquidity requirements primarily through the issuance of commercial paper and borrowings from the Exelon intercompany money pool. Pepco, DPL, and ACE meet their short-term liquidity requirements primarily through the issuance of commercial paper and borrowings from the PHI intercompany money pool. PHI Corporate meets its short-term liquidity requirements primarily through the issuance of short-term notes and borrowings from the Exelon intercompany money pool. The Registrants may use their respective credit facilities for general corporate purposes, including meeting short-term funding requirements and the issuance of letters of credit.

Commercial Paper

The following table reflects the Registrants' commercial paper programs as of March 31, 2022 and December 31, 2021. PECO and ComEd had no commercial paper borrowings as of March 31, 2022 and December 31, 2021.

Outstanding Commercial Paper as ofAverage Interest Rate on Commercial Paper Borrowings as of
Commercial Paper IssuerMarch 31, 2022December 31, 2021March 31, 2022December 31, 2021
Exelon(a)$250$5990.87%0.35%
BGE2501300.87%0.37%
PHI(b)—469—%0.35%
Pepco—175—%0.33%
DPL—149—%0.36%
ACE—145—%0.35%

(a)Exelon Corporate had no outstanding commercial paper borrowings as of March 31, 2022 and December 31, 2021.

(b)Represents the consolidated amounts of Pepco, DPL, and ACE.

Revolving Credit Agreements

On February 1, 2022, Exelon Corporate and the Utility Registrants' each entered into a new 5-year revolving credit facility that replaced its existing syndicated revolving credit facility. The following table reflects the credit agreements:

BorrowerAggregate Bank CommitmentInterest Rate
Exelon Corporate900SOFR plus 1.275%
ComEd1,000SOFR plus 1.000%
PECO600SOFR plus 0.900%
BGE600SOFR plus 0.900%
Pepco300SOFR plus 1.075%
DPL300SOFR plus 1.000%
ACE300SOFR plus 1.075%

See Note 17 — Debt and Credit Agreements of the Exelon 2021 Form 10-K for additional information on the Registrants' credit facilities.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 10 — Debt and Credit Agreements

Short-Term Loan Agreements

On March 23, 2017, Exelon Corporate entered into a term loan agreement for $500 million. The loan agreement was renewed on March 14, 2022 and will expire on March 16, 2023. Pursuant to the loan agreement, loans made thereunder bear interest at a variable rate equal to SOFR plus 0.65% and all indebtedness thereunder is unsecured. The loan agreement is reflected in Exelon's Consolidated Balance Sheets within Short-term borrowings.

On March 31, 2021, Exelon Corporate entered into a 364-day term loan agreement for $150 million with a variable interest rate of LIBOR plus 0.65% and an expiration date of March 30, 2022. Exelon Corporate repaid the term loan on March 30, 2022.

In connection with the separation, on January 24, 2022, Exelon Corporate entered into a 364-day term loan agreement for $1.15 billion. The loan agreement will expire on January 23, 2023. Pursuant to the loan agreement, loans made thereunder bear interest at a variable rate equal to SOFR plus 0.75% with a 22.5 basis point increase commencing on July 24, 2022. All indebtedness pursuant to the loan agreement is unsecured.

Long-Term Debt

Issuance of Long-Term Debt

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 10 — Debt and Credit Agreements

During the three months ended March 31, 2022, the following long-term debt was issued:

CompanyTypeInterest RateMaturityAmountUse of Proceeds
ExelonSMBC Term Loan AgreementSOFR plus 0.65%July 21, 2023$300Fund a cash payment to Constellation and for general corporate purposes.
ExelonU.S. Bank Term Loan AgreementSOFR plus 0.65%July 21, 2023300Fund a cash payment to Constellation and for general corporate purposes.
ExelonPNC Term Loan AgreementSOFR plus 0.65%July 24, 2023250Fund a cash payment to Constellation and for general corporate purposes.
ExelonNotes2.75%March 15, 2027650Repay existing indebtedness and for general corporate purposes.
ExelonNotes3.35%March 15, 2032650Repay existing indebtedness and for general corporate purposes.
ExelonNotes4.10%March 15, 2052700Repay existing indebtedness and for general corporate purposes.
ComEdFirst Mortgage Bonds, Series 1323.15%March 15, 2032300Repay outstanding commercial paper obligations and to fund other general corporate purposes.
ComEdFirst Mortgage Bonds, Series 1333.85%March 15, 2052450Repay outstanding commercial paper obligations and to fund other general corporate purposes.
Pepco(a)First Mortgage Bonds3.97%March 24, 2052400Repay existing indebtedness and for general corporate purposes.
DPLFirst Mortgage Bonds3.06%February 15, 2052125Repay existing indebtedness and for general corporate purposes.
ACEFirst Mortgage Bonds2.27%February 15, 203225Repay existing indebtedness and for general corporate purposes.
ACEFirst Mortgage Bonds3.06%February 15, 2052150Repay existing indebtedness and for general corporate purposes.

(a)On March 24, 2022, Pepco entered into a purchase agreement of First Mortgage Bonds of $225 million at 3.35% due on September 15, 2032. The closing date of the issuance is expected to occur in September 2022.

Long-Term Debt to Affiliates

As of December 31, 2021, Exelon Corporate had $319 million recorded to intercompany notes receivable from Generation. See Note 17 — Debt and Credit Agreements of the Exelon 2021 Form 10-K for additional information. In connection with the separation, on January 31, 2022, Exelon Corporate received cash from Generation of $258 million to settle the intercompany loan.

Debt Covenants

As of March 31, 2022, the Registrants are in compliance with debt covenants.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

11. Fair Value of Financial Assets and Liabilities (All Registrants)

Exelon measures and classifies fair value measurements in accordance with the hierarchy as defined by GAAP. The hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows:

  • Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the Registrants have the ability to liquidate as of the reporting date.

  • Level 2 - inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data.

  • Level 3 - unobservable inputs, such as internally developed pricing models or third-party valuations for the asset or liability due to little or no market activity for the asset or liability.

Fair Value of Financial Liabilities Recorded at Amortized Cost

The following tables present the carrying amounts and fair values of the Registrants’ short-term liabilities, long-term debt, and trust preferred securities (long-term debt to financing trusts or junior subordinated debentures) as of March 31, 2022 and December 31, 2021. The Registrants have no financial liabilities classified as Level 1.

The carrying amounts of the Registrants’ short-term liabilities as presented in their Consolidated Balance Sheets are representative of their fair value (Level 2) because of the short-term nature of these instruments.

