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 June 30,Six Months Ended June 30,
(In millions, except per share data)2023202220232022
Operating revenues
Electric operating revenues$4,434$3,934$8,896$8,415
Natural gas operating revenues2583071,0801,124
Revenues from alternative revenue programs126(2)40427
Total operating revenues4,8184,23910,3809,566
Operating expenses
Purchased power1,6691,1673,4022,748
Purchased fuel58107416445
Purchased power and fuel from affiliates———159
Operating and maintenance1,1971,1092,3472,288
Depreciation and amortization8668301,7271,647
Taxes other than income taxes324330679684
Total operating expenses4,1143,5438,5717,971
Loss on sale of assets and businesses—(2)—(2)
Operating income7046941,8091,593
Other income and (deductions)
Interest expense, net(421)(352)(828)(684)
Interest expense to affiliates(6)(6)(12)(13)
Other, net139175249313
Total other income and (deductions)(288)(183)(591)(384)
Income from continuing operations before income taxes4165111,2181,209
Income taxes7346206263
Net income from continuing operations after income taxes3434651,012946
Net income from discontinued operations after income taxes (Note 2)———117
Net income3434651,0121,063
Net income attributable to noncontrolling interests———1
Net income attributable to common shareholders$343$465$1,012$1,062
Amounts attributable to common shareholders:
Net income from continuing operations3434651,012946
Net income from discontinued operations———116
Net income attributable to common shareholders$343$465$1,012$1,062
Comprehensive income, net of income taxes
Net income$343$465$1,012$1,063
Other comprehensive income, net of income taxes
Pension and non-pension postretirement benefit plans:
Prior service benefit reclassified to periodic benefit cost—2—2
Actuarial loss reclassified to periodic benefit cost310624
Pension and non-pension postretirement benefit plans valuation adjustment(3)—(13)—
Unrealized gain on cash flow hedges9—15—
Other comprehensive income912826
Comprehensive income3524771,0201,089
Comprehensive income attributable to noncontrolling interests———1
Comprehensive income attributable to common shareholders$352$477$1,020$1,088
Average shares of common stock outstanding:
Basic995981995981
Assumed exercise and/or distributions of stock-based awards1111
Diluted996982996982
Earnings per average common share from continuing operations
Basic$0.34$0.47$1.02$0.96
Diluted$0.34$0.47$1.02$0.96
Earnings per average common share from discontinued operations
Basic$—$—$—$0.12
Diluted$—$—$—$0.12

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$1,012$1,063
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization1,7271,854
Gain on sales of assets and businesses—(8)
Deferred income taxes and amortization of investment tax credits94143
Net fair value changes related to derivatives4(59)
Net realized and unrealized losses on NDT funds—205
Net unrealized losses on equity investments—16
Other non-cash operating activities(222)276
Changes in assets and liabilities:
Accounts receivable387(795)
Inventories4412
Accounts payable and accrued expenses(734)544
Option premiums paid, net—(39)
Collateral (paid) received, net(187)1,689
Income taxes9723
Regulatory assets and liabilities, net(516)(376)
Pension and non-pension postretirement benefit contributions(85)(585)
Other assets and liabilities140(723)
Net cash flows provided by operating activities1,7613,240
Cash flows from investing activities
Capital expenditures(3,685)(3,507)
Proceeds from NDT fund sales—488
Investment in NDT funds—(516)
Collection of DPP—169
Proceeds from sales of assets and businesses—16
Other investing activities104
Net cash flows used in investing activities(3,675)(3,346)
Cash flows from financing activities
Changes in short-term borrowings(1,600)(597)
Proceeds from short-term borrowings with maturities greater than 90 days4001,150
Repayments on short-term borrowings with maturities greater than 90 days(150)(350)
Issuance of long-term debt5,2005,151
Retirement of long-term debt(1,209)(1,707)
Dividends paid on common stock(717)(663)
Proceeds from employee stock plans1917
Transfer of cash, restricted cash, and cash equivalents to Constellation—(2,594)
Other financing activities(84)(84)
Net cash flows provided by financing activities1,859323
(Decrease) increase in cash, restricted cash, and cash equivalents(55)217
Cash, restricted cash, and cash equivalents at beginning of period1,0901,619
Cash, restricted cash, and cash equivalents at end of period$1,035$1,836
Supplemental cash flow information
Decrease in capital expenditures not paid$(164)$(276)
Increase in DPP—348
Decrease in PP&E related to ARO update—(335)

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$399$407
Restricted cash and cash equivalents435566
Accounts receivable
Customer accounts receivable2,3332,544
Customer allowance for credit losses(323)(327)
Customer accounts receivable, net2,0102,217
Other accounts receivable1,1071,426
Other allowance for credit losses(87)(82)
Other accounts receivable, net1,0201,344
Inventories, net
Fossil fuel88208
Materials and supplies622547
Regulatory assets2,5051,641
Other463406
Total current assets7,5427,336
Property, plant, and equipment (net of accumulated depreciation and amortization of $16,819 and $15,930 as of June 30, 2023 and December 31, 2022, respectively)71,30069,076
Deferred debits and other assets
Regulatory assets7,9728,037
Goodwill6,6306,630
Receivable related to Regulatory Agreement Units3,1202,897
Investments238232
Other1,2781,141
Total deferred debits and other assets19,23818,937
Total assets$98,080$95,349

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings$1,236$2,586
Long-term debt due within one year1,5051,802
Accounts payable2,5063,382
Accrued expenses1,2201,226
Payables to affiliates55
Regulatory liabilities439437
Mark-to-market derivative liabilities318
Unamortized energy contract liabilities810
Other9861,155
Total current liabilities7,93610,611
Long-term debt39,49235,272
Long-term debt to financing trusts390390
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits11,54711,250
Regulatory liabilities9,4069,112
Pension obligations1,0611,109
Non-pension postretirement benefit obligations510507
Asset retirement obligations273269
Mark-to-market derivative liabilities10983
Unamortized energy contract liabilities3035
Other2,2471,967
Total deferred credits and other liabilities25,18324,332
Total liabilities73,00170,605
Commitments and contingencies
Shareholders’ equity
Common stock (No par value, 2,000 shares authorized, 995 shares and 994 shares outstanding as of June 30, 2023 and December 31, 2022, respectively)20,94120,908
Treasury stock, at cost (2 shares as of June 30, 2023 and December 31, 2022)(123)(123)
Retained earnings4,8914,597
Accumulated other comprehensive loss, net(630)(638)
Total shareholders’ equity25,07924,744
Total liabilities and shareholders’ equity$98,080$95,349

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions, shares in thousands)Issued SharesCommon StockTreasury StockRetained EarningsAccumulated Other Comprehensive Loss, netNoncontrolling InterestsTotal Shareholders' Equity
Balance at December 31, 2022995,830$20,908$(123)$4,597$(638)$—$24,744
Net income———669——669
Long-term incentive plan activity3061————1
Employee stock purchase plan issuances26612————12
Common stock dividends ($0.36/common share)———(359)—(359)
Other comprehensive loss, net of income taxes————(1)—(1)
Balance at March 31, 2023996,402$20,921$(123)$4,907$(639)$—$25,066
Net income———343——343
Long-term incentive plan activity3729————9
Employee stock purchase plan issuances27811————11
Common stock dividends ($0.36/common share)———(359)——(359)
Other comprehensive income, net of income taxes————9—9
Balance at June 30, 2023997,052$20,941$(123)$4,891$(630)$—$25,079

See the Combined Notes to Consolidated Financial Statements

EXELON CORPORATION AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

Six Months Ended June 30, 2022
(In millions, shares in thousands)Issued SharesCommon StockTreasury StockRetained EarningsAccumulated Other Comprehensive Loss, netNoncontrolling InterestsTotal Shareholders' Equity
Balance at 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 at March 31, 2022982,042$20,299$(123)$4,028$(713)$—$23,491
Net income———465——465
Long-term incentive plan activity2110————10
Employee stock purchase plan issuances24210————10
Common stock dividends ($0.34/common share)———(332)——(332)
Other comprehensive income, net of income taxes————12—12
Balance at June 30, 2022982,305$20,319$(123)$4,161$(701)$—$23,656

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 June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$1,781$1,387$3,293$3,075
Revenues from alternative revenue programs1183527075
Operating revenues from affiliates2358
Total operating revenues1,9011,4253,5683,158
Operating expenses
Purchased power6852831,172862
Purchased power from affiliate———59
Operating and maintenance267258521523
Operating and maintenance from affiliates8880171166
Depreciation and amortization350328688649
Taxes other than income taxes8890182185
Total operating expenses1,4781,0392,7342,444
Loss on sale of assets—(2)—(2)
Operating income423384834712
Other income and (deductions)
Interest expense, net(117)(101)(230)(197)
Interest expense to affiliates(3)(3)(7)(7)
Other, net17133426
Total other income and (deductions)(103)(91)(203)(178)
Income before income taxes320293631534
Income taxes7166142119
Net income$249$227$489$415
Comprehensive income$249$227$489$415

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$489$415
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization688649
Deferred income taxes and amortization of investment tax credits106122
Other non-cash operating activities(260)(18)
Changes in assets and liabilities:
Accounts receivable(30)(163)
Receivables from and payables to affiliates, net(3)(43)
Inventories(43)(2)
Accounts payable and accrued expenses(311)123
Collateral received, net2560
Income taxes16(19)
Regulatory assets and liabilities, net(459)(267)
Pension and non-pension postretirement benefit contributions(24)(178)
Other assets and liabilities110(91)
Net cash flows provided by operating activities304588
Cash flows from investing activities
Capital expenditures(1,262)(1,208)
Other investing activities315
Net cash flows used in investing activities(1,259)(1,193)
Cash flows from financing activities
Changes in short-term borrowings(130)—
Proceeds from short-term borrowings with maturities greater than 90 days400—
Repayments on short-term borrowings with maturities greater than 90 days(150)—
Issuance of long-term debt975750
Dividends paid on common stock(374)(289)
Contributions from parent372335
Other financing activities(13)(12)
Net cash flows provided by financing activities1,080784
Increase in cash, restricted cash, and cash equivalents125179
Cash, restricted cash, and cash equivalents at beginning of period511384
Cash, restricted cash, and cash equivalents at end of period$636$563
Supplemental cash flow information
Decrease in capital expenditures not paid$(7)$(44)

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$74$67
Restricted cash and cash equivalents361327
Accounts receivable
Customer accounts receivable786558
Customer allowance for credit losses(67)(59)
Customer accounts receivable, net719499
Other accounts receivable234441
Other allowance for credit losses(18)(17)
Other accounts receivable, net216424
Receivables from affiliates33
Inventories, net238196
Regulatory assets1,609775
Other10592
Total current assets3,3252,383
Property, plant, and equipment (net of accumulated depreciation and amortization of $6,985 and $6,673 as of June 30, 2023 and December 31, 2022, respectively)28,28327,513
Deferred debits and other assets
Regulatory assets2,6122,667
Goodwill2,6252,625
Receivable related to Regulatory Agreement Units2,8572,660
Investments66
Prepaid pension asset1,2221,206
Other742601
Total deferred debits and other assets10,0649,765
Total assets$41,672$39,661

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings$697$577
Accounts payable7281,010
Accrued expenses396415
Payables to affiliates7174
Customer deposits112108
Regulatory liabilities196226
Mark-to-market derivative liabilities245
Other210191
Total current liabilities2,4342,606
Long-term debt11,48210,518
Long-term debt to financing trust205205
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits5,1785,021
Regulatory liabilities7,2656,913
Asset retirement obligations150148
Non-pension postretirement benefits obligations170165
Mark-to-market derivative liabilities10979
Other827642
Total deferred credits and other liabilities13,69912,968
Total liabilities27,82026,297
Commitments and contingencies
Shareholders’ equity
Common stock1,5881,588
Other paid-in capital10,1189,746
Retained earnings2,1462,030
Total shareholders’ equity13,85213,364
Total liabilities and shareholders’ equity$41,672$39,661

See the Combined Notes to Consolidated Financial Statements

COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Common StockOther Paid-In CapitalRetained EarningsTotal Shareholders’ Equity
Balance at December 31, 2022$1,588$9,746$2,030$13,364
Net income——241241
Common stock dividends——(187)(187)
Contributions from parent—186—186
Balance at March 31, 2023$1,588$9,932$2,084$13,604
Net income——249249
Common stock dividends——(187)(187)
Contributions from parent—186—186
Balance at June 30, 2023$1,588$10,118$2,146$13,852
Six Months Ended June 30, 2022
(In millions)Common StockOther Paid-In CapitalRetained EarningsTotal Shareholders’ Equity
Balance at 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 at March 31, 2022$1,588$9,243$1,735$12,566
Net income——227227
Common stock dividends——(145)(145)
Contributions from parent—168—168
Balance at June 30, 2022$1,588$9,411$1,817$12,816

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 June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$723$707$1,521$1,441
Natural gas operating revenues108108425414
Revenues from alternative revenue programs(5)—(10)6
Operating revenues from affiliates2142
Total operating revenues8288161,9401,863
Operating expenses
Purchased power267244597472
Purchased fuel3539189184
Purchased power from affiliate———33
Operating and maintenance186168405364
Operating and maintenance from affiliates534710599
Depreciation and amortization9993197185
Taxes other than income taxes47489795
Total operating expenses6876391,5901,432
Operating income141177350431
Other income and (deductions)
Interest expense, net(45)(40)(90)(78)
Interest expense to affiliates(3)(3)(7)(6)
Other, net681516
Total other income and (deductions)(42)(35)(82)(68)
Income before income taxes99142268363
Income taxes29524
Net income$97$133$263$339
Comprehensive income$97$133$263$339

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$263$339
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization197185
Deferred income taxes and amortization of investment tax credits(26)14
Other non-cash operating activities124
Changes in assets and liabilities:
Accounts receivable182(29)
Receivables from and payables to affiliates, net(3)(40)
Inventories52(8)
Accounts payable and accrued expenses(167)5
Income taxes5649
Regulatory assets and liabilities, net14(24)
Pension and non-pension postretirement benefit contributions(1)(13)
Other assets and liabilities(34)(70)
Net cash flows provided by operating activities545412
Cash flows from investing activities
Capital expenditures(707)(658)
Changes in Exelon intercompany money pool(225)—
Other investing activities—5
Net cash flows used in investing activities(932)(653)
Cash flows from financing activities
Changes in short-term borrowings(239)210
Issuance of long-term debt575350
Retirement of long-term debt(50)(350)
Dividends paid on common stock(202)(200)
Contributions from parent330227
Other financing activities(4)(8)
Net cash flows provided by financing activities410229
Increase (decrease) in cash, restricted cash, and cash equivalents23(12)
Cash, restricted cash, and cash equivalents at beginning of period6844
Cash, restricted cash, and cash equivalents at end of period$91$32
Supplemental cash flow information
Increase (decrease) in capital expenditures not paid$3$(11)