March 31, 2022December 31, 2021
Carrying AmountFair ValueCarrying AmountFair Value
Level 2Level 3TotalLevel 2Level 3Total
Long-Term Debt, including amounts due within one year**(a)**
Exelon$37,162$35,174$2,645$37,819$32,902$34,897$2,217$37,114
ComEd10,51510,894—10,8949,77311,305—11,305
PECO4,1984,244504,2944,1974,740504,790
BGE3,9613,969—3,9693,9614,406—4,406
PHI8,2335,4532,5958,0487,5475,9702,1678,137
Pepco3,8412,9011,2724,1733,4453,2019754,176
DPL1,9351,3005921,8921,8101,4265521,978
ACE1,7571,0077321,7391,5821,0916411,732
Long-Term Debt to Financing Trusts
Exelon$390$—$435$435$390$—$470$470
ComEd205—228228205—248248
PECO184—207207184—222222

(a)Includes unamortized debt issuance costs, unamortized debt discount and premium, net, purchase accounting fair value adjustments, and finance lease liabilities which are not fair valued. Refer to Note 17 - Debt and Credit Agreements of the Exelon 2021 Form 10-K for unamortized debt issuance costs, unamortized debt discount and premium, net, and purchase accounting fair value adjustments and Note 11 - Leases of the Exelon 2021 Form 10-K for finance lease liabilities.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

Recurring Fair Value Measurements

The following tables present assets and liabilities measured and recorded at fair value in the Registrants' Consolidated Balance Sheets on a recurring basis and their level within the fair value hierarchy as of March 31, 2022 and December 31, 2021:

Exelon

As of March 31, 2022As of December 31, 2021
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$2,418$—$—$2,418$524$—$—$524
Rabbi trust investments
Cash equivalents65——6560——60
Mutual funds55——5560——60
Fixed income—9—9—10—10
Life insurance contracts—6337100—613798
Rabbi trust investments subtotal12072372291207137228
Total assets2,53872372,6476447137752
Liabilities
Mark-to-market derivative liabilities——(144)(144)——(219)(219)
Deferred compensation obligation—(84)—(84)—(131)—(131)
Total liabilities—(84)(144)(228)—(131)(219)(350)
Total net assets (liabilities)$2,538$(12)$(107)$2,419$644$(60)$(182)$402

(a)Exelon excludes cash of $470 million and $464 million as of March 31, 2022 and December 31, 2021, respectively, and restricted cash of $110 million and $49 million as of March 31, 2022 and December 31, 2021, respectively, and includes long-term restricted cash of $92 million and $44 million as of March 31, 2022 and December 31, 2021, respectively, which is reported in Other deferred debits in the Consolidated Balance Sheets.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

ComEd, PECO, and BGE

ComEdPECOBGE
As of March 31, 2022Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$537$—$—$537$9$—$—$9$—$—$—$—
Rabbi trust investments
Cash equivalents————1——1————
Mutual funds————9——97——7
Life insurance contracts—————17—17————
Rabbi trust investments subtotal————1017—277——7
Total assets537——5371917—367——7
Liabilities
Mark-to-market derivative liabilities(b)——(144)(144)————————
Deferred compensation obligation—(9)—(9)—(8)—(8)—(5)—(5)
Total liabilities—(9)(144)(153)—(8)—(8)—(5)—(5)
Total net assets (liabilities)$537$(9)$(144)$384$19$9$—$28$7$(5)$—$2
ComEdPECOBGE
As of December 31, 2021Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$237$—$—$237$9$—$—$9$—$—$—$—
Rabbi trust investments
Mutual funds————11——1114——14
Life insurance contracts—————16—16————
Rabbi trust investments subtotal————1116—2714——14
Total assets237——2372016—3614——14
Liabilities
Mark-to-market derivative liabilities(b)——(219)(219)————————
Deferred compensation obligation—(10)—(10)—(9)—(9)—(7)—(7)
Total liabilities—(10)(219)(229)—(9)—(9)—(7)—(7)
Total net assets (liabilities)$237$(10)$(219)$8$20$7$—$27$14$(7)$—$7

(a)ComEd excludes cash of $71 million and $105 million as of March 31, 2022 and December 31, 2021, respectively, and restricted cash of $73 million and $42 million as of March 31, 2022 and December 31, 2021, respectively, and includes long-term restricted cash of $92 million and $43 million as of March 31, 2022 and December 31, 2021, respectively, which is reported in Other deferred debits in the Consolidated Balance Sheets. PECO excludes cash of $25 million and $35 million as of March 31, 2022 and December 31, 2021, respectively. BGE excludes cash of $41 million and $51 million as of March 31, 2022 and December 31, 2021, respectively, and restricted cash of $34 million and $4 million as of March 31, 2022 and December 31, 2021, respectively.

(b)The Level 3 balance consists of the current and noncurrent liability of none and $144 million, respectively, as of March 31, 2022 and $18 million and $201 million, respectively, as of December 31, 2021 related to floating-to-fixed energy swap contracts with unaffiliated suppliers.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

PHI, Pepco, DPL, and ACE

As of March 31, 2022As of December 31, 2021
PHILevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$599$—$—$599$110$—$—$110
Rabbi trust investments
Cash equivalents61——6159——59
Mutual funds12——1214——14
Fixed income—9—9—10—10
Life insurance contracts—243660—273562
Rabbi trust investments subtotal733336142733735145
Total assets67233367411833735255
Liabilities
Deferred compensation obligation—(17)—(17)—(18)—(18)
Total liabilities—(17)—(17)—(18)—(18)
Total net assets$672$16$36$724$183$19$35$237
PepcoDPLACE
As of March 31, 2022Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$294$—$—$294$152$—$—$152$153$—$—$153
Rabbi trust investments
Cash equivalents59——59————————
Life insurance contracts—243660————————
Rabbi trust investments subtotal592436119————————
Total assets3532436413152——152153——153
Liabilities
Deferred compensation obligation—(2)—(2)————————
Total liabilities—(2)—(2)————————
Total net assets$353$22$36$411$152$—$—$152$153$—$—$153

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

PepcoDPLACE
As of December 31, 2021Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$31$—$—$31$43$—$—$43$—$—$—$—
Rabbi trust investments
Cash equivalents58——58————————
Life insurance contracts—273562————————
Rabbi trust investments subtotal582735120————————
Total assets89273515143——43————
Liabilities
Deferred compensation obligation—(2)—(2)————————
Total liabilities—(2)—(2)————————
Total net assets$89$25$35$149$43$—$—$43$—$—$—$—

(a)PHI excludes cash of $300 million and $100 million as of March 31, 2022 and December 31, 2021, respectively, and restricted cash of $3 million as of both March 31, 2022 and December 31, 2021. Pepco excludes cash of $239 million and $34 million as of March 31, 2022 and December 31, 2021, respectively, and restricted cash of $3 million as of both March 31, 2022 and December 31, 2021. DPL excludes cash of $41 million and $28 million as of March 31, 2022 and December 31, 2021, respectively. ACE excludes cash of $15 million and $29 million as of March 31, 2022 and December 31, 2021, respectively.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