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$82$59
Restricted cash and cash equivalents99
Accounts receivable
Customer accounts receivable448635
Customer allowance for credit losses(101)(105)
Customer accounts receivable, net347530
Other accounts receivable127153
Other allowance for credit losses(8)(9)
Other accounts receivable, net119144
Receivables from affiliates14
Receivable from Exelon intercompany money pool225—
Inventories, net
Fossil fuel4799
Materials and supplies5252
Prepaid utility taxes68—
Regulatory assets10280
Other4538
Total current assets1,0971,015
Property, plant, and equipment (net of accumulated depreciation and amortization of $4,182 and $4,078 as of June 30, 2023 and December 31, 2022, respectively)12,65112,125
Deferred debits and other assets
Regulatory assets717652
Receivable related to Regulatory Agreement Units263237
Investments3230
Prepaid pension asset421413
Other2630
Total deferred debits and other assets1,4591,362
Total assets$15,207$14,502

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$239
Long-term debt due within one year—50
Accounts payable530668
Accrued expenses165142
Payables to affiliates3642
Customer deposits7263
Regulatory liabilities11675
Other6032
Total current liabilities9791,311
Long-term debt5,1324,562
Long-term debt to financing trusts184184
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits2,2632,213
Regulatory liabilities295270
Asset retirement obligations2828
Non-pension postretirement benefits obligations287286
Other8585
Total deferred credits and other liabilities2,9582,882
Total liabilities9,2538,939
Commitments and contingencies
Shareholder’s equity
Common stock4,0323,702
Retained earnings1,9221,861
Total shareholder’s equity5,9545,563
Total liabilities and shareholder's equity$15,207$14,502

See the Combined Notes to Consolidated Financial Statements

PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2022$3,702$1,861$5,563
Net income—166166
Common stock dividends—(101)(101)
Contributions from parent330—330
Balance at March 31, 2023$4,032$1,926$5,958
Net income—9797
Common stock dividends—(101)(101)
Balance at June 30, 2023$4,032$1,922$5,954
Six Months Ended June 30, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2021$3,428$1,684$5,112
Net income—206206
Common stock dividends—(100)(100)
Contributions from parent227—227
Balance at March 31, 2022$3,655$1,790$5,445
Net income—133133
Common stock dividends—(100)(100)
Balance at June 30, 2022$3,655$1,823$5,478

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$670$642$1,449$1,377
Natural gas operating revenues121161530585
Revenues from alternative revenue programs4(20)70(32)
Operating revenues from affiliates23410
Total operating revenues7977862,0531,940
Operating expenses
Purchased power261241604526
Purchased fuel1148160199
Purchased power from affiliate———18
Operating and maintenance144154311321
Operating and maintenance from affiliates5451108102
Depreciation and amortization158152325322
Taxes other than income taxes7671159148
Total operating expenses7047171,6671,636
Operating income9369386304
Other income and (deductions)
Interest expense, net(44)(36)(88)(71)
Other, net55811
Total other income and (deductions)(39)(31)(80)(60)
Income before income taxes5438306244
Income taxes1216510
Net income$42$37$241$234
Comprehensive income$42$37$241$234

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$241$234
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization325322
Deferred income taxes and amortization of investment tax credits3813
Other non-cash operating activities(36)79
Changes in assets and liabilities:
Accounts receivable185(14)
Receivables from and payables to affiliates, net(8)(11)
Inventories51(27)
Accounts payable and accrued expenses(114)(12)
Collateral (paid) received, net(22)190
Income taxes8(27)
Regulatory assets and liabilities, net(83)(36)
Pension and non-pension postretirement benefit contributions(11)(59)
Other assets and liabilities3724
Net cash flows provided by operating activities611676
Cash flows from investing activities
Capital expenditures(656)(578)
Other investing activities47
Net cash flows used in investing activities(652)(571)
Cash flows from financing activities
Changes in short-term borrowings(408)(130)
Issuance of long-term debt700500
Retirement of long-term debt(300)—
Dividends paid on common stock(158)(150)
Contributions from parent237186
Other financing activities(7)(7)
Net cash flows provided by financing activities64399
Increase in cash, restricted cash, and cash equivalents23504
Cash, restricted cash, and cash equivalents at beginning of period6755
Cash, restricted cash, and cash equivalents at end of period$90$559
Supplemental cash flow information
Decrease in capital expenditures not paid$(60)$(21)

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$89$43
Restricted cash and cash equivalents124
Accounts receivable
Customer accounts receivable440617
Customer allowance for credit losses(50)(54)
Customer accounts receivable, net390563
Other accounts receivable114132
Other allowance for credit losses(8)(10)
Other accounts receivable, net106122
Inventories, net
Fossil fuel3491
Materials and supplies7165
Prepaid utility taxes—52
Regulatory assets241177
Other1813
Total current assets9501,150
Property, plant, and equipment (net of accumulated depreciation and amortization of $4,737 and $4,583 as of June 30, 2023 and December 31, 2022, respectively)11,67311,338
Deferred debits and other assets
Regulatory assets541527
Investments97
Prepaid pension asset269291
Other4637
Total deferred debits and other assets865862
Total assets$13,488$13,350

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$408
Long-term debt due within one year—300
Accounts payable316462
Accrued expenses139159
Payables to affiliates3239
Customer deposits109105
Regulatory liabilities4247
Other3255
Total current liabilities6701,575
Long-term debt4,6013,907
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits1,8961,832
Regulatory liabilities789816
Asset retirement obligations3030
Non-pension postretirement benefits obligations161166
Other8588
Total deferred credits and other liabilities2,9612,932
Total liabilities8,2328,414
Commitments and contingencies
Shareholder's equity
Common stock3,0982,861
Retained earnings2,1582,075
Total shareholder's equity5,2564,936
Total liabilities and shareholder's equity$13,488$13,350

See the Combined Notes to Consolidated Financial Statements

BALTIMORE GAS AND ELECTRIC COMPANY

STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2022$2,861$2,075$4,936
Net income—200200
Common stock dividends—(80)(80)
Contributions from parent237—237
Balance at March 31, 2023$3,098$2,195$5,293
Net income—4242
Common stock dividends—(79)(79)
Balance at June 30, 2023$3,098$2,158$5,256
Six Months Ended June 30, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2021$2,575$1,995$4,570
Net income—198198
Common stock dividends—(76)(76)
Balance at March 31, 2022$2,575$2,117$4,692
Net income—3737
Common stock dividends—(75)(75)
Contributions from parent186—186
Balance at June 30, 2022$2,761$2,079$4,840

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 June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$1,265$1,199$2,637$2,522
Natural gas operating revenues2937126120
Revenues from alternative revenue programs9(17)74(22)
Operating revenues from affiliates2246
Total operating revenues1,3051,2212,8412,626
Operating expenses
Purchased power4554011,027888
Purchased fuel12196761
Purchased power from affiliate———50
Operating and maintenance260245527493
Operating and maintenance from affiliates44478698
Depreciation and amortization243240484459
Taxes other than income taxes112114232233
Total operating expenses1,1261,0662,4232,282
Operating income179155418344
Other income and (deductions)
Interest expense, net(81)(73)(157)(143)
Other, net25195137
Total other income and (deductions)(56)(54)(106)(106)
Income before income taxes123101312238
Income taxes201548
Net income$103$100$258$230
Comprehensive income$103$100$258$230

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$258$230
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization484459
Deferred income taxes and amortization of investment tax credits26(7)
Other non-cash operating activities2076
Changes in assets and liabilities:
Accounts receivable55(92)
Receivables from and payables to affiliates, net(8)(53)
Inventories(14)(7)
Accounts payable and accrued expenses(25)10
Collateral (paid) received, net(191)403
Income taxes6(2)
Regulatory assets and liabilities, net8(71)
Pension and non-pension postretirement benefit contributions(11)(70)
Other assets and liabilities(80)(86)
Net cash flows provided by operating activities528790
Cash flows from investing activities
Capital expenditures(1,022)(776)
Other investing activities83
Net cash flows used in investing activities(1,014)(773)
Cash flows from financing activities
Changes in short-term borrowings(377)(425)
Issuance of long-term debt450700
Retirement of long-term debt—(200)
Changes in Exelon intercompany money pool817
Distributions to member(212)(395)
Contributions from member405704
Other financing activities(25)(12)
Net cash flows provided by financing activities249389
(Decrease) increase in cash, restricted cash, and cash equivalents(237)406
Cash, restricted cash, and cash equivalents at beginning of period373213
Cash, restricted cash, and cash equivalents at end of period$136$619
Supplemental cash flow information
Decrease in capital expenditures not paid$(91)$(48)

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$110$198
Restricted cash and cash equivalents26175
Accounts receivable
Customer accounts receivable659734
Customer allowance for credit losses(105)(109)
Customer accounts receivable, net554625
Other accounts receivable304300
Other allowance for credit losses(53)(46)
Other accounts receivable, net251254
Receivables from affiliates22
Inventories, net
Fossil fuel718
Materials and supplies261236
Regulatory assets400455
Other8496
Total current assets1,6952,059
Property, plant, and equipment (net of accumulated depreciation and amortization of $2,901 and $2,618 as of June 30, 2023 and December 31, 2022, respectively)18,27917,686
Deferred debits and other assets
Regulatory assets1,5891,610
Goodwill4,0054,005
Investments141138
Prepaid pension asset311353
Other221231
Total deferred debits and other assets6,2676,337
Total assets$26,241$26,082

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND MEMBER'S EQUITY
Current liabilities
Short-term borrowings$37$414
Long-term debt due within one year996591
Accounts payable657771
Accrued expenses258260
Payables to affiliates5866
Borrowings from Exelon intercompany money pool5244
Customer deposits9588
Regulatory liabilities7376
Unamortized energy contract liabilities810
PPA termination obligation7487
Other132330
Total current liabilities2,4402,737
Long-term debt7,5547,529
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits2,9672,895
Regulatory liabilities9581,011
Asset retirement obligations6059
Non-pension postretirement benefit obligations4550
Unamortized energy contract liabilities3035
Other506536
Total deferred credits and other liabilities4,5664,586
Total liabilities14,56014,852
Commitments and contingencies
Member's equity
Membership interest11,98711,582
Undistributed losses(306)(352)
Total member's equity11,68111,230
Total liabilities and member's equity$26,241$26,082

See the Combined Notes to Consolidated Financial Statements

PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF CHANGES IN MEMBER'S EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Membership InterestUndistributed (Losses)/GainsTotal Member's Equity
Balance at December 31, 2022$11,582$(352)$11,230
Net income—155155
Distributions to member—(112)(112)
Contributions from member405—405
Balance at March 31, 2023$11,987$(309)$11,678
Net income—103103
Distributions to member—(100)(100)
Balance at June 30, 2023$11,987$(306)$11,681
Six Months Ended June 30, 2022
(In millions)Membership InterestUndistributed (Losses)/GainsTotal Member's Equity
Balance at December 31, 2021$10,795$(210)$10,585
Net income—130130
Distributions to member—(102)(102)
Contributions from member704—704
Balance at March 31, 2022$11,499$(182)$11,317
Net income—100100
Distributions to member—(293)(293)
Balance at June 30, 2022$11,499$(375)$11,124

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$633$580$1,302$1,200
Revenues from alternative revenue programs7(1)46(7)
Operating revenues from affiliates2232
Total operating revenues6425811,3511,195
Operating expenses
Purchased power204162462336
Purchased power from affiliate———39
Operating and maintenance8272175145
Operating and maintenance from affiliates5856115115
Depreciation and amortization109105216213
Taxes other than income taxes8892183186
Total operating expenses5414871,1511,034
Operating income10194200161
Other income and (deductions)
Interest expense, net(43)(38)(81)(74)
Other, net16133326
Total other income and (deductions)(27)(25)(48)(48)
Income before income taxes7469152113
Income taxes10(1)22(3)
Net income$64$70$130$116
Comprehensive income$64$70$130$116

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$130$116
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization216213
Deferred income taxes and amortization of investment tax credits12(7)
Other non-cash operating activities317
Changes in assets and liabilities:
Accounts receivable12(62)
Receivables from and payables to affiliates, net(2)(39)
Inventories(10)(6)
Accounts payable and accrued expenses(21)6
Collateral (paid) received, net(26)85
Income taxes(1)(24)
Regulatory assets and liabilities, net(6)(36)
Pension and non-pension postretirement benefit contributions(8)(7)
Other assets and liabilities7(15)
Net cash flows provided by operating activities306241
Cash flows from investing activities
Capital expenditures(483)(402)
Other investing activities82
Net cash flows used in investing activities(475)(400)
Cash flows from financing activities
Changes in short-term borrowings(299)(132)
Issuance of long-term debt250400
Retirement of long-term debt—(200)
Changes in PHI intercompany money pool5273
Dividends paid on common stock(115)(300)
Contributions from parent243387
Other financing activities(19)(6)
Net cash flows provided by financing activities112222
(Decrease) increase in cash, restricted cash, and cash equivalents(57)63
Cash, restricted cash, and cash equivalents at beginning of period9968
Cash, restricted cash, and cash equivalents at end of period$42$131
Supplemental cash flow information
Decrease in capital expenditures not paid$(43)$(24)

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$16$45
Restricted cash and cash equivalents2654
Accounts receivable
Customer accounts receivable337351
Customer allowance for credit losses(50)(47)
Customer accounts receivable, net287304
Other accounts receivable178180
Other allowance for credit losses(31)(25)
Other accounts receivable, net147155
Inventories, net145135
Regulatory assets212235
Other1353
Total current assets846981
Property, plant, and equipment (net of accumulated depreciation and amortization of $4,171 and $4,067 as of June 30, 2023 and December 31, 2022, respectively)9,1118,794
Deferred debits and other assets
Regulatory assets443437
Investments122119
Prepaid pension asset259273
Other5753
Total deferred debits and other assets881882
Total assets$10,838$10,657

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$299
Long-term debt due within one year4054
Accounts payable310382
Accrued expenses126125
Payables to affiliates3234
Borrowings from PHI intercompany money pool52—
Customer deposits4339
Regulatory liabilities116
Merger related obligation2726
Other5893
Total current liabilities1,0641,008
Long-term debt3,5933,747
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits1,4211,382
Regulatory liabilities421455
Asset retirement obligations4039
Other260244
Total deferred credits and other liabilities2,1422,120
Total liabilities6,7996,875
Commitments and contingencies
Shareholder's equity
Common stock3,0102,767
Retained earnings1,0291,015
Total shareholder's equity4,0393,782
Total liabilities and shareholder's equity$10,838$10,657

See the Combined Notes to Consolidated Financial Statements

POTOMAC ELECTRIC POWER COMPANY

STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2022$2,767$1,015$3,782
Net income—6565
Common stock dividends—(48)(48)
Contributions from parent243—243
Balance at March 31, 2023$3,010$1,032$4,042
Net income—6464
Common stock dividends—(67)(67)
Balance at June 30, 2023$3,010$1,029$4,039
Six Months Ended June 30, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2021$2,302$1,173$3,475
Net income—4646
Common stock dividends—(42)(42)
Contributions from parent387—387
Balance at March 31, 2022$2,689$1,177$3,866
Net income—7070
Common stock dividends—(258)(258)
Balance at June 30, 2022$2,689$989$3,678

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$315$295$682$643
Natural gas operating revenues2937126120
Revenues from alternative revenue programs3(2)12(3)
Operating revenues from affiliates2233
Total operating revenues349332823763
Operating expenses
Purchased power127116293253
Purchased fuel12196761
Purchased power from affiliate———10
Operating and maintenance45459197
Operating and maintenance from affiliates43438484
Depreciation and amortization6056121113
Taxes other than income taxes18173735
Total operating expenses305296693653
Operating income4436130110
Other income and (deductions)
Interest expense, net(18)(17)(36)(33)
Other, net4486
Total other income and (deductions)(14)(13)(28)(27)
Income before income taxes302310283
Income taxes52176
Net income$25$21$85$77
Comprehensive income$25$21$85$77

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$85$77
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization121113
Deferred income taxes and amortization of investment tax credits33
Other non-cash operating activities213
Changes in assets and liabilities:
Accounts receivable48(8)
Receivables from and payables to affiliates, net1(3)
Inventories51
Accounts payable and accrued expenses(9)12
Collateral (paid) received, net(121)180
Income taxes116
Regulatory assets and liabilities, net25(11)
Pension and non-pension postretirement benefit contributions—(1)
Other assets and liabilities101
Net cash flows provided by operating activities181383
Cash flows from investing activities
Capital expenditures(258)(194)
Changes in PHI intercompany money pool(102)(73)
Other investing activities—2
Net cash flows used in investing activities(360)(265)
Cash flows from financing activities
Changes in short-term borrowings(115)(149)
Issuance of long-term debt125125
Dividends paid on common stock(60)(56)
Contributions from parent99144
Other financing activities(4)(4)
Net cash flows provided by financing activities4560
(Decrease) increase in cash, restricted cash, and cash equivalents(134)178
Cash, restricted cash, and cash equivalents at beginning of period15271
Cash, restricted cash, and cash equivalents at end of period$18$249
Supplemental cash flow information
Decrease in capital expenditures not paid$(3)$(5)

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$18$31
Restricted cash and cash equivalents—121
Accounts receivable
Customer accounts receivable149204
Customer allowance for credit losses(21)(21)
Customer accounts receivable, net128183
Other accounts receivable5452
Other allowance for credit losses(9)(7)
Other accounts receivable, net4545
Receivable from PHI intercompany pool102—
Inventories, net
Fossil fuel718
Materials and supplies6458
Regulatory assets5980
Other2337
Total current assets446573
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,854 and $1,772 as of June 30, 2023 and December 31, 2022, respectively)4,9744,820
Deferred debits and other assets
Regulatory assets205202
Prepaid pension asset144153
Other5454
Total deferred debits and other assets403409
Total assets$5,823$5,802

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$—$115
Long-term debt due within one year584584
Accounts payable162172
Accrued expenses4641
Payables to affiliates2322
Customer deposits3129
Regulatory liabilities4744
Other17136
Total current liabilities9101,143
Long-term debt1,4771,354
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits887869
Regulatory liabilities371380
Asset retirement obligations1313
Non-pension postretirement benefits obligations99
Other8284
Total deferred credits and other liabilities1,3621,355
Total liabilities3,7493,852
Commitments and contingencies
Shareholder's equity
Common stock1,4551,356
Retained earnings619594
Total shareholder's equity2,0741,950
Total liabilities and shareholder's equity$5,823$5,802

See the Combined Notes to Consolidated Financial Statements

DELMARVA POWER & LIGHT COMPANY

STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2022$1,356$594$1,950
Net income—6060
Common stock dividends—(42)(42)
Contributions from parent99—99
Balance at March 31, 2023$1,455$612$2,067
Net income—2525
Common stock dividends—(18)(18)
Balance at June 30, 2023$1,455$619$2,074
Six Months Ended June 30, 2022
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance at December 31, 2021$1,209$568$1,777
Net income—5656
Common stock dividends—(41)(41)
Contributions from parent144—144
Balance at March 31, 2022$1,353$583$1,936
Net income—2121
Common stock dividends—(15)(15)
Balance at June 30, 2022$1,353$589$1,942

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 June 30,Six Months Ended June 30,
(In millions)2023202220232022
Operating revenues
Electric operating revenues$317$323$653$668
Revenues from alternative revenue programs(1)(15)16(12)
Operating revenues from affiliates1112
Total operating revenues317309670658
Operating expenses
Purchased power124123273299
Purchased power from affiliate———2
Operating and maintenance48509197
Operating and maintenance from affiliates37367473
Depreciation and amortization6872135118
Taxes other than income taxes3244
Total operating expenses280283577593
Operating income37269365
Other income and (deductions)
Interest expense, net(17)(17)(34)(32)
Other, net4295
Total other income and (deductions)(13)(15)(25)(27)
Income before income taxes24116838
Income taxes6—171
Net income$18$11$51$37
Comprehensive income$18$11$51$37

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,
(In millions)20232022
Cash flows from operating activities
Net income$51$37
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization135118
Deferred income taxes and amortization of investment tax credits12—
Other non-cash operating activities(3)25
Changes in assets and liabilities:
Accounts receivable(5)(20)
Receivables from and payables to affiliates, net(5)(10)
Inventories(9)(2)
Accounts payable and accrued expenses159
Collateral (paid) received, net(45)137
Income taxes(4)8
Regulatory assets and liabilities, net(12)(11)
Pension and non-pension postretirement benefit contributions—(7)
Other assets and liabilities(89)(63)
Net cash flows provided by operating activities41221
Cash flows from investing activities
Capital expenditures(275)(179)
Net cash flows used in investing activities(275)(179)
Cash flows from financing activities
Changes in short-term borrowings37(144)
Issuance of long-term debt75175
Changes in PHI intercompany money pool50—
Dividends paid on common stock(36)(38)
Contributions from parent63173
Other financing activities(3)(4)
Net cash flows provided by financing activities186162
(Decrease) increase in cash and cash equivalents(48)204
Cash and cash equivalents at beginning of period7229
Cash and cash equivalents at end of period$24$233
Supplemental cash flow information
Decrease in capital expenditures not paid$(44)$(19)

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$24$72
Accounts receivable
Customer accounts receivable173179
Customer allowance for credit losses(34)(41)
Customer accounts receivable, net139138
Other accounts receivable7170
Other allowance for credit losses(13)(14)
Other accounts receivable, net5856
Receivables from affiliates21
Inventories, net5243
Prepaid utility taxes43—
Regulatory assets116130
Other33
Total current assets437443
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,619 and $1,551 as of June 30, 2023 and December 31, 2022, respectively)4,1203,990
Deferred debits and other assets
Regulatory assets488494
Prepaid pension asset1118
Other3234
Total deferred debits and other assets531546
Total assets$5,088$4,979

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In millions)June 30, 2023December 31, 2022
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$37$—
Long-term debt due within one year33
Accounts payable178206
Accrued expenses4247
Payables to affiliates2226
Borrowings from PHI intercompany money pool50—
Customer deposits2221
Regulatory liabilities1526
PPA termination obligation7487
Other1258
Total current liabilities455474
Long-term debt1,8311,754
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits748734
Regulatory liabilities147156
Non-pension postretirement benefit obligations78
Other69100
Total deferred credits and other liabilities971998
Total liabilities3,2573,226
Commitments and contingencies
Shareholder's equity
Common stock1,8281,765
Retained earnings (deficit)3(12)
Total shareholder's equity1,8311,753
Total liabilities and shareholder's equity$5,088$4,979

See the Combined Notes to Consolidated Financial Statements

ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY

(Unaudited)

Six Months Ended June 30, 2023
(In millions)Common StockRetained (Deficit) EarningsTotal Shareholder's Equity
Balance at December 31, 2022$1,765$(12)$1,753
Net income—3333
Common stock dividends—(21)(21)
Contributions from parent63—63
Balance at March 31, 2023$1,828$—$1,828
Net income—1818
Common stock dividends—(15)(15)
Balance at June 30, 2023$1,828$3$1,831
Six Months Ended June 30, 2022
(In millions)Common StockRetained DeficitTotal Shareholder's Equity
Balance at December 31, 2021$1,590$(15)$1,575
Net income—2626
Common stock dividends—(19)(19)
Contributions from parent173—173
Balance at March 31, 2022$1,763$(8)$1,755
Net income—1111
Common stock dividends—(19)(19)
Balance at June 30, 2022$1,763$(16)$1,747

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 transmission and distribution 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, finance, 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.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

Note 1 — Significant Accounting Policies

The accompanying consolidated financial statements as of June 30, 2023 and for the three and six months ended June 30, 2023 and 2022 are unaudited but, in the opinion of each Registrant's management, the Registrants 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 December 31, 2022 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, 2023. 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, met 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 the six months ended June 30, 2022. See Note 2 — Discontinued Operations for additional information.

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. 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 contributed its equity ownership interest in Generation to Constellation. Exelon no longer retains any equity ownership interest in Generation or Constellation. See Note 2 — Discontinued Operations of the 2022 Form 10-K 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 provides to Constellation and Constellation provides 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 three and six months ended June 30, 2023, the amounts Exelon billed Constellation and Constellation billed Exelon for these services were $44 million and $94 million recorded in Other income, net and $3 million and $9 million recorded in Operating and maintenance expense, respectively. For the three months ended June 30, 2022, the amounts Exelon billed Constellation and Constellation billed Exelon for these services were $69 million recorded in Other income, net and $11 million recorded in Operating and maintenance expense, respectively. Additionally, for the period from February 1, 2022 to June 30, 2022, the amounts Exelon billed Constellation and Constellation billed Exelon for these services were $125 million recorded in Other income, net and $20 million recorded in Operating and maintenance expense, respectively.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 2 — Discontinued Operations

  • 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 Constellation 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 Constellation to provide a portion of ComEd’s electric supply requirements. ComEd also purchased RECs and ZECs from Constellation.

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

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

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

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

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

ComEd and PECO also have receivables with Constellation for estimated excess funds at the end of decommissioning the Regulatory Agreement Units, such amounts are due back to ComEd and PECO, as applicable, for payment to their respective customers. See Note 3 — Regulatory Matters and Note 23 — Related Party Transactions of the 2022 Form 10-K for additional information.

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.

There were no results from discontinued operations for the three and six months ended June 30, 2023 and the three months ended June 30, 2022. 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 six months ended June 30, 2022.

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.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 2 — Discontinued Operations

Six Months Ended June 30,
2022
Operating revenues
Competitive business revenues$1,855
Competitive business revenues from affiliates161
Total operating revenues2,016
Operating expenses
Competitive businesses purchased power and fuel1,138
Operating and maintenance(a)371
Depreciation and amortization94
Taxes other than income taxes44
Total operating expenses1,647
Gain on sales of assets and businesses10
Operating income379
Other income and (deductions)
Interest expense, net(20)
Other, net(281)
Total other income and (deductions)(301)
Income before income taxes78
Income taxes(40)
Equity in losses of unconsolidated affiliates(1)
Net income117
Net income attributable to noncontrolling interests1
Net income from discontinued operations$116

(a)Includes transaction and transition costs related to the separation of $52 million for the six months ended June 30, 2022.

There were no assets or liabilities of discontinued operations included in Exelon's Consolidated Balance Sheet as of June 30, 2023 and December 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 year ended December 31, 2022. Refer to the Distribution of Constellation line in Exelon's Consolidated Statement of Changes in Shareholders' Equity for further information.

There were no discontinued operations included within Exelon’s Consolidated Statements of Cash Flows for the six months ended June 30, 2023. 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 six months ended June 30, 2022.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 2 — Discontinued Operations

Six Months Ended June 30,
2022
Non-cash items included in net income from discontinued operations:
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization$207
Loss on sales of assets and businesses9
Deferred income taxes and amortization of investment tax credits(143)
Net fair value changes related to derivatives(59)
Net realized and unrealized losses on NDT fund investments205
Net unrealized losses on equity investments16
Other decommissioning-related activity36
Cash flows from investing activities:
Capital expenditures(227)
Collection of DPP169
Supplemental cash flow information:
Decrease in capital expenditures not paid(128)
Increase in DPP348
Increase in PP&E related to ARO update335

3. Regulatory Matters (All Registrants)

As discussed in Note 3 — Regulatory Matters of the 2022 Form 10-K, the Registrants are involved in rate and regulatory proceedings at FERC and their state commissions. The following discusses developments in 2023 and updates to the 2022 Form 10-K.

Distribution Base Rate Case Proceedings

The following tables show the completed and pending distribution base rate case proceedings in 2023.

Completed Distribution Base Rate Case Proceedings

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — Regulatory Matters

Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement IncreaseApproved Revenue Requirement IncreaseApproved ROEApproval DateRate Effective Date
ComEd - Illinois(a)April 15, 2022Electric$199$1997.85%November 17, 2022January 1, 2023
PECO - PennsylvaniaMarch 31, 2022Natural Gas8255N/A(b)October 27, 2022January 1, 2023
BGE - Maryland(c)May 15, 2020 (amended September 11, 2020)Electric2031409.50%December 16, 2020January 1, 2021
Natural Gas108749.65%
Pepco - Maryland(d)October 26, 2020 (amended March 31, 2021)Electric104529.55%June 28, 2021June 28, 2021
DPL - Maryland(e)May 19, 2022Electric38299.60%December 14, 2022January 1, 2023

(a)ComEd's 2023 approved revenue requirement above 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 monthly average 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 monthly yields on 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. See discussion of CEJA below for details on the transition away from the electric distribution formula rate.

(b)The PECO natural gas 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. BGE proposed to use certain tax benefits to fully offset the increases in 2021 and 2022 and partially offset the increase in 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. 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. In 2021, the MDPSC deferred a decision on whether to use certain tax benefits to offset the revenue requirement increases in 2023 and directed BGE to make another proposal at the end of 2022. In September 2022, BGE proposed that tax benefits not be used to offset the 2023 revenue requirement increases. On October 26, 2022, the MDPSC accepted BGE's recommendation to not use tax benefits to offset the 2023 revenue requirement increases.

(d)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. In 2021, the MDPSC deferred a decision on whether to use certain tax benefits to offset the revenue requirement increases for the 12-month period ending March 31, 2024. In December 2022 Pepco proposed that tax benefits not be used to offset the revenue requirement increases for this period. On January 25, 2023, the MDPSC accepted Pepco’s recommendations not to use tax benefits to offset revenue requirement increases for the 12-month period ending March 31, 2024.