Reconciliation of Level 3 Assets and Liabilities

The following tables present the fair value reconciliation of Level 3 assets and liabilities measured at fair value on a recurring basis during the three months ended March 31, 2022 and 2021:

ExelonComEdPHI and Pepco
Three months ended March 31, 2022TotalMark-to-Market DerivativesLife Insurance Contracts
Balance as of January 1, 2022$(182)$(219)$35
Total realized / unrealized gains
Included in net income(a)1—1
Included in regulatory assets7575(b)—
Transfers out of Level 3(1)——
Balance as of March 31, 2022$(107)$(144)$36
The amount of total gains included in income attributed to the change in unrealized gains related to assets and liabilities as of March 31, 2022$1$—$1
ExelonComEdPHI and Pepco
Three Months Ended March 31, 2021TotalMark-to-Market DerivativesLife Insurance Contracts
Balance as of January 1, 2021$(267)$(301)$34
Total realized / unrealized gains
Included in net income(a)1—1
Included in regulatory assets66(b)—
Balance as of March 31, 2021$(260)$(295)$35
The amount of total gains included in income attributed to the change in unrealized gain related to assets and liabilities as of March 31, 2021$1$—$1

(a)Classified in Operating and maintenance expense in the Consolidated Statements of Operations and Comprehensive Income.

(b)Includes $69 million of increases in fair value and an increase for realized losses due to settlements of $6 million recorded in purchased power expense associated with floating-to-fixed energy swap contracts with unaffiliated suppliers for the three months ended March 31, 2022. Includes $2 million of decreases in fair value and an increase for realized losses due to settlements of $8 million recorded in purchased power expense associated with floating-to-fixed energy swap contracts with unaffiliated suppliers for the three months ended March 31, 2021.

Valuation Techniques Used to Determine Fair Value

Exelon’s valuation techniques used to measure the fair value of the assets and liabilities shown in the tables below are in accordance with the policies discussed in Note 18 — Fair Value of Financial Assets and Liabilities of the Exelon 2021 Form 10-K.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 11 — Fair Value of Financial Assets and Liabilities

Mark-to-Market Derivatives (Exelon and ComEd)

The table below discloses the significant inputs to the forward curve used to value mark-to-market derivatives.

Type of tradeFair Value as of March 31, 2022Fair Value as of December 31, 2021Valuation TechniqueUnobservable Input2022 Range & Arithmetic Average2021 Range & Arithmetic Average
Mark-to-market derivatives$(144)$(219)Discounted Cash FlowForward heat rate(a)8.90x-9.10x9.00x9x-10x9.13x
Marketability reserve4%-5%4.35%3%-7%4.77%
Renewable factor92%-120%98%92%-120%97%

(a)Quoted forward natural gas rates are utilized to project the forward power curve for the delivery of energy at specified future dates.

The inputs listed above, which are as of the balance sheet date, would have a direct impact on the fair value of the above instruments if they were adjusted. An increase to the marketability reserves would decrease the fair value. An increase to the forward heat rate or renewable factor would increase the fair value accordingly.

12. Commitments and Contingencies (All Registrants)

The following is an update to the current status of commitments and contingencies set forth in Note 19 — Commitments and Contingencies of the Exelon 2021 Form 10-K.

Commitments

PHI Merger Commitments (Exelon, PHI, Pepco, DPL, and ACE). Approval of the PHI Merger in Delaware, New Jersey, Maryland, and the District of Columbia was conditioned upon Exelon and PHI agreeing to certain commitments. The following amounts represent total commitment costs that have been recorded since the acquisition date and the total remaining obligations for Exelon, PHI, Pepco, DPL, and ACE as of March 31, 2022:

DescriptionExelonPHIPepcoDPLACE
Total commitments$513$320$120$89$111
Remaining commitments(a)65554663

(a)Remaining commitments extend through 2026 and include rate credits, energy efficiency programs and delivery system modernization.

In addition, Exelon has committed to purchase 100 MWs of wind energy in PJM. DPL has committed to conducting three RFPs to procure up to a total of 120 MWs of wind RECs for the purpose of meeting Delaware's renewable portfolio standards. DPL has conducted two of the three wind REC RFPs. The first 40 MW wind REC tranche was conducted in 2017 and did not result in a purchase agreement. The second 40 MW wind REC tranche was conducted in 2018 and resulted in a proposed REC purchase agreement that was approved by the DEPSC in 2019. The RFP for the third and final 40 MW wind REC tranche will be conducted in the second half of 2022.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

Commercial Commitments (All Registrants). The Registrants’ commercial commitments as of March 31, 2022, representing commitments potentially triggered by future events were as follows:

Expiration within
Total202220232024202520262027 and beyond
Exelon
Letters of credit$14$12$2$—$—$—$—
Surety bonds(a)201188112———
Financing trust guarantees378—————378
Guaranteed lease residual values(b)301365510
Total commercial commitments$623$201$16$8$5$5$388
ComEd
Letters of credit$7$7$—$—$—$—$—
Surety bonds(a)171232———
Financing trust guarantees200—————200
Total commercial commitments$224$19$3$2$—$—$200
PECO
Letters of credit$1$1$—$—$—$—$—
Surety bonds(a)321————
Financing trust guarantees178—————178
Total commercial commitments$182$3$1$—$—$—$178
BGE
Letters of credit$2$2$—$—$—$—$—
Surety bonds(a)431————
Total commercial commitments$6$5$1$—$—$—$—
PHI
Surety bonds(a)$94$91$3$—$—$—$—
Guaranteed lease residual values(b)301365510
Total commercial commitments$124$92$6$6$5$5$10
Pepco
Surety bonds(a)$84$84$—$—$—$—$—
Guaranteed lease residual values(b)10—12223
Total commercial commitments$94$84$1$2$2$2$3
DPL
Surety bonds(a)$6$3$3$—$—$—$—
Guaranteed lease residual values(b)13113224
Total commercial commitments$19$4$4$3$2$2$4
ACE
Surety bonds(a)$4$4$—$—$—$—$—
Guaranteed lease residual values(b)7—11113
Total commercial commitments$11$4$1$1$1$1$3

(a)Surety bonds — Guarantees issued related to contract and commercial agreements, excluding bid bonds.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

(b)Represents the maximum potential obligation in the event that the fair value of certain leased equipment and fleet vehicles is zero at the end of the maximum lease term. The lease term associated with these assets ranges from 1 to 8 years. The maximum potential obligation at the end of the minimum lease term would be $73 million guaranteed by Exelon and PHI, of which $25 million, $30 million, and $18 million is guaranteed by Pepco, DPL, and ACE, respectively. Historically, payments under the guarantees have not been made and PHI believes the likelihood of payments being required under the guarantees is remote.