(e)Reflects a three-year cumulative multi-year plan for January 1, 2023 through December 31, 2025. The MDPSC awarded DPL electric incremental revenue requirement increases of $17 million, $6 million, and $6 million for 2023, 2024, and 2025, respectively.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — Regulatory Matters

Pending Distribution Base Rate Case Proceedings

Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement IncreaseRequested ROEExpected Approval Timing
ComEd - Illinois(a)January 17, 2023Electric$1,54510.50% to 10.65%Fourth quarter of 2023
ComEd - Illinois(b)April 21, 2023Electric2478.91%Fourth quarter of 2023
BGE - Maryland(c)February 17, 2023Electric31310.40%Fourth quarter of 2023
Natural Gas28910.40%
Pepco - District of Columbia(d)April 13, 2023Electric19110.50%Second quarter of 2024
Pepco - Maryland(e)May 16, 2023Electric21410.50%Second quarter of 2024
DPL - Delaware(f)December 15, 2022 (amended May 30, 2023)Electric4210.50%Second quarter of 2024
ACE - New Jersey(g)February 15, 2023 (amended June 2, 2023)Electric9410.50%First quarter of 2024

(a)On June 27, 2023, ComEd submitted its MRP rebuttal testimony requesting an increase of the total revenue requirement increase to recover beneficial electrification costs through the MRP initially filed on January 17, 2023. The filing reflects a four-year cumulative MRP for January 1, 2024 to December 31, 2027 and total requested revenue requirement increases of $980 million effective January 1, 2024, $176 million effective January 1, 2025, $187 million effective January 1, 2026, and $202 million effective January 1, 2027, based on forecasted revenue requirements. If approved, the revenue requirement will provide for a weighted average debt and equity return on distribution rate base of 7.43% in 2024, 7.50% in 2025, 7.62% in 2026, and 7.70% in 2027, inclusive of an allowed ROE of 10.50% in 2024, 10.55% in 2025, 10.60% in 2026, and 10.65% in 2027. The requested revenue requirements are based on capital structures that reflect between 50.58% and 51.19% common equity. ComEd’s MRP also includes a proposed rate phase-in to defer approximately $343 million of the $980 million year-over-year increase for 2024 revenue from 2024 to 2026.

(b)On April 21, 2023, ComEd filed its proposed Delivery Reconciliation Amount of $247 million under Rider Delivery Service Pricing Reconciliation (Rider DSPR) which allows for the reconciliation of the revenue requirement in effect in the final years in which formula rates are determined and until such time as new rates are established under ComEd’s approved MRP. The 2023 filing reconciles the delivery service rates in effect in 2022 with the actual delivery service costs incurred in 2022. Final order is expected by December 2023, and the reconciliation amount will be in customer rates beginning January 1, 2024.

(c)Reflects a three-year cumulative multi-year plan for January 1, 2024 through December 31, 2026 submitted to the MDPSC. Inclusive of the proposed acceleration of remaining electric tax benefits in 2024 and 2025, and remaining gas tax benefits in 2024, BGE requested total electric revenue requirement increases of $85 million, $103 million, and $125 million in 2024, 2025, and 2026, respectively, and natural gas revenue requirement increases of $158 million, $77 million, and $54 million in 2024, 2025, and 2026, respectively. Requested revenue requirement increases will be used to recover capital investments designed to increase the resilience of the electric and gas distribution systems and support Maryland’s climate and regulatory initiatives. The 2021 and 2022 reconciliation amounts are not included in the requested revenue requirement increase, as BGE is proposing that these amounts be recovered through the separate electric and gas riders in 2024. The 2021 reconciliation amounts are $11 million and $7 million for electric and gas, respectively, and the 2022 reconciliation amounts are $44 million and $15 million for electric and gas, respectively.

(d)Reflects a three-year cumulative multi-year plan for January 1, 2024 through December 31, 2026 submitted to the DCPSC. Pepco requested total electric revenue requirement increases of $117 million, $37 million, and $37 million in 2024, 2025, and 2026, respectively. Requested revenue requirement increases will be used to recover capital investments designed to advance system-readiness and support the District of Columbia’s climate and clean energy goals.

(e)Reflects a three-year cumulative multi-year plan for April 1, 2024 through March 31, 2027 submitted to the MDPSC. Pepco requested total electric revenue requirement increases of $74 million, $60 million and $60 million effective April 1, 2024, April 1, 2025, and April 1, 2026, respectively. The plan contains a proposed nine-month extension period with a requested revenue requirement increase of $20 million effective April 1, 2027 through December 31, 2027. Requested revenue requirement increases will be used to recover capital investments designed to advance system-readiness and support Maryland's climate and clean energy goals. Based on a settlement agreement filed with the MDPSC on July 21, 2023, Pepco proposed to establish a revenue deferral mechanism that would allow for recovery of its full Commission-

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — Regulatory Matters

authorized year 1 increase between July 1, 2024 through March 31, 2025 and extend the procedural schedule to address intervenor resource constraints. The settlement agreement remains subject to approval and Pepco cannot predict if the MDPSC will approve the settlement agreement as filed.

(f)The rates went into effect on July 15, 2023, subject to refund.

(g)Requested increases are before New Jersey sales and use tax. ACE intends to put rates into effect on November 17, 2023, 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 PECO is based on prior year actual costs and current year projected capital additions, accumulated depreciation, and accumulated deferred income taxes. The annual update for BGE, Pepco, DPL, and ACE 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 PECO, BGE, Pepco, DPL, and ACE also reconciles any differences between the actual costs and actual revenues for the calendar year (annual reconciliation).

For 2023, the following increases/(decreases) were included in the Utility Registrants' electric transmission formula rate updates:

Registrant**(a)**Initial Revenue Requirement IncreaseAnnual Reconciliation Increase (Decrease)Total Revenue Requirement IncreaseAllowed Return on Rate Base**(b)**Allowed ROE**(c)**
ComEd$20$63$838.09%11.50%
PECO2423477.41%10.35%
BGE19(12)4(d)7.34%10.50%
Pepco37(5)327.57%10.50%
DPL32(3)297.08%10.50%
ACE41(12)297.08%10.50%

(a)All rates are effective June 1, 2023 - May 31, 2024, subject to review by interested parties pursuant to review protocols of each Utility Registrants' tariffs.

(b)Represents the weighted average debt and equity return on transmission rate bases. For ComEd and PECO, the common equity component of the ratio used to calculate the weighted average debt and equity return on the transmission formula rate base is currently capped at 55% and 55.75%, respectively.

(c)The rate of return on common equity for each Utility Registrant includes a 50-basis-point incentive adder for being a member of a RTO.

(d)The increase in BGE's transmission revenue requirement includes a $3 million reduction related to a FERC-approved dedicated facilities charge to recover the costs of providing transmission service to specifically designated load by BGE.

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 MRP 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 ComEd and the ICC initiate and conduct various regulatory proceedings on subjects including ethics, spending, grid investments, and performance metrics.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — Regulatory Matters

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.

ComEd Electric Distribution Rates

ComEd filed, and received approval for, its last performance-based electric distribution formula rate update filing under EIMA in 2022; those rates are in effect throughout 2023.

On February 3, 2022, the ICC approved a tariff that establishes the process under which ComEd will reconcile its 2022 and 2023 rate year revenue requirements with actual costs. Those reconciliation amounts will be determined using the same process as were used for prior reconciliations under the performance-based electric distribution formula rate. Using that process, for the rate years 2022 and 2023 ComEd will ultimately collect revenues from customers reflecting each year’s actual recoverable costs, year-end rate base, and a weighted average debt and equity return on distribution rate base, with the ROE component based on the annual average of the monthly yields of the 30-year U.S. Treasury bonds plus 580 basis points. In April 2023, ComEd filed its first petition with the ICC to reconcile its 2022 actual costs with the approved revenue requirement that was in effect in 2022. The rate year 2023 reconciliation will be filed in 2024.

Beginning in 2024, ComEd will recover from retail customers, subject to certain exceptions, the costs it incurs to provide electric delivery services either through its electric distribution rate or other recovery mechanisms authorized by CEJA. On January 17, 2023, ComEd filed a petition with the ICC seeking approval of a MRP for 2024-2027. The MRP supports a multi-year grid plan (Grid Plan), also filed on January 17, covering planned investments on the electric distribution system within ComEd’s service area through 2027. Costs incurred during each year of the MRP are subject to ICC review and the plan’s revenue requirement for each year will be reconciled with the actual costs that the ICC determines are prudently and reasonably incurred for that year. The reconciliation is subject to adjustment for certain costs, including a limitation on recovery of costs that are more than 105% of certain costs in the previously approved MRP revenue requirement, absent a modification of the rate plan itself. Thus, for example, the rate adjustments necessary to reconcile 2024 revenues to ComEd’s actual 2024 costs incurred would take effect in January 2026 after the ICC’s review during 2025. Discovery remains ongoing. On May 22, 2023, direct testimony was filed by ICC staff and more than a dozen intervenors and intervenor groups. The testimonies addressed a wide variety of topics, including rate of return on equity, capital structure, grid planning, various distribution grid and information technology investments, and affordability and customer service. ComEd filed rebuttal testimony in June, which provided, among other things, defense of ComEd’s planned 2024-2027 capital investment and proposed cost of equity. ComEd also made voluntary adjustments and, per the ICC’s final beneficial electrification order requiring ComEd to recover beneficial electrification costs through the MRP, increased its total revenue requirement request from $1.47 billion to $1.54 billion. On July 27, 2023, ICC staff and intervenors filed rebuttal testimony, which showed little to no movement on the key issues, including ROE and large capital projects. The ICC must issue its decision on both the MRP and Grid Plan by mid-December 2023, for rates to begin with the January 2024 billing cycle.

In January 2022, ComEd filed a request with the ICC proposing performance metrics that would be used in determining ROE incentives and penalties in the event ComEd filed a MRP in January 2023. On September 27, 2022, the ICC issued a final order approving seven performance metrics that provide symmetrical performance adjustments of 32 total basis points to ComEd’s rate of return on common equity based on the extent to which ComEd achieves the annual performance goals. On November 10, 2022, the ICC granted ComEd's application for rehearing, in part. On April 5, the ICC issued its final order on rehearing for the performance and tracking metrics proceeding, in which the ICC declined to adopt ComEd’s proposed modifications to the reliability and peak load reduction performance metrics. ComEd is determining how to implement the performance metrics, which take effect on January 1, 2024. ComEd will make its initial filing in 2025 to assess performance achieved under the metrics in 2024, and to determine any ROE adjustment, which would take effect in 2026.

Carbon Mitigation Credit

CEJA establishes decarbonization requirements for Illinois as well as programs to support the retention and development of emissions-free sources of electricity. ComEd is required to purchase CMCs from participating nuclear-powered generating facilities between June 1, 2022 and May 31, 2027. The price to be paid for each CMC was established through a competitive bidding process that included consumer-protection measures that capped the maximum acceptable bid amount and a formula that reduces CMC prices by an energy price index, the base residual auction capacity price in the ComEd zone of PJM, and the monetized value of any federal tax

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — Regulatory Matters

credit or other subsidy if applicable. The consumer protection measures contained in CEJA will result in net payments to ComEd ratepayers if the energy index, the capacity price and applicable federal tax credits or subsidy exceed the CMC contract price. In the June 2022 billing period, ComEd began issuing credits to its retail customers under its new CMC rider. A regulatory asset is recorded for the difference between customer credits issued and the credit to be received from the participating nuclear-powered generating facilities. The balance as of June 30, 2023 is $1,079 million.

Under CEJA, the costs of procuring CMCs, including carrying costs, are recovered through a rider, the Rider Carbon-Free Resource Adjustment (Rider CFRA). The Rider CFRA provides for an annual reconciliation and true-up to actual costs incurred or credits received by ComEd to purchase CMCs, with any difference to be credited to or collected from ComEd’s retail customers in subsequent periods. The difference between the net payments to (or receivables from) ComEd ratepayers and the credits received by ComEd to purchase CMCs is recorded to Purchased Power expense with an offset to the regulatory asset (or regulatory liability). On December 21, 2022, ComEd filed a supplemental statement to the Rider CFRA proposing that it recover costs or provide credits faster than the tariff allows, implement monthly reconciliations, and allow ComEd to adjust Rider CFRA rates based not only on anticipated differences but also past payments or credits. The ICC approved the proposal on January 19, 2023.

Beneficial Electrification Plan

On March 23, 2023, the ICC issued its final order approving the beneficial electrification plan for ComEd. The ICC rejected ComEd’s request to treat a large portion of beneficial electrification costs as a regulatory asset and ordered ComEd to seek cost recovery through the multi-year rate plan filing for 2024 and 2025, and the final formula rate reconciliation docket for 2023, rather than through a separate charge. The order also authorized an overall annual budget of $77 million per year for the three year plan period (2023 through 2025). On April 18, 2023, ComEd filed an application for rehearing in the beneficial electrification plan docket. The Chicago Transit Authority and City of Chicago, jointly, and the Office of the Illinois Attorney General (ILAG) also filed applications for rehearing. On April 27, 2023, ICC staff filed a motion for clarification, seeking clarification from the ICC on the precise budget described in the final order. On May 8, 2023, the ICC denied all applications for rehearing, and entered an amendatory order regarding the annual beneficial electrification plan budgets. ComEd has been directed to use good faith efforts to spend $77 million annually. ComEd subsequently filed its compliance filing in May 2023, detailing project related spending, clarifying the procedure that will be used to seek stakeholder feedback related to beneficial electrification pilot programs, and including the timeline for tariff changes required to implement the programs. There were also three pending appeals from the beneficial electrification case, one filed by ComEd and two by the ILAG. ComEd and the ILAG both filed appeals of the ICC’s interim order that addressed the permissible scope of utility beneficial electrification programs outside of transportation and the rate impact cap. The ILAG also filed an appeal seeking reversal of portions of the ICC’s final decision. The final order partly mooted ComEd’s appeal of the interim order and ComEd has decided not to pursue the other issues. As such, ComEd recently moved to voluntarily dismiss its appeal and the appellate court granted that request. The ILAG plans to consolidate their appeals.

Energy Efficiency Formula Rate (Exelon and ComEd). ComEd filed its annual energy efficiency formula rate update with the ICC on May 26, 2023. The filing establishes the revenue requirement used to set the rates that will take effect in January 2024 after the ICC's review and approval. The requested revenue requirement update is based on a reconciliation of the 2022 actual costs plus projected 2024 expenditures.

Initial Revenue Requirement IncreaseAnnual Reconciliation IncreaseTotal Revenue Requirement IncreaseRequested Return on Rate Base**(a)**Requested ROE
$87$31$1186.48%8.91%

(a)The requested revenue requirement increase provides for a weighted average debt and equity return on the energy efficiency regulatory asset and rate base of 6.48% inclusive of an allowed ROE of 8.91%, reflecting the monthly average yields for 30-year treasury bonds plus 580 basis points. For the 2022 reconciliation year, the requested revenue requirement provides for a weighted average debt and equity return on the energy efficiency regulatory asset and rate base of 7.48% inclusive of an allowed ROE of 10.91%, which includes an upward performance adjustment that increased the ROE. The performance adjustment can either increase or decrease the ROE based upon the achievement of energy efficiency savings goals.

New Jersey Regulatory Matters

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — 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 June 30, 2023, the $94 million liability for the contract termination fee consists of $74 million and $20 million included in Other current liabilities and Other deferred credits and other liabilities, respectively, in Exelon's Consolidated Balance Sheet. The current and noncurrent liabilities are included in PPA termination obligation and Other deferred credits and other liabilities, respectively, in PHI's and ACE's Consolidated Balance Sheets. For the six months ended June 30, 2023 and 2022, ACE has respectively paid $43 million and $23 million of the liability, which is recorded in Changes in Other assets and liabilities in Exelon's, PHI's, and ACE's Consolidated Statements of Cash Flows.

ACE Infrastructure Investment Program “Powering the Future” Filing (Exelon, PHI, and ACE). On October 31, 2022, ACE filed with the NJBPU a second IIP, called “Powering the Future”, proposing to seek recovery through a new component of ACE’s rider mechanism, totaling $379 million, over the four-year period of July 1, 2023, to June 30, 2027. The new IIP will allow ACE to invest in projects that are designed to enhance the reliability, resiliency, and safety of the service ACE provides to its customers. On June 15, 2023, ACE entered into a settlement agreement with other parties, which allows for a recovery totaling $93 million of reliability related capital investments from July 1, 2023, through June 30, 2027. ACE will have the option of seeking approval from the NJBPU to extend the end date of the IIP beyond June 30, 2027, if ACE determines an extension is necessary. On June 29, 2023, the NJBPU adopted the settlement agreement and issued an order approving the program.

Other Federal Regulatory Matters

FERC Audit (Exelon and ComEd). The Utility Registrants are subject to periodic audits by FERC. FERC’s Division of Audits and Accounting initiated a nonpublic audit of ComEd in April 2021 evaluating ComEd’s compliance with (1) approved terms, rates, and conditions of its federally regulated service; (2) accounting requirements of the Uniform System of Accounts; (3) reporting requirements of the FERC Form 1; and (4) the requirements for record retention. The audit covered the period from January 1, 2017 to present. During the first quarter of 2023, ComEd was provided with information from FERC about several potential findings, including ComEd's methodology regarding the allocation of certain overhead costs to capital under FERC regulations. Based on the preliminary findings and discussions with FERC staff, ComEd determined that a loss was probable and recorded a regulatory liability to reflect its best estimate of that loss as of March 31, 2023.

On July 27, 2023, FERC issued a final audit report which included, among other things, findings and recommendations related to ComEd's methodology regarding the allocation of certain overhead costs to capitalized construction costs under FERC regulations. ComEd disagrees with various findings and recommendations in the audit report, as indicated in ComEd's public reply to the report. The final outcome and resolution of any contested audit issues as well as a reasonable estimate of potential future losses cannot be accurately estimated at this stage; however, the final resolution of these matters could result in recognition of future losses, above the amounts currently accrued, that could be material to the Exelon and ComEd financial statements.

Regulatory Assets and Liabilities

The Utility Registrants' regulatory assets and liabilities have not changed materially since December 31, 2022, unless noted below. See Note 3 — Regulatory Matters of the 2022 Form 10-K for additional information on the specific regulatory assets and liabilities.

ComEd. Regulatory assets increased $779 million primarily due to increases of $252 million in the Electric Distribution Formula Rate Annual Reconciliations regulatory asset, $236 million in the CMC regulatory asset, as discussed in CEJA above, and $145 million in the ZEC regulatory asset.

PECO. Regulatory assets increased $87 million primarily due to an increase of $76 million in the Deferred Income Taxes regulatory asset. Regulatory liabilities increased $66 million primarily due to increases of

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 3 — Regulatory Matters

$55 million in the Electric Energy and Natural Gas Costs regulatory liability and $26 million in the Decommissioning the Regulatory Agreement Units regulatory liability.

BGE. Regulatory assets increased $78 million primarily due to an increase of $54 million in the Under-Recovered Revenue Decoupling regulatory asset.

Pepco. Regulatory liabilities decreased $29 million primarily due to a decrease of $27 million in the Deferred Income Taxes regulatory liability.

DPL. Regulatory assets decreased $18 million primarily due to a decrease of $21 million in the Electric Energy and Natural Gas Costs regulatory asset.

ACE. Regulatory assets decreased $20 million primarily due to a decrease of $45 million in the Electric Energy Costs regulatory asset as a result of the PPA termination.

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. PECO had no related amounts at June 30, 2023 and December 31, 2022.

ExelonComEd**(a)**BGE**(b)**PHIPepco**(c)**DPL**(c)**ACE**(b)**
June 30, 2023$63$19$23$21$18$2$1
December 31, 202257828211821

(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 and ACE's authorized amounts capitalized for ratemaking purposes primarily relate to earnings on shareholder's investment on their respective 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 2022 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 deferred credits and other 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.

The following table provides a rollforward of the contract liabilities reflected in Exelon's, PHI's, Pepco's, DPL's, and ACE's Consolidated Balance Sheets for the three and six months ended June 30, 2023 and 2022. At June 30, 2023 and December 31, 2022, 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

Exelon**(a)**PHI**(a)**Pepco**(a)**DPLACE**(a)**
Balance at December 31, 2022$101$101$81$10$10
Revenues recognized(1)(1)(1)——
Balance at March 31, 2023100100801010
Revenues recognized(2)(2)(2)——
Balance at June 30, 2023$98$98$78$10$10
Exelon**(a)**PHI**(a)**Pepco**(a)**DPLACE**(a)**
Balance at December 31, 2021$109$109$87$11$11
Revenues recognized(2)(2)(2)——
Balance at March 31, 2022107107851111
Revenues recognized(2)(2)(1)—(1)
Balance at June 30, 2022$105$105$84$11$10

(a)Revenues recognized in the three and six months ended June 30, 2023 and 2022, were included in the contract liabilities at December 31, 2022 and 2021, respectively.

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 June 30, 2023. 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.

YearExelonPHIPepcoDPLACE
2023$7$7$5$1$1
2024665—1
2025555——
2026555——
2027 and thereafter75755898
Total$98$98$78$10$10

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 Registrants' 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 the segments 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 and six months ended June 30, 2023 and 2022 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 June 30, 2023 and 2022

ComEdPECOBGEPHIOther**(a)**Intersegment EliminationsExelon
Operating revenues**(b)****:**
2023
Electric revenues$1,901$719$672$1,274$—$(10)$4,556
Natural gas revenues—10912529—(1)262
Shared service and other revenues———2434(436)—
Total operating revenues$1,901$828$797$1,305$434$(447)$4,818
2022
Electric revenues$1,425$708$629$1,182$—$(6)$3,938
Natural gas revenues—10815737—(1)301
Shared service and other revenues———2384(386)—
Total operating revenues$1,425$816$786$1,221$384$(393)$4,239
Intersegment revenues**(c)****:**
2023$2$2$2$2$432$(440)$—
20223132384(393)—
Depreciation and amortization:
2023$350$99$158$243$16$—$866
202232893152240161830
Operating expenses:
2023$1,478$687$704$1,126$561$(442)$4,114
20221,0396397171,066460(378)3,543
Interest expense, net:
2023$120$48$44$81$134$—$427
20221044336731011358
Income (loss) from continuing operations before income taxes:
2023$320$99$54$123$(174)$(6)$416
202229314238101(62)(1)511
Income Taxes:
2023$71$2$12$20$(32)$—$73
202266911(31)—46
Net income (loss) from continuing operations:
2023$249$97$42$103$(142)$(6)$343
202222713337100(31)(1)465
Capital Expenditures:
2023$645$372$306$461$20$—$1,804
202259131427536738—1,585

(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 15 — Supplemental Financial Information for additional information on total utility taxes.

(c)See Note 16 — Related Party Transactions for additional information on intersegment revenues.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 5 — Segment Information

PHI:

PepcoDPLACEOther**(a)**Intersegment EliminationsPHI
Operating revenues**(b)****:**
2023
Electric revenues$642$320$317$—$(5)$1,274
Natural gas revenues—29———29
Shared service and other revenues———105(103)2
Total operating revenues$642$349$317$105$(108)$1,305
2022
Electric revenues$581$295$309$—$(3)$1,182
Natural gas revenues—37———37
Shared service and other revenues———98(96)2
Total operating revenues$581$332$309$98$(99)$1,221
Intersegment revenues**(c)****:**
2023$2$2$1$104$(107)$2
202222198(101)2
Depreciation and amortization:
2023$109$60$68$6$—$243
202210556727—240
Operating expenses:
2023$541$305$280$108$(108)$1,126
202248729628399(99)1,066
Interest expense, net:
2023$43$18$17$3$—$81
20223817171—73
Income (loss) before income taxes:
2023$74$30$24$(6)$1$123
2022692311(2)—101
Income Taxes:
2023$10$5$6$(1)$—$20
2022(1)2———1
Net income (loss):
2023$64$25$18$(5)$1$103
2022702111(2)—100
Capital Expenditures:
2023$219$124$114$4$—$461
20221849192——367

(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 15 — 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

Electric and Gas Revenue by Customer Class (Utility Registrants):

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 June 30, 2023
Revenues from contracts with customersComEdPECOBGEPHIPepcoDPLACE
Electric revenues
Residential$861$444$363$583$267$161$155
Small commercial & industrial46113275144415746
Large commercial & industrial205641193372543350
Public authorities & electric railroads138715744
Other(a)23471103185646163
Total electric revenues**(b)**$1,774$719$667$1,264$633$316$318
Natural gas revenues
Residential$—$69$71$16$—$16$—
Small commercial & industrial—32157—7—
Large commercial & industrial——301—1—
Transportation—5—4—4—
Other(c)—251—1—
Total natural gas revenues**(d)**$—$108$121$29$—$29$—
Total revenues from contracts with customers$1,774$827$788$1,293$633$345$318
Other revenues
Revenues from alternative revenue programs$118$(5)$4$9$7$3$(1)
Other electric revenues(e)954321—
Other natural gas revenues(e)—11————
Total other revenues$127$1$9$12$9$4$(1)
Total revenues for reportable segments$1,901$828$797$1,305$642$349$317

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 5 — Segment Information

Three Months Ended June 30, 2022
Revenues from contracts with customersComEdPECOBGEPHIPepcoDPLACE
Electric revenues
Residential$819$431$334$548$234$155$159
Small commercial & industrial31212670140355154
Large commercial & industrial11721293322503052
Public authorities & electric railroads57715834
Other(a)2346899164545755
Total electric revenues**(b)**$1,381$704$639$1,199$581$296$324
Natural gas revenues
Residential$—$71$96$17$—$17$—
Small commercial & industrial—29188—8—
Large commercial & industrial——353—3—
Transportation—6—3—3—
Other(c)—2126—6—
Total natural gas revenues**(d)**$—$108$161$37$—$37$—
Total revenues from contracts with customers$1,381$812$800$1,236$581$333$324
Other revenues
Revenues from alternative revenue programs$35$—$(20)$(17)$(1)$(2)$(15)
Other electric revenues(e)944211—
Other natural gas revenues(e)——2————
Total other revenues$44$4$(14)$(15)$—$(1)$(15)
Total revenues for reportable segments$1,425$816$786$1,221$581$332$309

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

(b)Includes operating revenues from affiliates in 2023 and 2022 respectively of:

  • $2 million, $3 million at ComEd

  • $1 million, $1 million at PECO

  • $1 million, $2 million at BGE

  • $2 million, $2 million at PHI

  • $2 million, $2 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 2023 and 2022 respectively of:

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

  • $1 million, $1 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 5 — Segment Information

Six Months Ended June 30, 2023 and 2022

ComEdPECOBGEPHIOther**(a)**Intersegment EliminationsExelon
Operating revenues**(b)****:**
2023
Electric revenues$3,568$1,514$1,485$2,711$—$(14)$9,264
Natural gas revenues—426568126—(4)1,116
Shared service and other revenues———4871(875)—
Total operating revenues$3,568$1,940$2,053$2,841$871$(893)$10,380
2022
Electric revenues$3,158$1,449$1,366$2,501$—$(14)$8,460
Natural gas revenues—414574120—(2)1,106
Shared service and other revenues———5961(966)—
Total operating revenues$3,158$1,863$1,940$2,626$961$(982)$9,566
Intersegment revenues**(c)****:**
2023$5$4$4$4$867$(884)$—
202282106961(981)6
Depreciation and amortization:
2023$688$197$325$484$31$2$1,727
202264918532245932—1,647
Operating expenses:
2023$2,734$1,590$1,667$2,423$1,046$(889)$8,571
20222,4441,4321,6362,2821,086(909)7,971
Interest expense, net:
2023$237$97$88$157$263$(2)$840
20222048471143195—697
Income (loss) from continuing operations before income taxes:
2023$631$268$306$312$(294)$(5)$1,218
2022534363244238(125)(45)1,209
Income taxes:
2023$142$5$65$54$(60)$—$206
202211924108114(12)263
Net income (loss) from continuing operations:
2023$489$263$241$258$(235)$(4)$1,012
2022415339234230(239)(33)946
Capital expenditures:
2023$1,262$707$656$1,022$38$—$3,685
20221,20865857877660—3,280
Total assets:
June 30, 2023$41,672$15,207$13,488$26,241$5,922$(4,450)$98,080
December 31, 202239,66114,50213,35026,0826,014(4,260)95,349

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

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 5 — Segment Information

(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 15 — Supplemental Financial Information for additional information on total utility taxes.

(c)See Note 16 — Related Party Transactions for additional information on intersegment revenues.

PHI:

PepcoDPLACEOther**(a)**Intersegment EliminationsPHI
Operating revenues**(b)****:**
2023
Electric revenues$1,351$697$670$—$(7)$2,711
Natural gas revenues—126———126
Shared service and other revenues———207(203)4
Total operating revenues$1,351$823$670$207$(210)$2,841
2022
Electric revenues$1,195$643$658$—$5$2,501
Natural gas revenues—120———120
Shared service and other revenues———205(200)5
Total operating revenues$1,195$763$658$205$(195)$2,626
Intersegment revenues**(c)****:**
2023$3$3$1$206$(209)$4
2022232195(196)6
Depreciation and amortization:
2023$216$121$135$12$—$484
202221311311815—459
Operating expenses:
2023$1,151$693$577$212$(210)$2,423
20221,034653593197(195)2,282
Interest expense, net:
2023$81$36$34$6$—$157
20227433325(1)143
Income (loss) before income taxes:
2023$152$102$68$(10)$—$312
202211383384—238
Income taxes:
2023$22$17$17$(2)$—$54
2022(3)614—8
Net income (loss):
2023$130$85$51$(8)$—$258
20221167737——230
Capital expenditures:
2023$483$258$275$6$—$1,022
20224021941791—776
Total assets:
June 30, 2023$10,838$5,823$5,088$4,735$(243)$26,241
December 31, 202210,6575,8024,9794,677(33)26,082

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

Electric and Gas Revenue by Customer Class (Utility Registrants):

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.