Environmental Remediation Matters

General (All Registrants). The Registrants’ operations have in the past, and may in the future, require substantial expenditures to comply with environmental laws. Additionally, under Federal and state environmental laws, the Registrants are generally liable for the costs of remediating environmental contamination of property now or formerly owned by them and of property contaminated by hazardous substances generated by them. The Registrants own or lease a number of real estate parcels, including parcels on which their operations or the operations of others may have resulted in contamination by substances that are considered hazardous under environmental laws. In addition, the Registrants are currently involved in a number of proceedings relating to sites where hazardous substances have been deposited and may be subject to additional proceedings in the future. Unless otherwise disclosed, the Registrants cannot reasonably estimate whether they will incur significant liabilities for additional investigation and remediation costs at these or additional sites identified by the Registrants, environmental agencies or others, or whether such costs will be recoverable from third parties, including customers. Additional costs could have a material, unfavorable impact on the Registrants' financial statements.

MGP Sites (All Registrants). ComEd, PECO, BGE, and DPL have identified sites where former MGP or gas purification activities have or may have resulted in actual site contamination. For almost all of these sites, there are additional PRPs that may share responsibility for the ultimate remediation of each location.

  • ComEd has 21 sites that are currently under some degree of active study and/or remediation. ComEd expects the majority of the remediation at these sites to continue through at least 2031.

  • PECO has 6 sites that are currently under some degree of active study and/or remediation. PECO expects the majority of the remediation at these sites to continue through at least 2023.

  • BGE has 4 sites that currently require some level of remediation and/or ongoing activity. BGE expects the majority of the remediation at these sites to continue through at least 2023.

  • DPL has 1 site that is currently under study and the required cost at the site is not expected to be material.

The historical nature of the MGP and gas purification sites and the fact that many of the sites have been buried and built over, impacts the ability to determine a precise estimate of the ultimate costs prior to initial sampling and determination of the exact scope and method of remedial activity. Management determines its best estimate of remediation costs using all available information at the time of each study, including probabilistic and deterministic modeling for ComEd and PECO, and the remediation standards currently required by the applicable state environmental agency. Prior to completion of any significant clean up, each site remediation plan is approved by the appropriate state environmental agency.

ComEd, pursuant to an ICC order, and PECO, pursuant to a PAPUC order, are currently recovering environmental remediation costs of former MGP facility sites through customer rates. While BGE and DPL do not have riders for MGP clean-up costs, they have historically received recovery of actual clean-up costs in distribution rates.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

As of March 31, 2022 and December 31, 2021, the Registrants had accrued the following undiscounted amounts for environmental liabilities in Other current liabilities and Other deferred credits and other liabilities in their respective Consolidated Balance Sheets:

March 31, 2022December 31, 2021
Total environmental investigation and remediation liabilitiesPortion of total related to MGP investigation and remediationTotal environmental investigation and remediation liabilitiesPortion of total related to MGP investigation and remediation
Exelon$354$305$352$303
ComEd279279279279
PECO21202220
BGE7664
PHI42—42—
Pepco40—40—
DPL1—1—
ACE1—1—

Benning Road Site (Exelon, PHI, and Pepco)****. In September 2010, PHI received a letter from EPA identifying the Benning Road site as one of six land-based sites potentially contributing to contamination of the lower Anacostia River. A portion of the site, which is owned by Pepco, was formerly the location of an electric generating facility owned by Pepco subsidiary, Pepco Energy Services, which became a part of Generation, following the 2016 merger between PHI and Exelon. This generating facility was deactivated in June 2012. The remaining portion of the site consists of a Pepco transmission and distribution service center that remains in operation. In December 2011, the U.S. District Court for the District of Columbia approved a Consent Decree entered into by Pepco and Pepco Energy Services (hereinafter "Pepco Entities") with the DOEE, which requires the Pepco Entities to conduct a Remedial Investigation and Feasibility Study (RI/FS) for the Benning Road site and an approximately 10 to 15-acre portion of the adjacent Anacostia River. The purpose of this RI/FS is to define the nature and extent of contamination from the Benning Road site and to evaluate remedial alternatives.

Pursuant to an internal agreement between the Pepco Entities, since 2013, Pepco has performed the work required by the Consent Decree and has been reimbursed for that work by an agreed upon allocation of costs between the Pepco Entities. In September 2019, the Pepco Entities issued a draft “final” RI report which DOEE approved on February 3, 2020. The Pepco Entities are developing a FS to evaluate possible remedial alternatives for submission to DOEE. The Court has established a schedule for completion of the FS, and approval by the DOEE, by September 16, 2022. After completion and approval of the FS, DOEE will prepare a Proposed Plan for public comment and then issue a Record of Decision (ROD) identifying any further response actions determined to be necessary. As part of the separation between Exelon and Constellation in February 2022, the internal agreement between the Pepco Entities for completion and payment for the remaining Consent Decree work was memorialized in a formal agreement for post-separation activities. A second post-separation assumption agreement between Exelon and Constellation transferred any of the potential remaining remediation liability, if any, of PES/Generation to a non-utility subsidiary of Exelon which going forward will be responsible for those liabilities. Exelon, PHI, and Pepco have determined that a loss associated with this matter is probable and have accrued an estimated liability, which is included in the table above.

Anacostia River Tidal Reach (Exelon, PHI, and Pepco)****. Contemporaneous with the Benning Road site RI/FS, being performed by the Pepco Entities, DOEE and National Park Service ("NPS") have been conducting a separate RI/FS focused on the entire tidal reach of the Anacostia River extending from just north of the Maryland-District of Columbia boundary line to the confluence of the Anacostia and Potomac Rivers. The river-wide RI incorporated the results of the river sampling performed by the Pepco Entities as part of the Benning RI/FS, as well as similar sampling efforts conducted by owners of other sites adjacent to this segment of the river and supplemental river sampling conducted by DOEE’s contractor. In April 2018, DOEE released a draft RI report for public review and comment. Pepco submitted written comments to the draft RI and participated in a public hearing.

Exelon, PHI, and Pepco have determined that it is probable that costs for remediation will be incurred and recorded a liability in the third quarter 2019 for management’s best estimate of its share of those costs. On September 30, 2020, DOEE released its Interim ROD. The Interim ROD reflects an adaptive management

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

approach which will require several identified “hot spots” in the river to be addressed first while continuing to conduct studies and to monitor the river to evaluate improvements and determine potential future remediation plans. The adaptive management process chosen by DOEE is less intrusive, provides more long-term environmental certainty, is less costly, and allows for site specific remediation plans already underway, including the plan for the Benning Road site to proceed to conclusion. Pepco concluded that incremental exposure remains reasonably possible, but management cannot reasonably estimate a range of loss beyond the amounts recorded, which are included in the table above.