Six Months Ended June 30, 2023
Revenues from contracts with customersComEdPECOBGEPHIPepcoDPLACE
Electric revenues
Residential$1,698$963$796$1,221$549$371$301
Small commercial & industrial82326716730480119105
Large commercial & industrial29012926871453566113
Public authorities & electric railroads221614331689
Other(a)450139198362120119126
Total electric revenues**(b)**$3,283$1,514$1,443$2,634$1,300$683$654
Natural gas revenues
Residential$—$292$349$76$—$76$—
Small commercial & industrial—1075633—33—
Large commercial & industrial—11002—2—
Transportation—13—8—8—
Other(c)—11247—7—
Total natural gas revenues**(d)**$—$424$529$126$—$126$—
Total revenues from contracts with customers$3,283$1,938$1,972$2,760$1,300$809$654
Other revenues
Revenues from alternative revenue programs$270$(10)$70$74$46$12$16
Other electric revenues(e)15108752—
Other natural gas revenues(e)—23————
Total other revenues$285$2$81$81$51$14$16
Total revenues for reportable segments$3,568$1,940$2,053$2,841$1,351$823$670

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 5 — Segment Information

Six Months Ended June 30, 2022
Revenues from contracts with customersComEdPECOBGEPHIPepcoDPLACE
Electric revenues
Residential$1,675$918$752$1,200$509$362$329
Small commercial & industrial73623715128173107101
Large commercial & industrial1651362606555035696
Public authorities & electric railroads201514311678
Other(a)472130196359100113136
Total electric revenues**(b)**$3,068$1,436$1,373$2,526$1,201$645$670
Natural gas revenues
Residential$—$289$378$68$—$68$—
Small commercial & industrial—1056329—29—
Large commercial & industrial——1006—6—
Transportation—14—7—7—
Other(c)—54710—10—
Total natural gas revenues**(d)**$—$413$588$120$—$120$—
Total revenues from contracts with customers$3,068$1,849$1,961$2,646$1,201$765$670
Other revenues
Revenues from alternative revenue programs$75$6$(32)$(22)$(7)$(3)$(12)
Other electric revenues(e)1578211—
Other natural gas revenues(e)—13————
Total other revenues$90$14$(21)$(20)$(6)$(2)$(12)
Total revenues for reportable segments$3,158$1,863$1,940$2,626$1,195$763$658

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

(b)Includes operating revenues from affiliates in 2023 and 2022 respectively of:

  • $5 million, $8 million at ComEd

  • $3 million, $2 million at PECO

  • $2 million, $3 million at BGE

  • $4 million, $6 million at PHI

  • $3 million, $2 million at Pepco

  • $3 million, $3 million at DPL

  • $1 million, $2 million at ACE

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

(d)Includes operating revenues from affiliates in 2023 and 2022 respectively of:

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

  • $2 million, $7 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 June 30, 2023
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at March 31, 2023$389$74$130$73$112$49$26$37
Plus: Current period (benefit) provision for expected credit losses(35)(1)(20)(16)24(3)1
Less: Write-offs, net of recoveries(a)316979324
Balance at June 30, 2023$323$67$101$50$105$50$21$34
Three Months Ended June 30, 2022
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at March 31, 2022$389$92$125$59$113$40$24$49
Plus: Current period (benefit) provision for expected credit losses(9)(5)(10)245—(1)
Less: Write-offs, net of recoveries266848323
Balance at June 30, 2022$354$81$107$57$109$42$22$45
Six Months Ended June 30, 2023
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at December 31, 2022$327$59$105$54$109$47$21$41
Plus: Current period provision for expected credit losses71211814181341
Less: Write-offs, net(b)(c) of recoveries(a)75132218221048
Balance at June 30, 2023$323$67$101$50$105$50$21$34
Six Months Ended June 30, 2022
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at December 31, 2021$320$73$105$38$104$37$18$49
Plus: Current period provision for expected credit losses101212128311678
Less: Write-offs, net of recoveries67131992611312
Balance at June 30, 2022$354$81$107$57$109$42$22$45

(a)Recoveries were not material to the Registrants.

(b)For PECO, the change in write-offs is primarily a result of increased disconnection activities.

(c)For ACE, the change in write-offs is primarily related to the termination of the moratoriums in New Jersey, 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 during the year.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 6 — Accounts Receivable

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

Three Months Ended June 30, 2023
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at March 31, 2023$91$18$11$12$50$28$8$14
Plus: Current period provision (benefit) for expected credit losses11(2)(2)431—
Less: Write-offs, net of recoveries(a)51121——1
Balance at June 30, 2023$87$18$8$8$53$31$9$13
Three Months Ended June 30, 2022
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at March 31, 2022$81$20$9$11$41$18$9$14
Plus: Current period provision (benefit) for expected credit losses2(2)2112(1)—
Less: Write-offs, net of recoveries2—11————
Balance at June 30, 2022$81$18$10$11$42$20$8$14
Six Months Ended June 30, 2023
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at December 31, 2022$82$17$9$10$46$25$7$14
Plus: Current period provision for expected credit losses153129621
Less: Write-offs, net of recoveries(a)102242——2
Balance at June 30, 2023$87$18$8$8$53$31$9$13
Six Months Ended June 30, 2022
ExelonComEdPECOBGEPHIPepcoDPLACE
Balance at December 31, 2021$72$17$7$9$39$16$8$15
Plus: Current period provision for expected credit losses1524454—1
Less: Write-offs, net of recoveries61122——2
Balance at June 30, 2022$81$18$10$11$42$20$8$14

(a)Recoveries were not material to the Registrants.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 6 — Accounts Receivable

Unbilled Customer Revenue

The following table provides additional information about unbilled customer revenues recorded in the Registrants' Consolidated Balance Sheets at June 30, 2023 and December 31, 2022.

Unbilled customer revenues**(a)**
ExelonComEdPECOBGEPHIPepcoDPLACE
June 30, 2023$789$329$144$116$200$96$37$67
December 31, 20229122232192472231037446

(a)Unbilled customer revenues are classified in Customer accounts receivable, 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 table presents the total receivables purchased.

Total receivables purchased
ExelonComEdPECOBGEPHIPepcoDPLACE
Six months ended June 30, 2023$1,979$445$546$420$568$371$107$90
Six months ended June 30, 20221,911(a)456518391(a)546342104100

(a)Includes $4 million of receivables purchased from Generation prior to the separation on February 1, 2022 for the six months ended June 30, 2022.

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 June 30, 2023**(a)**
ExelonComEdPECO**(b)**BGEPHIPepcoDPLACE
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 benefit6.57.8(1.2)6.86.25.66.37.1
Plant basis differences(4.8)(0.6)(15.8)0.1(1.6)(2.6)(1.1)—
Excess deferred tax amortization(7.4)(5.6)(2.4)(5.3)(8.0)(9.9)(9.9)(2.0)
Amortization of investment tax credit, including deferred taxes on basis difference(0.1)(0.1)—(0.1)(0.1)—(0.1)(0.1)
Tax credits(0.5)(0.3)—(0.4)(0.9)(1.1)(0.4)(0.3)
Other2.8—0.40.1(0.3)0.50.9(0.7)
Effective income tax rate17.5%22.2%2.0%22.2%16.3%13.5%16.7%25.0%
Three Months Ended June 30, 2022**(a)**
ExelonComEdPECO**(c)**BGE**(c)**PHIPepco**(c)**DPLACE**(c)**
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(d)(5.4)7.9(0.6)2.11.5(3.4)7.26.7
Plant basis differences(3.3)(0.5)(11.0)(1.3)(1.7)(2.4)(0.7)(1.0)
Excess deferred tax amortization(10.5)(5.5)(3.1)(19.0)(19.2)(15.7)(20.0)(24.5)
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(0.4)(0.3)—(1.5)(0.4)(0.4)(0.4)(0.4)
Other(e)7.7——1.4(0.1)(0.5)1.8(1.6)
Effective income tax rate9.0%22.5%6.3%2.6%1.0%(1.4)%8.7%—%

(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.

(c)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.

(d)For Exelon, the lower state income taxes, net of federal income tax benefit, is primarily related to a one-time impact associated with a state tax benefit of $43 million and indemnification adjustments pursuant to the Tax Matters Agreement of $5 million as a result of the separation.

(e)For Exelon, primarily related to indemnification adjustments pursuant to the Tax Matters Agreement of $48 million.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 7 — Income Taxes

Six Months Ended June 30, 2023**(a)**
ExelonComEdPECO**(b)**BGEPHIPepcoDPLACE
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 benefit6.27.8(1.3)6.46.15.56.36.9
Plant basis differences(4.3)(0.4)(15.4)(0.6)(1.7)(2.6)(1.0)(0.6)
Excess deferred tax amortization(6.7)(5.6)(2.4)(5.4)(7.4)(9.1)(9.2)(2.0)
Amortization of investment tax credit, including deferred taxes on basis difference(0.1)(0.1)—(0.1)(0.1)—(0.1)(0.1)
Tax credits(0.5)(0.3)—(0.4)(0.6)(0.8)(0.4)(0.3)
Other1.30.1—0.3—0.50.10.1
Effective income tax rate16.9%22.5%1.9%21.2%17.3%14.5%16.7%25.0%
Six Months Ended June 30, 2022**(a)**
ExelonComEdPECO**(c)**BGE**(c)**PHIPepco**(c)**DPLACE**(c)**
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(d)9.97.9(0.3)2.32.8(3.8)6.56.7
Plant basis differences(3.5)(0.5)(11.2)(1.0)(1.7)(2.5)(0.7)(1.2)
Excess deferred tax amortization(11.0)(5.8)(3.2)(17.8)(18.3)(16.3)(19.5)(22.9)
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(e)0.8(0.3)—(0.6)(0.4)(0.4)(0.3)(0.3)
Other(f)4.70.10.30.30.1(0.7)0.4(0.5)
Effective income tax rate21.8%22.3%6.6%4.1%3.4%(2.7)%7.2%2.6%

(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.

(c)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.

(d)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, partially offset by a one-time impact associated with a state tax benefit of $43 million and indemnification adjustments pursuant to the Tax Matters Agreement of $4 million as a result of the separation.

(e)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.

(f)For Exelon, primarily reflects the nondeductible transaction costs of approximately $19 million arising as part of the separation and indemnification adjustments pursuant to the Tax Matters Agreement of $48 million.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 7 — Income Taxes

Unrecognized Tax Benefits

Exelon, PHI and ACE have the following unrecognized tax benefits at June 30, 2023 and December 31, 2022. ComEd's, PECO's, BGE's, Pepco's, and DPL's amounts are not material.

Exelon**(a)**PHIACE
June 30, 2023$148$59$17
December 31, 20221485917

(a)At June 30, 2023 and December 31, 2022, Exelon recorded a receivable of $50 million in Other deferred debits and 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 June 30, 2023, ACE has $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

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 June 30, 2023, Exelon recorded a payable of $17 million in Other current liabilities that is due to Constellation.

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 provides that Exelon will reimburse Constellation when those allocated tax credit carryforwards are utilized. As of June 30, 2023, Exelon recorded a payable of $8 million and $524 million in Other current liabilities and Other deferred credits and other liabilities, respectively, in the Consolidated Balance Sheet for tax attribute carryforwards that are expected to be utilized and reimbursed to Constellation.

Corporate Alternative Minimum Tax (All Registrants)

On August 16, 2022, the IRA was signed into law and implements a new corporate alternative minimum tax (CAMT) that imposes a 15.0% tax on modified GAAP net income. Corporations are entitled to a tax credit (minimum tax credit) to the extent the CAMT liability exceeds the regular tax liability. This amount can be carried forward indefinitely and used in future years when regular tax exceeds the CAMT.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 7 — Income Taxes

Beginning in 2023, based on the existing statue, Exelon and each of the Utility Registrants will be subject to and will report the CAMT on a separate Registrant basis in the Consolidated Statements of Operations and Comprehensive Income and the Consolidated Balance Sheets. The deferred tax asset related to the minimum tax credit carryforward will be realized to the extent Exelon’s consolidated deferred tax liabilities exceed the minimum tax credit carryforward. Exelon’s deferred tax liabilities are expected to exceed the minimum tax credit carryforward for the foreseeable future and thus no valuation allowance is required. Exelon is continuing to assess the financial statement impacts of the IRA and will update estimates based on future guidance issued by the U.S. Treasury.

8. Retirement Benefits (All Registrants)

Defined Benefit Pension and OPEB

The majority of the 2023 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 5.53%. The majority of the 2023 OPEB cost is calculated using an expected long-term rate of return on plan assets of 6.50% for funded plans and a discount rate of 5.51%.

During the first quarter of 2023, Exelon received an updated valuation of its pension and OPEB to reflect actual census data as of January 1, 2023. This valuation resulted in an increase to the pension obligation of $27 million and an increase to the OPEB obligation of $2 million. Additionally, AOCI increased by $10 million (after-tax) and regulatory assets and liabilities increased by $18 million and $1 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 and six months ended June 30, 2023 and 2022.

Pension BenefitsOPEB
Three Months Ended June 30,Three Months Ended June 30,
2023202220232022
Components of net periodic benefit cost
Service cost$38$58$6$10
Interest cost1441102619
Expected return on assets(188)(205)(21)(25)
Amortization of:
Prior service cost (credit)—1(3)(5)
Actuarial loss (gain)4373(1)4
Net periodic benefit cost$37$37$7$3
Pension BenefitsOPEB
Six Months Ended June 30,Six Months Ended June 30,
2023202220232022
Components of net periodic benefit cost
Service cost$77$119$12$20
Interest cost2892205138
Expected return on assets(377)(414)(42)(50)
Amortization of:
Prior service cost (credit)12(5)(10)
Actuarial loss (gain)84149(1)8
Net periodic benefit cost$74$76$15$6

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, which

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 8 — Retirement Benefits

apply multi-employer accounting, 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 June 30,Six Months Ended June 30,
Pension and OPEB Costs (Benefit)2023202220232022
Exelon$44$40$89$82
ComEd7141330
PECO(4)(2)(7)(4)
BGE14112822
PHI25134926
Pepco92174
DPL5192
ACE3376

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 allows 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 employer contributions and employer matching contributions to the savings plan for the three and six months ended June 30, 2023 and 2022.

Three Months Ended June 30,Six Months Ended June 30,
Savings Plan Employer Contributions2023202220232022
Exelon$26$23$47$43
ComEd10101918
PECO4376
BGE3355
PHI5487
Pepco1122
DPL1122
ACE1111

9. Derivative Financial Instruments (All Registrants)

The Registrants use derivative instruments to manage commodity price risk and interest rate risk related to ongoing business operations. The Registrants do not execute derivatives for speculative or proprietary trading purposes.

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. At Exelon, derivative economic hedges related to interest rates are recorded at fair value and offsets are recorded to Electric operating revenues or Interest expense based on the activity the transaction is economically hedging. 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. At Exelon, derivative hedges that qualify and are designated as cash flow hedges are recorded at fair value and offsets are recorded to AOCI.

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 meets certain qualifications.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 9 — Derivative Financial Instruments

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 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.
GasChanges 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 2022 Form 10-K for additional information.

(b)The fair value of the DPL economic hedge is not material at June 30, 2023 and December 31, 2022.

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

Interest Rate and Other Risk (Exelon)

Exelon Corporate uses a combination of fixed-rate and variable-rate debt to manage interest rate exposure. Exelon Corporate may utilize interest rate derivatives to lock in rate levels in anticipation of future financings, which are typically designated as cash flow hedges. In addition, Exelon Corporate may also utilize interest rate swaps to manage interest rate exposure and manage potential fluctuations in Electric operating revenues at the corporate level in consolidation, which are directly correlated to yields on U.S. Treasury bonds under ComEd's distribution formula rate. These interest rate swaps are accounted for as economic hedges. A hypothetical 50

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 9 — Derivative Financial Instruments

basis point change in the interest rates associated with Exelon's interest rate swaps as of June 30, 2023 would result in an immaterial impact to Exelon's Consolidated Net Income.

Below is a summary of the interest rate hedge balances at June 30, 2023 and December 31, 2022.

June 30, 2023
Derivatives Designated as Hedging InstrumentsEconomic HedgesTotal
Other deferred debits (noncurrent assets)$12$5$17
Total derivative assets12517
Mark-to-market derivative liabilities (current liabilities)—(7)(7)
Total mark-to-market derivative liabilities—(7)(7)
Total mark-to-market derivative net assets (liabilities)$12$(2)$10
December 31, 2022
Derivatives Designated as Hedging InstrumentsEconomic HedgesTotal
Other deferred debits (noncurrent assets)$6$5$11
Total derivative assets6511
Mark-to-market derivative liabilities (current liabilities)—(3)(3)
Mark-to-market derivative liabilities (noncurrent liabilities)(4)—(4)
Total mark-to-market derivative liabilities(4)(3)(7)
Total mark-to-market derivative net assets$2$2$4

Cash Flow Hedges (Interest Rate Risk)

For derivative instruments that qualify and are designated as cash flow hedges, the changes in fair value each period are initially recorded in AOCI and reclassified into earnings when the underlying transaction affects earnings. In January 2023, Exelon Corporate entered into $115 million notional of 5-year maturity floating-to-fixed swaps and $115 million notional of 10-year maturity floating-to-fixed swaps, for a total of $230 million designated as cash flow hedges. In February 2023, Exelon terminated the previously issued floating-to-fixed swaps with a total notional of $1.5 billion upon issuance of $2.5 billion of debt. See Note 10 – Debt and Credit Agreements for additional information on the debt issuance. Prior to the termination, the AOCI derivative gain was $7 million (net of tax). The settlements resulted in a cash receipt of $10 million, which is being amortized into Interest expense in Exelon's Consolidated Statement of Operations and Comprehensive Income over the 5-year and 10-year terms of the swaps. See Note 14 – Changes in Accumulated Other Comprehensive Income (Loss) for additional information.

Since the termination in February 2023, Exelon has entered into additional floating-to-fixed swaps. The following table provides the notional amounts outstanding held by Exelon at June 30, 2023 and December 31, 2022.

June 30, 2023December 31, 2022
5-year maturity floating-to-fixed swaps$260$635
10-year maturity floating-to-fixed swaps260635
Total$520$1,270

The related AOCI derivative gain for the three and six months ended as of June 30, 2023 was immaterial.

Economic Hedges (Interest Rate and Other Risk)

Exelon Corporate executes derivative instruments to mitigate exposure to fluctuations in interest rates but for which the fair value or cash flow hedge elections were not made. For derivatives intended to serve as economic

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 9 — Derivative Financial Instruments

hedges, fair value is recorded on the balance sheet and changes in fair value each period are recognized in earnings or as a regulatory asset or liability, if regulatory requirements are met, each period.

Exelon Corporate enters into floating-to-fixed interest rate cap swaps to manage a portion of interest rate exposure in connection with existing borrowings. In the fourth quarter of 2022, Exelon Corporate entered into $1 billion notional of 18-month maturity floating-to-fixed interest rate cap swaps and $850 million notional of 6-month maturity floating-to-fixed interest rate cap swaps, for a total of $1.85 billion notional of floating-to-fixed interest rate cap swaps as of December 31, 2022. The 6-month maturity floating-to-fixed interest rate cap swaps of $850 million notional matured in March 2023. Exelon receives payments on the interest rate cap when the floating rate exceeds the fixed rate. Settlements received are immaterial as of June 30, 2023.

Additionally, to manage potential fluctuations in Electric operating revenues related to ComEd's distribution formula rate, Exelon Corporate enters into 30-year constant maturity treasury interest rate (Corporate 30-year treasury) swaps.

The following table provides the notional amounts outstanding held by Exelon at June 30, 2023 and December 31, 2022.

Hedging InstrumentJune 30, 2023December 31, 2022
Interest rate cap swaps$1,000$1,850
Constant maturity treasury interest rate swaps$4,875$500
Total$5,875$2,350

For the three and six months ended June 30, 2023, Exelon Corporate recognized the following net pre-tax mark-to-market gains (losses) which are also recognized in Net fair value changes related to derivatives in Exelon's Consolidated Statements of Cash Flows. Exelon had no swaps for the three and six months ended June 30, 2022.

Three Months Ended June 30, 2023Six Months Ended June 30, 2023
Income Statement Location(Loss) Gain(Loss) Gain
Electric operating revenues$(6)$(5)
Interest expense21
Total$(4)$(4)

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. The amount of cash collateral received from external counterparties decreased as of June 30, 2023 due to decreasing energy prices. The following table reflects the Registrants' cash collateral held with external counterparties, which is recorded in Other current liabilities on their respective Consolidated Balance Sheets, at June 30, 2023 and December 31, 2022:

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 9 — Derivative Financial Instruments

June 30, 2023December 31, 2022
Exelon$108$297
ComEd10277
PECO(a)——
BGE123
PHI6197
Pepco(b)—26
DPL(b)—121
ACE650

(a)PECO had less than one million in cash collateral held with external parties at June 30, 2023 and December 31, 2022.

(b)Pepco and DPL had less than one million in cash collateral held with external parties at June 30, 2023.

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 June 30, 2023, 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 June 30, 2023, they could have been required to post collateral to their counterparties of $21 million, $37 million, and $9 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 its 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 supported by the revolving credit agreements at June 30, 2023 and December 31, 2022.

Outstanding Commercial Paper atAverage Interest Rate on Commercial Paper Borrowings at
Commercial Paper IssuerJune 30, 2023December 31, 2022June 30, 2023December 31, 2022
Exelon(a)$336$1,9385.23%4.77%
ComEd2974275.22%4.71%
PECO—239—%4.71%
BGE—409—%4.81%
PHI(b)374145.32%4.78%
Pepco—299—%4.79%
DPL—115—%4.76%
ACE37—5.32%—%

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 10 — Debt and Credit Agreements


(a)Exelon Corporate had $2 million and $449 million in outstanding commercial paper borrowings at June 30, 2023 and December 31, 2022, respectively.

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

Revolving Credit Agreements

Exelon Corporate and the Utility Registrants each have a 5-year revolving credit facility. The following table reflects the credit agreements:

BorrowerAggregate Bank CommitmentInterest Rate
Exelon Corporate$900SOFR 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%

Exelon Corporate and the Utility Registrants had no outstanding amounts on the revolving credit facilities as of June 30, 2023.

The Utility Registrants have credit facility agreements, arranged at minority and community banks, which are solely utilized to issue letters of credit. The facility agreements have aggregate commitments of $40 million, $40 million, $15 million, $15 million, $15 million, and $15 million, at ComEd, PECO, BGE, Pepco, DPL, and ACE, respectively. These facilities expire on October 6, 2023.

See Note 16 — Debt and Credit Agreements of the 2022 Form 10-K for additional information on the Registrants' credit facilities.

Short-Term Loan Agreements

On March 23, 2017, Exelon Corporate entered into a term loan agreement for $500 million. The loan agreement was renewed in the first quarter of 2023 and was bifurcated into two tranches of $300 million on March 14, 2023 and $200 million on March 24, 2023. The agreements will expire on March 14, 2024 and March 22, 2024, respectively. Pursuant to the loan agreements, loans made thereunder bear interest at a variable rate equal to SOFR plus 0.90% and all indebtedness thereunder is unsecured. The loan agreement is reflected in Exelon's Consolidated Balance Sheets within Short-term borrowings.

On October 4, 2022, ComEd entered into a 364-day term loan agreement for $150 million with a variable rate equal to SOFR plus 0.75% and an expiration date of October 3, 2023. The proceeds from this loan were used to repay outstanding commercial paper obligations. The balance of the loan was repaid on January 13, 2023 in conjunction with the $400 million and $575 million First Mortgage Bond agreements that were entered into on January 3, 2023. Refer to the Issuance of Long-Term Debt table below for further information.

On May 9, 2023, ComEd entered into a 364-day term loan agreement for $400 million with a variable rate equal to SOFR plus 1.00% and an expiration date of May 7, 2024. The proceeds from this loan were used to repay outstanding commercial paper obligations and for general corporate purposes. The loan agreement is reflected in Exelon's and ComEd's Consolidated Balance Sheets within Short-term borrowings.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 10 — Debt and Credit Agreements

Long-Term Debt

Issuance of Long-Term Debt

During the six months ended June 30, 2023, the following long-term debt was issued:

CompanyTypeInterest RateMaturityAmountUse of Proceeds
ExelonNotes5.15%March 15, 2028$1,000Repay existing indebtedness and for general corporate purposes.
ExelonNotes5.30%March 15, 2033850Repay existing indebtedness and for general corporate purposes.
ExelonNotes5.60%March 15, 2053650Repay existing indebtedness and for general corporate purposes.
ComEdFirst Mortgage Bonds, Series 1344.90%February 1, 2033400Repay outstanding commercial paper obligations and to fund other general corporate purposes.
ComEdFirst Mortgage Bonds Series 1355.30%February 1, 2053575Repay outstanding commercial paper obligations and to fund other general corporate purposes.
PECOFirst and Refunding Mortgage Bonds4.90%June 15, 2033575Refinance existing indebtedness, refinance outstanding commercial paper obligations, and for general corporate purposes.
BGENotes5.40%June 1, 2053700Repay outstanding commercial paper obligations, repay existing indebtedness, and for general corporate purposes.
Pepco(a)First Mortgage Bonds5.30%March 15, 203385Repay existing indebtedness and for general corporate purposes.
PepcoFirst Mortgage Bonds5.40%March 15, 203840Repay existing indebtedness and for general corporate purposes.
PepcoFirst Mortgage Bonds5.57%March 15, 2053125Repay existing indebtedness and for general corporate purposes.
DPL(b)First Mortgage Bonds5.30%March 15, 203360Repay existing indebtedness and for general corporate purposes.
DPLFirst Mortgage Bonds5.57%March 15, 205365Repay existing indebtedness and for general corporate purposes.
ACEFirst Mortgage Bonds5.57%March 15, 205375Repay existing indebtedness and for general corporate purposes.

(a)On March 15, 2023, Pepco entered into a purchase agreement of First Mortgage Bonds of $100 million at 5.35% due on September 13, 2033. The closing date of the issuance is expected to occur in September 2023.

(b)On March 15, 2023, DPL entered into a purchase agreement of First Mortgage Bonds of $340 million, $75 million, and $110 million at 5.45%, 5.55% and 5.72% due on November 8, 2033, November 8, 2038, and November 8, 2053, respectively. The closing date of the issuance is expected to occur in November 2023.

Debt Covenants

As of June 30, 2023, 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 June 30, 2023 and December 31, 2022. The Registrants have no financial liabilities classified as Level 1 or measured using the NAV practical expedient.

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.

June 30, 2023December 31, 2022
Carrying AmountFair ValueCarrying AmountFair Value
Level 2Level 3TotalLevel 2Level 3Total
Long-Term Debt, including amounts due within one year**(a)**
Exelon$40,997$33,514$2,752$36,266$37,074$29,902$2,327$32,229
ComEd11,48210,015—10,01510,5189,006—9,006
PECO5,1324,426—4,4264,6123,864503,914
BGE4,6014,029—4,0294,2073,613—3,613
PHI8,5504,5352,7527,2878,1204,5072,2776,784
Pepco3,9982,2401,4693,7093,7512,2291,2053,434
DPL2,0611,1685891,7571,9381,1644581,622
ACE1,8349146941,6081,7579096141,523
Long-Term Debt to Financing Trusts
Exelon$390$—$392$392$390$—$384$384
ComEd205—207207205—204204
PECO184—185185184—180180

(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 16 — Debt and Credit Agreements of the 2022 Form 10-K for unamortized debt issuance costs, unamortized debt discount and premium, net, and purchase accounting fair value adjustments and Note 10 — Leases of the 2022 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 at June 30, 2023 and December 31, 2022. The Registrants have no financial assets or liabilities measured using the NAV practical expedient:

Exelon

At June 30, 2023At December 31, 2022
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$702$—$—$702$664$—$—$664
Rabbi trust investments
Cash equivalents66——6662——62
Mutual funds50——5049——49
Fixed income—7—7—7—7
Life insurance contracts—5842100—584098
Rabbi trust investments subtotal11665422231116540216
Interest rate derivative assets
Derivatives designated as hedging instruments—12—12—6—6
Economic hedges—5—5—5—5
Interest rate derivative assets subtotal—17—17—11—11
Total assets81882429427757640891
Liabilities
Commodity derivative liabilities——(133)(133)——(84)(84)
Interest rate derivative liabilities
Derivatives designated as hedging instruments—————(4)—(4)
Economic hedges—(7)—(7)—(3)—(3)
Interest rate derivative liabilities subtotal—(7)—(7)—(7)—(7)
Deferred compensation obligation—(74)—(74)—(75)—(75)
Total liabilities—(81)(133)(214)—(82)(84)(166)
Total net assets (liabilities)$818$1$(91)$728$775$(6)$(44)$725

(a)Exelon excludes cash of $225 million and $345 million at June 30, 2023 and December 31, 2022, respectively, and restricted cash of $108 million and $81 million at June 30, 2023 and December 31, 2022, respectively, and includes long-term restricted cash of $201 million and $117 million at June 30, 2023 and December 31, 2022, respectively, which is reported in Other deferred debits and other assets 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
At June 30, 2023Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$484$—$—$484$69$—$—$69$76$—$—$76
Rabbi trust investments
Mutual funds————9——99——9
Life insurance contracts—————16—16————
Rabbi trust investments subtotal————916—259——9
Total assets484——4847816—9485——85
Liabilities
Commodity derivative liabilities(b)——(133)(133)————————
Deferred compensation obligation—(7)—(7)—(8)—(8)—(4)—(4)
Total liabilities—(7)(133)(140)—(8)—(8)—(4)—(4)
Total net assets (liabilities)$484$(7)$(133)$344$78$8$—$86$85$(4)$—$81
ComEdPECOBGE
At December 31, 2022Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$392$—$—$392$10$—$—$10$23$—$—$23
Rabbi trust investments
Mutual funds————7——77——7
Life insurance contracts—————15—15————
Rabbi trust investments subtotal————715—227——7
Total assets392——3921715—3230——30
Liabilities
Commodity derivative liabilities(b)——(84)(84)————————
Deferred compensation obligation—(8)—(8)—(7)—(7)—(4)—(4)
Total liabilities—(8)(84)(92)—(7)—(7)—(4)—(4)
Total net assets (liabilities)$392$(8)$(84)$300$17$8$—$25$30$(4)$—$26

(a)ComEd excludes cash of $50 million and $42 million at June 30, 2023 and December 31, 2022, respectively, and restricted cash of $102 million and $77 million at June 30, 2023 and December 31, 2022, respectively. Additionally, ComEd includes long-term restricted cash of $201 million and $117 million at June 30, 2023 and December 31, 2022, respectively, which is reported in Other deferred debits and other assets in the Consolidated Balance Sheets. PECO excludes cash of $22 million and $58 million at June 30, 2023 and December 31, 2022, respectively. BGE excludes cash of $13 million and $43 million at June 30, 2023 and December 31, 2022, respectively, and restricted cash of $1 million and $1 million at June 30, 2023 and December 31, 2022, respectively.