On July 12, 2021, DOEE and NPS held a virtual meeting with the PRP's in response to a General Notice Letter sent by each agency inviting the PRP's to participate in discussions, which Pepco attended.

In addition to the activities associated with the remedial process outlined above, CERCLA separately requires federal and state (here including Washington, D.C.) Natural Resource Trustees (federal or state agencies designated by the President or the relevant state, respectively, or Indian tribes) to conduct an assessment of any damages to natural resources within their jurisdiction as a result of the contamination that is being remediated. The Trustees can seek compensation from responsible parties for such damages, including restoration costs. During the second quarter of 2018, Pepco became aware that the Trustees are in the beginning stages of a Natural Resources Damages (NRD) assessment, a process that often takes many years beyond the remedial decision to complete. Pepco has entered into negotiations with the Trustees to evaluate possible incorporation of NRD assessment and restoration as part of its remedial activities associated with the Benning site to accelerate the NRD benefits for that portion of the Anacostia River Sediment Project ("ARSP") assessment. Pepco has concluded that a loss associated with the eventual NRD assessment is reasonably possible. Due to the very early stage of the assessment process, Pepco cannot reasonably estimate the final range of loss potentially resulting from this process.

As noted in the Benning Road Site disclosure above, as part of the separation of Exelon and Constellation in February 2022, an assumption agreement was executed transferring any potential future remediation liabilities associated with the Benning Site remediation to a non-utility subsidiary of Exelon. Similarly, any potential future liability associated with the ARSP was also assumed by this entity.

Litigation and Regulatory Matters

Deferred Prosecution Agreement (DPA) and Related Matters (Exelon and ComEd). Exelon and ComEd received a grand jury subpoena in the second quarter of 2019 from the U.S. Attorney’s Office for the Northern District of Illinois (USAO) requiring production of information concerning their lobbying activities in the State of Illinois. On October 4, 2019, Exelon and ComEd received a second grand jury subpoena from the USAO requiring production of records of any communications with certain individuals and entities. On October 22, 2019, the SEC notified Exelon and ComEd that it had also opened an investigation into their lobbying activities. On July 17, 2020, ComEd entered into a DPA with the USAO to resolve the USAO investigation. Under the DPA, the USAO filed a single charge alleging that ComEd improperly gave and offered to give jobs, vendor subcontracts, and payments associated with those jobs and subcontracts for the benefit of the Speaker of the Illinois House of Representatives and the Speaker’s associates, with the intent to influence the Speaker’s action regarding legislation affecting ComEd’s interests. The DPA provides that the USAO will defer any prosecution of such charge and any other criminal or civil case against ComEd in connection with the matters identified therein for a three-year period subject to certain obligations of ComEd, including payment to the U.S. Treasury of $200 million, which was paid in November 2020. Exelon was not made party to the DPA, and therefore the investigation by the USAO into Exelon’s activities ended with no charges being brought against Exelon. The SEC’s investigation remains ongoing and Exelon and ComEd have cooperated fully and intend to continue to cooperate fully with the SEC. Exelon and ComEd cannot predict the outcome of the SEC investigation. No loss contingency has been reflected in Exelon's and ComEd's consolidated financial statements with respect to the SEC investigation, as this contingency is neither probable nor reasonably estimable at this time.

Subsequent to Exelon announcing the receipt of the subpoenas, various lawsuits were filed, and various demand letters were received related to the subject of the subpoenas, the conduct described in the DPA and the SEC's investigation, including:

  • Four putative class action lawsuits against ComEd and Exelon were filed in federal court on behalf of ComEd customers in the third quarter of 2020 alleging, among other things, civil violations of federal racketeering laws. In addition, the Citizens Utility Board (CUB) filed a motion to intervene in these cases

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

on October 22, 2020 which was granted on December 23, 2020. On December 2, 2020, the court appointed interim lead plaintiffs in the federal cases which consisted of counsel for three of the four federal cases. These plaintiffs filed a consolidated complaint on January 5, 2021. CUB also filed its own complaint against ComEd only on the same day. The remaining federal case, Potter, et al. v. Exelon et al, differed from the other lawsuits as it named additional individual defendants not named in the consolidated complaint. However, the Potter plaintiffs voluntarily dismissed their complaint without prejudice on April 5, 2021. ComEd and Exelon moved to dismiss the consolidated class action complaint and CUB’s complaint on February 4, 2021 and briefing was completed on March 22, 2021. On March 25, 2021, the parties agreed, along with state court plaintiffs, discussed below, to jointly engage in mediation. The parties participated in a one-day mediation on June 7, 2021 but no settlement was reached. On September 9, 2021, the federal court granted Exelon’s and ComEd’s motion to dismiss and dismissed the plaintiffs’ and CUB’s federal law claim with prejudice. The federal court also dismissed the related state law claims made by the federal plaintiffs and CUB on jurisdictional grounds. Plaintiffs appealed dismissal of the federal law claim to the Seventh Circuit Court of Appeals. Plaintiffs and CUB also refiled their state law claims in state court and moved to consolidate them with the already pending consumer state court class action, discussed below. Plaintiffs' opening appeal brief in the Seventh Circuit was filed on January 14, 2022. Exelon and ComEd filed their response brief on March 7, 2022, and plaintiffs filed their reply brief on April 6, 2022. The court has scheduled oral argument for May 17, 2022.

  • Three putative class action lawsuits against ComEd and Exelon were filed in Illinois state court in the third quarter of 2020 seeking restitution and compensatory damages on behalf of ComEd customers. The cases were consolidated into a single action in October of 2020. In November 2020, CUB filed a motion to intervene in the cases pursuant to an Illinois statute allowing CUB to intervene as a party or otherwise participate on behalf of utility consumers in any proceeding which affects the interest of utility consumers. On November 23, 2020, the court allowed CUB’s intervention, but denied CUB's request to stay these cases. Plaintiffs subsequently filed a consolidated complaint, and ComEd and Exelon filed a motion to dismiss on jurisdictional and substantive grounds on January 11, 2021. Briefing on that motion was completed on March 2, 2021. The parties agreed, on March 25, 2021, along with the federal court, plaintiffs discussed above, to jointly engage in mediation. The parties participated in a one-day mediation on June 7, 2021 but no settlement was reached. On December 23, 2021, the state court granted ComEd and Exelon's motion to dismiss with prejudice. On December 30, 2021, plaintiffs filed a motion to reconsider that dismissal and for permission to amend their complaint. The court denied the plaintiffs' motion on January 21, 2022. Plaintiffs have appealed the court's ruling dismissing their complaint to the First District Court of Appeals. On February 15, 2022, Exelon and ComEd moved to dismiss the federal plaintiffs' refiled state law claims, seeking dismissal on the same legal grounds asserted in their motion to dismiss the original state court plaintiffs' complaint. The court granted dismissal of the refiled state claims on February 16, 2022. The original federal plaintiffs appealed that dismissal on February 18, 2022. The two state appeals were consolidated on March 21, 2022. Plaintiffs' opening appellate briefs are currently due June 3, 2022.

  • A putative class action lawsuit against Exelon and certain officers of Exelon and ComEd was filed in federal court in December 2019 alleging misrepresentations and omissions in Exelon’s SEC filings related to ComEd’s lobbying activities and the related investigations. The complaint was amended on September 16, 2020, to dismiss two of the original defendants and add other defendants, including ComEd. Defendants filed a motion to dismiss in November 2020. The court denied the motion in April 2021. On May 26, 2021, defendants moved the court to certify its order denying the motion to dismiss for interlocutory appeal. Briefing on the motion was completed in June 2021. That motion was denied on January 28, 2022. In May 2021, the parties each filed respective initial discovery disclosures. On June 9, 2021, defendants filed their answer and affirmative defenses to the complaint and the parties engaged thereafter in discovery. On September 9, 2021, the U.S. government moved to intervene in the lawsuit and stay discovery until the parties entered into an amendment to their protective order that would prohibit the parties from requesting discovery into certain matters, including communications with the U.S. government. The court ordered said amendment to the protective order on November 15, 2021 and discovery resumed. On February 10, 2022, the court granted an extension of the amendment to the protective order, at the U.S. government's request, to May 15, 2022 and directed the parties to submit a proposed joint schedule for the additional case proceedings by May 13, 2022.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

  • Several shareholders have sent letters to the Exelon Board of Directors from 2020 through May 2022 demanding, among other things, that the Exelon Board of Directors investigate and address alleged breaches of fiduciary duties and other alleged violations by Exelon and ComEd officers and directors related to the conduct described in the DPA. In the first quarter of 2021, the Exelon Board of Directors appointed a Special Litigation Committee (“SLC”) consisting of disinterested and independent parties to investigate and address these shareholders’ allegations and make recommendations to the Exelon Board of Directors based on the outcome of the SLC’s investigation. In July 2021, one of the demand letter shareholders filed a derivative action against current and former Exelon and ComEd officers and directors, and against Exelon, as nominal defendant, asserting the same claims made in its demand letter. On October 12, 2021, the parties to the derivative action filed an agreed motion to stay that litigation for 120 days in order to allow the SLC to continue its investigation, which the court granted. On January 31, 2022, the parties jointly moved the court to extend the stay an additional 120 days.

  • Two separate shareholder requests seeking review of certain Exelon books and records were received in August 2021 and January 2022. Exelon responded to both requests and both shareholders have since sent formal shareholder demands to the Exelon Board, as discussed above.

No loss contingencies have been reflected in Exelon’s and ComEd’s consolidated financial statements with respect to these matters, as such contingencies are neither probable nor reasonably estimable at this time.

The ICC continues to conduct an investigation into rate impacts of conduct admitted in the DPA initiated on August 12, 2021. On December 16, 2021, ComEd filed direct testimony addressing the costs recovered from customers related to the DPA and Exelon's funding of the fine paid by ComEd. In that testimony, ComEd proposed to voluntarily refund to customers compensation costs of the former officers charged with wrongdoing in connection with events described in the DPA for the period during which those events occurred as well as costs, previously proposed to be returned, of individuals and entities specifically identified in the DPA, as well as individuals and entities who were referred to ComEd as part of the conduct described in the DPA and who failed, during their tenure at ComEd, to perform work to management expectations. The testimony supports the calculation of the refund amount and proposes a refund mechanism (one-time bill credit in April 2023) and also addresses other topics outlined by statute and the ICC orders initiating the investigation. On April 14, 2022, in response to rebuttal testimony from ICC staff and the Illinois Attorney General, City of Chicago, and CUB, ComEd filed surrebuttal testimony, in which ComEd proposed to increase its voluntary customer refund to $38 million of ICC and FERC jurisdictional amounts, and estimated interest to resolve the issue of the potential expenditure of customer monies on activities identified in the DPA in this matter. An accrual for the amount of the voluntary customer refund has been recorded in Other deferred credits and other liabilities in Exelon’s and ComEd’s Consolidated Balance Sheets as of March 31, 2022. The voluntary customer refund will not be recovered in rates or charged to customers and ComEd will not seek or accept reimbursement or indemnification from any source other than Exelon. The evidentiary hearing on the remaining contested issue was held on April 28, 2022. A final order is expected by September 9, 2022.

Savings Plan Claim (Exelon). On December 6, 2021, seven current and former employees filed a putative ERISA class action suit in U.S. District Court for the Northern District of Illinois against Exelon, its Board of Directors, the former Board Investment Oversight Committee, the Corporate Investment Committee, individual defendants, and other unnamed fiduciaries of the Exelon Corporation Employee Savings Plan (“Plan”). The complaint alleges that the defendants violated their fiduciary duties under the Plan by including certain investment options that allegedly were more expensive than and underperformed similar passively-managed or other funds available in the marketplace and permitting a third-party administrative service provider/recordkeeper and an investment adviser to charge excessive fees for the services provided. The plaintiffs seek declaratory, equitable and monetary relief on behalf of the Plan and participants. On February 16, 2022, the court granted the parties' stipulated dismissal of the individual named defendants without prejudice. The remaining defendants filed a motion to dismiss the complaint on February 25, 2022. The plaintiffs filed their response brief on March 28, 2022 and the defendants filed their reply on April 11, 2022. On March 4, 2022, the Chamber of Commerce filed a brief of amicus curiae in support of the defendants' motion to dismiss. No loss contingencies have been reflected in Exelon’s consolidated financial statements with respect to this matter, as such contingencies are neither probable nor reasonably estimable at this time.

General (All Registrants). The Registrants are involved in various other litigation matters that are being defended and handled in the ordinary course of business. The assessment of whether a loss is probable or reasonably possible, and whether the loss or a range of loss is estimable, often involves a series of complex

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 12 — Commitments and Contingencies

judgments about future events. The Registrants maintain accruals for such losses that are probable of being incurred and subject to reasonable estimation. Management is sometimes unable to estimate an amount or range of reasonably possible loss, particularly where (1) the damages sought are indeterminate, (2) the proceedings are in the early stages, or (3) the matters involve novel or unsettled legal theories. In such cases, there is considerable uncertainty regarding the timing or ultimate resolution of such matters, including a possible eventual loss.

13. Changes in Accumulated Other Comprehensive Income (Exelon)

The following tables present changes in Exelon's AOCI, net of tax, by component:

Three Months Ended March 31, 2022Cash Flow HedgesPension and Non-Pension Postretirement Benefit Plan Items**(a)**Foreign Currency ItemsTotal
Balance at December 31, 2021$(6)$(2,721)$(23)$(2,750)
Separation of Constellation61,994232,023
Amounts reclassified from AOCI—14—14
Net current-period OCI—14—14
Balance at March 31, 2022$—$(713)$—$(713)
Three Months Ended March 31, 2021Losses on Cash Flow HedgesPension and Non-Pension Postretirement Benefit Plan Items**(a)**Foreign Currency ItemsTotal
Balance at December 31, 2020$(5)$(3,372)$(23)$(3,400)
OCI before reclassifications—(2)1(1)
Amounts reclassified from AOCI—55—55
Net current-period OCI—53154
Balance at March 31, 2021$(5)$(3,319)$(22)$(3,346)

(a)This AOCI component is included in the computation of net periodic pension and OPEB cost. Additionally, as of February 1, 2022, in connection with the separation, Exelon's pension and OPEB plans were remeasured. See Note 8 — Retirement Benefits for additional information. See Exelon's Statements of Operations and Comprehensive Income for individual components of AOCI.

The following table presents income tax benefit (expense) allocated to each component of Exelon's other comprehensive income (loss):

Three Months Ended March 31,
20222021
Pension and non-pension postretirement benefit plans:
Prior service benefit reclassified to periodic benefit cost$—$1
Actuarial loss reclassified to periodic benefit cost(5)(19)

14. Supplemental Financial Information (All Registrants)

Supplemental Statement of Operations Information

The following tables provide additional information about material items recorded in the Registrants' Consolidated Statements of Operations and Comprehensive Income:

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 14 — Supplemental Financial Information

Taxes other than income taxes
ExelonComEdPECOBGEPHIPepcoDPLACE
Three Months Ended March 31, 2022
Utility taxes(a)$221$78$38$27$78$70$7$1
Property94104463423101
Payroll377447211
Three Months Ended March 31, 2021
Utility taxes(a)$193$59$35$25$74$67$6$1
Property8684423221101
Payroll33745721—

(a)The Registrants' utility taxes represent municipal and state utility taxes and gross receipts taxes related to their operating revenues. The offsetting collection of utility taxes from customers is recorded in revenues in the Registrants’ Consolidated Statements of Operations and Comprehensive Income.

Other, net
ExelonComEdPECOBGEPHIPepcoDPLACE
Three Months Ended March 31, 2022
AFUDC — Equity$36$8$7$6$15$11$2$2
Non-service net periodic benefit cost17———————
Three Months Ended March 31, 2021
AFUDC — Equity$28$4$6$7$11$9$1$1
Non-service net periodic benefit cost20———————

Supplemental Cash Flow Information

The following tables provide additional information about material items recorded in the Registrants' Consolidated Statements of Cash Flows.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 14 — Supplemental Financial Information

Depreciation and amortization
Exelon**(a)**ComEdPECOBGEPHIPepcoDPLACE
Three Months Ended March 31, 2022
Property, plant, and equipment(b)$726$254$88$117$164$72$45$41
Amortization of regulatory assets(b)179674545436126
Amortization of intangible assets, net(b)6———————
Amortization of energy contract assets and liabilities(c)3———————
Nuclear fuel(d)66———————
ARO accretion(e)44———————
Total depreciation, amortization, and accretion$1,024$321$92$171$218$108$57$47
Three Months Ended March 31, 2021
Property, plant, and equipment(b)$1,522$239$82$106$154$67$42$37
Amortization of regulatory assets(b)1605344656351110
Amortization of intangible assets, net(b)15———————
Amortization of energy contract assets and liabilities(c)4———————
Nuclear fuel(d)276———————
ARO accretion(e)127———————
Total depreciation, amortization, and accretion$2,104$292$86$152$210$102$53$47

(a)Exelon's amounts include amounts related to Generation prior to the separation. See Note 2 — Discontinued Operations for additional information.

(b)Included in Depreciation and amortization in the Registrants' Consolidated Statements of Operations and Comprehensive Income.

(c)Included in Operating revenues or Purchased power and fuel expense in the Registrants’ Consolidated Statements of Operations and Comprehensive Income.

(d)Included in Purchased fuel expense in Exelon's Consolidated Statement of Operations and Comprehensive Income.

(e)Included in Operating and maintenance expense in Exelon's Consolidated Statement of Operations and Comprehensive Income.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 14 — Supplemental Financial Information

Other non-cash operating activities
Exelon**(a)**ComEdPECOBGEPHIPepcoDPLACE
Three Months Ended March 31, 2022
Pension and non-pension postretirement benefit costs$44$16$(2)$12$13$2$1$3
Allowance for credit losses7817271818963
Other decommissioning-related activity36———————
Energy-related options60———————
True-up adjustments to decoupling mechanisms and formula rates(b)(29)(40)(6)12571(3)
Long-term incentive plan25———————
Amortization of operating ROU asset231—77221
AFUDC — Equity(36)(8)(7)(6)(15)(11)(2)(2)
Three Months Ended March 31, 2021
Pension and non-pension postretirement benefit costs$95$32$2$14$12$2$1$3
Allowance for credit losses851324410541
Other decommissioning-related activity(322)———————
Energy-related options17———————
True-up adjustments to decoupling mechanisms and formula rates(b)(129)(54)(10)(18)(46)(26)(9)(11)
Long-term incentive plan32———————
Amortization of operating ROU asset37——77131
AFUDC — Equity(28)(4)(6)(7)(11)(9)(1)(1)

(a)Exelon's amounts include amounts related to Generation prior to the separation. See Note 2 — Discontinued Operations for additional information.

(b)For ComEd, reflects the true-up adjustments in regulatory assets and liabilities associated with its distribution, energy efficiency, distributed generation, and transmission formula rates. For BGE, Pepco, DPL, and ACE, reflects the change in regulatory assets and liabilities associated with their decoupling mechanisms and transmission formula rates. For PECO, reflects the change in regulatory assets and liabilities associated with its transmission formula rates. See Note 3 — Regulatory Matters of the Exelon Form 10-K for additional information.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 14 — Supplemental Financial Information

The following tables provide a reconciliation of cash, cash equivalents, and restricted cash reported within the Registrants’ Consolidated Balance Sheets that sum to the total of the same amounts in their Consolidated Statements of Cash Flows.

ExelonComEdPECOBGEPHIPepcoDPLACE
March 31, 2022
Cash and cash equivalents$2,476$343$26$41$796$502$120$168
Restricted cash and cash equivalents4302468341063473—
Restricted cash included in other long-term assets9292——————
Total cash, restricted cash, and cash equivalents$2,998$681$34$75$902$536$193$168
December 31, 2021
Cash and cash equivalents$672$131$36$51$136$34$28$29
Restricted cash and cash equivalents32121084773443—
Restricted cash included in other long-term assets4443——————
Cash, restricted cash, and cash equivalents from discontinued operations582———————
Total cash, restricted cash, and cash equivalents$1,619$384$44$55$213$68$71$29
March 31, 2021
Cash and cash equivalents$1,908$86$48$21$558$134$64$353
Restricted cash and cash equivalents374270713733—4
Restricted cash included in other long-term assets5243——9——9
Total cash, restricted cash, and cash equivalents(a)$2,334$399$55$22$604$167$64$366
December 31, 2020
Cash and cash equivalents$663$83$19$144$111$30$15$17
Restricted cash and cash equivalents438279713935—3
Restricted cash included in other long-term assets5343——10——10
Cash, restricted cash, and cash equivalents - Held for Sale12———————
Total cash, restricted cash, and cash equivalents(a)$1,166$405$26$145$160$65$15$30

(a)Exelon's amounts include amounts related to Generation prior to the separation. See Note 2 — Discontinued Operations for additional information.

For additional information on restricted cash see Note 1 — Significant Accounting Policies of the Exelon 2021 Form 10-K.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 14 — Supplemental Financial Information

Supplemental Balance Sheet Information

The following table provides additional information about material items recorded in the Registrants' Consolidated Balance Sheets.

Accrued expenses
ExelonComEdPECOBGEPHIPepcoDPLACE
March 31, 2022
Compensation-related accruals(a)$370$95$51$48$73$26$15$12
Taxes accrued2589515789485109
Interest accrued34666363977372117
December 31, 2021
Compensation-related accruals(a)$596$155$77$78$113$35$20$17
Taxes accrued2539414539688911
Interest accrued29711641445228811

(a)Primarily includes accrued payroll, bonuses and other incentives, vacation, and benefits.

15. Related Party Transactions (All Registrants)

Utility Registrants' expense with Generation

The Utility Registrants incurred expenses from transactions with the Generation affiliate as described in the footnotes to the table below prior to separation on February 1, 2022. Such expenses were primarily recorded as Purchased power from affiliates and an immaterial amount recorded as Operating and maintenance expense from affiliates at the Utility Registrants:

Three Months Ended March 31,
20222021
ComEd(a)$59$85
PECO(b)3342
BGE(c)1872
PHI51100
Pepco(d)3975
DPL(e)1021
ACE(f)24

(a)ComEd had an ICC-approved RFP contract with Generation to provide a portion of ComEd’s electric supply requirements. ComEd also purchased RECs and ZECs from Generation.

(b)PECO received electric supply from Generation under contracts executed through PECO’s competitive procurement process. In addition, PECO had a ten-year agreement with Generation to sell solar AECs.

(c)BGE received a portion of its energy requirements from Generation under its MDPSC-approved market-based SOS and gas commodity programs.

(d)Pepco received electric supply from Generation under contracts executed through Pepco's competitive procurement process approved by the MDPSC and DCPSC.

(e)DPL received a portion of its energy requirements from Generation under its MDPSC and DEPSC approved market-based SOS commodity programs.

(f)ACE received electric supply from Generation under contracts executed through ACE's competitive procurement process approved by the NJBPU.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 15 — Related Party Transactions

Service Company Costs for Corporate Support

The Registrants receive a variety of corporate support services from BSC. Pepco, DPL, and ACE also receive corporate support services from PHISCO. See Note 1 — Significant Accounting Policies for additional information regarding BSC and PHISCO.

The following table presents the service company costs allocated to the Registrants:

Operating and maintenance from affiliatesCapitalized costs
Three Months Ended March 31,Three Months Ended March 31,
2022202120222021
Exelon
BSC$205$114
PHISCO1917
ComEd
BSC$85$718545
PECO
BSC49393617
BGE
BSC51433820
PHI
BSC50394632
PHISCO1917
Pepco
BSC29221713
PHISCO293087
DPL
BSC18141410
PHISCO242565
ACE
BSC1512158
PHISCO212255

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 15 — Related Party Transactions

Current Receivables from/Payables to affiliates

The following tables present current receivables from affiliates and current payables to affiliates:

March 31, 2022

Receivables from affiliates:
Payables to affiliates:ComEdPECOBGEPepcoDPLACEBSCPHISCOOtherTotal
ComEd$—$—$—$—$—$64$—$2$66
PECO$—————33—538
BGE—————35—237
PHI——————711018
Pepco—————1915—34
DPL—————312—15
ACE—————1211—23
Other3———————3
Total$3$—$—$—$—$—$173$39$19$234

December 31, 2021

Receivables from affiliates:
Payables to affiliates:ComEdPECOBGEPepcoDPLACEGenerationBSCPHISCOOtherTotal
ComEd$—$—$—$—$—41$71$—$9$121
PECO$—————3036—470
BGE—————441—348
PHI—1———1—5—916
Pepco——111202112359
DPL—————41711133
ACE—————7139231
Generation13—————102—16131
Other3—————11——14
Total$16$1$1$—$1$2$117$306$32$47$523

Borrowings from Exelon/PHI intercompany money pool

To provide an additional short-term borrowing option that will generally be more favorable to the borrowing participants than the cost of external financing both Exelon and PHI operate an intercompany money pool. ComEd, PECO, and PHI Corporate participate in the Exelon money pool. Pepco, DPL, and ACE participate in the PHI intercompany money pool.

Noncurrent Receivables from affiliates

ComEd and PECO have noncurrent receivables with Generation as a result of the nuclear decommissioning contractual construct whereby, to the extent NDT funds are greater than the underlying ARO at the end of decommissioning, such amounts are due back to ComEd and PECO, as applicable, for payment to their respective customers. The receivables are recorded in Receivable related to Regulatory Agreement Units as of March 31, 2022 and in noncurrent Receivables from affiliates as of December 31, 2021. See Note 10 — Asset Retirement Obligations of the Combined Notes to Consolidated Financial Statements of the Exelon 2021 Form 10-K for additional information.

Long-term debt to financing trusts

The following table presents Long-term debt to financing trusts:

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Dollars in millions, except per share data, unless otherwise noted)

Note 15 — Related Party Transactions

March 31, 2022December 31, 2021
ExelonComEdPECOExelonComEdPECO
ComEd Financing III$206$205$—$206$205$—
PECO Trust III81—8181—81
PECO Trust IV103—103103—103
Total$390$205$184$390$205$184

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