(b)The Level 3 balance consists of the current and noncurrent liability of $24 million and $109 million, respectively, at June 30, 2023 and $5 million and $79 million, respectively, at December 31, 2022 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

At June 30, 2023At December 31, 2022
PHILevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$30$—$—$30$205$—$—$205
Rabbi trust investments
Cash equivalents63——6359——59
Mutual funds9——911——11
Fixed income—7—7—7—7
Life insurance contracts—204262—223961
Rabbi trust investments subtotal722742141702939138
Total assets10227421712752939343
Liabilities
Deferred compensation obligation—(13)—(13)—(14)—(14)
Total liabilities—(13)—(13)—(14)—(14)
Total net assets$102$14$42$158$275$15$39$329
PepcoDPLACE
At June 30, 2023Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$22$—$—$22$—$—$—$—$1$—$—$1
Rabbi trust investments
Cash equivalents62——62————————
Life insurance contracts—204262————————
Rabbi trust investments subtotal622042124————————
Total assets842042146————1——1
Liabilities
Deferred compensation obligation—(1)—(1)————————
Total liabilities—(1)—(1)————————
Total net assets$84$19$42$145$—$—$—$—$1$—$—$1

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
At December 31, 2022Level 1Level 2Level 3TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash equivalents(a)$51$—$—$51$121$—$—$121$1$—$—$1
Rabbi trust investments
Cash equivalents59——59————————
Life insurance contracts—223860————————
Rabbi trust investments subtotal592238119————————
Total assets1102238170121——1211——1
Liabilities
Deferred compensation obligation—(1)—(1)————————
Total liabilities—(1)—(1)————————
Total net assets$110$21$38$169$121$—$—$121$1$—$—$1

(a)PHI excludes cash of $101 million and $165 million at June 30, 2023 and December 31, 2022, respectively, and restricted cash of $5 million and $3 million at June 30, 2023 and December 31, 2022, respectively. Pepco excludes cash of $15 million and $45 million at June 30, 2023 and December 31, 2022, respectively, and restricted cash of $5 million and $3 million at June 30, 2023 and December 31, 2022, respectively. DPL excludes cash of $18 million and $31 million at June 30, 2023 and December 31, 2022, respectively. ACE excludes cash of $23 million and $71 million at June 30, 2023 and December 31, 2022, 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 and six months ended June 30, 2023 and 2022:

ExelonComEdPHI and Pepco
Three Months Ended June 30, 2023TotalCommodity DerivativesLife Insurance Contracts
Balance at March 31, 2023$(57)$(98)$41
Total realized / unrealized gains (losses)
Included in net income(a)1—1
Included in regulatory assets/liabilities(35)(35)(b)—
Balance at June 30, 2023$(91)$(133)(c)$42
The amount of total gains included in income attributed to the change in unrealized gains related to assets and liabilities at June 30, 2023$1$—$1
ExelonComEdPHI and Pepco
Three Months Ended June 30, 2022TotalCommodity DerivativesLife Insurance Contracts
Balance at March 31, 2022$(107)$(144)$36
Total realized / unrealized gains (losses)
Included in net income(a)1—1
Included in regulatory assets/liabilities5656(b)—
Balance at June 30, 2022$(50)$(88)(c)$37
The amount of total gains included in income attributed to the change in unrealized gains related to assets and liabilities at June 30, 2022$1$—$1
ExelonComEdPHI and Pepco
Six Months Ended June 30, 2023TotalCommodity DerivativesLife Insurance Contracts
Balance at December 31, 2022$(44)$(84)$40
Total realized / unrealized gains (losses)
Included in net income(a)2—2
Included in regulatory assets/liabilities(49)(49)(b)—
Balance at June 30, 2023$(91)$(133)(c)$42
The amount of total gains included in income attributed to the change in unrealized gains related to assets and liabilities at June 30, 2023$2$—$2
ExelonComEdPHI and Pepco
Six Months Ended June 30, 2022TotalCommodity DerivativesLife Insurance Contracts
Balance at December 31, 2021$(182)$(219)$35
Total realized / unrealized gains (losses)
Included in net income(a)2—2
Included in regulatory assets/liabilities131131(b)—
Transfers out of Level 3(1)——
Balance at June 30, 2022$(50)$(88)(c)$37
The amount of total gains included in income attributed to the change in unrealized gain related to assets and liabilities at June 30, 2022$2$—$2

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

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

(b)Includes $43 million of decreases in fair value and an increase for realized gains 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 June 30, 2023. Includes $59 million of increases in fair value and a decrease for realized losses due to settlements of $3 million recorded in Purchased power expense associated with floating-to-fixed energy swap contracts with unaffiliated suppliers for the three months ended June 30, 2022. Includes $68 million of decreases in fair value and an increase for realized losses due to settlements of $19 million recorded in Purchased power expense associated with floating-to-fixed energy swap contracts with unaffiliated suppliers for the six months ended June 30, 2023. Includes $128 million of increases in fair value and an increase for realized losses due to settlements of $3 million recorded in Purchased power expense associated with floating-to-fixed energy swap contracts with unaffiliated suppliers for the six months ended June 30, 2022.

(c)The balance consists of a current and noncurrent liability of $24 million and $109 million, respectively, at June 30, 2023. The balance consists of $15 million of current assets and current and noncurrent liability of none and $103 million, respectively at June 30, 2022.

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 17 — Fair Value of Financial Assets and Liabilities of the 2022 Form 10-K.

Commodity Derivatives (Exelon and ComEd)

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

Type of tradeFair Value at June 30, 2023Fair Value at December 31, 2022Valuation TechniqueUnobservable Input2023 Range & Arithmetic Average2022 Range & Arithmetic Average
Commodity derivatives$(133)$(84)Discounted Cash FlowForward power price(a)$25.56-$75.64$43.03$34.78-$75.71$48.44

(a)An increase to the forward power price would increase the fair value.

12. Commitments and Contingencies (All Registrants)

The following is an update to the current status of commitments and contingencies set forth in Note 18 — Commitments and Contingencies of the 2022 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 at June 30, 2023:

DescriptionExelonPHIPepcoDPLACE
Total commitments$513$320$120$89$111
Remaining commitments(a)44403532

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

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 at June 30, 2023, representing commitments potentially triggered by future events were as follows:

Expiration within
Total202320242025202620272028 and beyond
Exelon
Letters of credit$21$13$8$—$—$—$—
Surety bonds(a)20617234————
Financing trust guarantees378—————378
Guaranteed lease residual values(b)29—465410
Total commercial commitments$634$185$46$6$5$4$388
ComEd
Letters of credit$12$9$3$—$—$—$—
Surety bonds(a)46397————
Financing trust guarantees200—————200
Total commercial commitments$258$48$10$—$—$—$200
PECO
Letters of credit$1$—$1$—$—$—$—
Surety bonds(a)211————
Financing trust guarantees178—————178
Total commercial commitments$181$1$2$—$—$—$178
BGE
Letters of credit$4$2$2$—$—$—$—
Surety bonds(a)312————
Total commercial commitments$7$3$4$—$—$—$—
PHI
Surety bonds(a)$97$77$20$—$—$—$—
Guaranteed lease residual values(b)29—465410
Total commercial commitments$126$77$24$6$5$4$10
Pepco
Surety bonds(a)$85$71$14$—$—$—$—
Guaranteed lease residual values(b)10—13213
Total commercial commitments$95$71$15$3$2$1$3
DPL
Surety bonds(a)$7$3$4$—$—$—$—
Guaranteed lease residual values(b)12—22224
Total commercial commitments$19$3$6$2$2$2$4
ACE
Surety bonds(a)$5$3$2$—$—$—$—
Guaranteed lease residual values(b)7—11113
Total commercial commitments$12$3$3$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 9 years. The maximum potential obligation at the end of the minimum lease term would be $65 million guaranteed by Exelon and PHI, of which $22 million, $27 million, and $16 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 some sites, there are additional PRPs that may share responsibility for the ultimate remediation of each location.

  • ComEd has 19 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 2024.

  • 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 2025.

  • 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

At June 30, 2023 and December 31, 2022, the Registrants had accrued the following undiscounted amounts for environmental liabilities in Accrued expenses, Other current liabilities, and Other deferred credits and other liabilities in their respective Consolidated Balance Sheets:

June 30, 2023December 31, 2022
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$423$334$409$355
ComEd304303325324
PECO24232523
BGE9898
PHI82—46—
Pepco80—44—
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 (PES), 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 completing a FS to evaluate possible remedial alternatives for submission to DOEE. In October 2022, DOEE approved dividing the work to complete the landside portion of the FS from the waterside portion to expedite the overall schedule for completion of the project. After completion and approval of the landside FS, now scheduled for December 31, 2023, 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 to address any landside issues. The DOEE will issue a separate ROD for the waterside FS when that work is completed which is now anticipated to be by March 31, 2024.

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 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.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 12 — Commitments and Contingencies

On September 30, 2020, DOEE released its Interim ROD. The Interim ROD reflects an adaptive management 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.

On July 15, 2022, Pepco received a letter from the District of Columbia's Office of the Attorney General (D.C. OAG) on behalf of DOEE conveying a settlement offer to resolve all PRPs' liability to the District of Columbia (District) for their past costs and their anticipated future costs to complete the work for the Interim ROD. Pepco responded on July 27, 2022 to enter into settlement discussions. Since that time Exelon and the other PRPs at the site have exchanged letters with the D.C. OAG exploring potential settlement options. Those discussions are ongoing. Exelon, PHI, and Pepco have determined that it is probable that costs for remediation will be incurred and have accrued a liability for management's best estimate of its share of the costs. 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.

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 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 NRD 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.

Buzzard Point Site (Exelon, PHI, and Pepco). On December 8, 2022, Pepco received a letter from the D.C. OAG, alleging wholly past violations of the District's stormwater discharge and waste disposal requirements related to operations at the Buzzard Point facility, a 9-acre parcel of waterfront property in Washington, D.C. occupied by an active substation and former steam plant building. The letter also alleged wholly past violations by Pepco of stormwater discharge requirements related to its district-wide system of underground vaults. The D.C. OAG invited Pepco to resolve the threatened enforcement action through a court-approved consent decree, and Pepco is engaged in discussions with the D.C. OAG regarding a potential resolution. Exelon, PHI, and Pepco have determined that a loss associated with this matter is probable and have accrued an estimated liability. Pepco concluded that incremental exposure is reasonably possible, but the range of loss cannot be reasonably estimated beyond the amounts included in the table above.

Litigation and Regulatory Matters

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 former 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

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 12 — Commitments and Contingencies

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 a party to the DPA, and therefore the investigation by the USAO into Exelon’s activities ended with no charges being brought against Exelon. The three-year term of the DPA ended on July 17, 2023, and on that same date the court granted the USAO’s motion to dismiss the pending charge that had been deferred by the DPA.

The SEC’s investigation remains ongoing and Exelon and ComEd have cooperated fully and intend to continue to cooperate fully with the SEC. In the second quarter of 2023, a loss contingency of $46.2 million was recorded in Operating and maintenance expense within Exelon's Consolidated Statements of Operations and Comprehensive Income and in Accrued expenses on the Consolidated Balance Sheets.

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 on October 22, 2020 which was granted on December 23, 2020. 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. On August 22, 2022, the Seventh Circuit affirmed the dismissal of the consolidated federal cases in their entirety. The time to further appeal has passed and the Seventh Circuit’s decision is final.

  • 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. The appellate briefing is complete and the parties are awaiting oral argument and/or a decision.

  • On November 3, 2022, a plaintiff filed a putative class action complaint in Lake County, Illinois Circuit Court against ComEd and Exelon for unjust enrichment and deceptive business practices in connection with the conduct giving rise to the DPA. Plaintiff seeks an accounting and disgorgement of any benefits ComEd allegedly obtained from said conduct. Plaintiff served initial discovery requests on ComEd in December 2022, to which ComEd has responded. ComEd and Exelon filed a motion to dismiss the Complaint on February 3, 2023. On June 16, 2023, the court granted Exelon and ComEd's motion to dismiss the action with prejudice. Plaintiff filed its notice of appeal of that dismissal on July 17, 2023.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 12 — Commitments and Contingencies

  • 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. The court further amended the protective order on October 17, 2022 and extended it until May 15, 2023. Following mediation, the parties reached a settlement of the lawsuit, under which defendants agreed to pay plaintiffs $173 million. On May 26, 2023, plaintiffs filed a motion for preliminary approval of the settlement, which the court granted on June 9, 2023. The court set a hearing for final approval of the settlement, which will follow a class notice period, for September 7, 2023. The settlement was fully covered by insurance and has been paid in full.

  • Several shareholders have sent letters to the Exelon Board of Directors since 2020 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. The stay has been extended several times. The parties participated in a mediation in February 2023 and efforts to resolve the matter remain ongoing. On April 26 and May 1, 2023, two additional demand letter shareholders each filed a separate derivative lawsuit against current and former Exelon and ComEd officers and directors, and certain third parties, and against Exelon as nominal defendant, asserting claims similar to those made in their respective demand letters. On May 25, 2023, certain demand letter shareholders (Settling Shareholders) filed a separate derivative lawsuit against current and former Exelon and ComEd officers and directors, and against Exelon as nominal defendant, asserting claims similar to those made in their respective demand letters. All pending derivative lawsuits were consolidated.

  • On May 26, 2023, prior to lawsuit consolidation, the SLC filed a Notice of Determination and Intent to Seek Court Approval of Settlement (Notice of Determination). The Notice of Determination stated that, through mediation efforts, a settlement of the derivative claims had been approved by the SLC, the Independent Review Committee of the Board (which had been formed in the third quarter of 2022, to ensure the Board’s consideration of any SLC recommendations would be independent and objective), the Board, and the Settling Shareholders (the Settling Parties). The Notice of Determination further specified the process by which the Settling Parties would seek court approval of the proposed settlement and resolution and dismissal of all derivative claims and lawsuits, including any lawsuits or actions brought by demand letter shareholders who are not participating in the proposed settlement. In furtherance of the proposed settlement, on June 16, 2023, the SLC filed a motion for preliminary approval of the settlement, attaching the Stipulation and Agreement of Settlement (Stipulation), which contains the terms of the proposed settlement. The proposed settlement terms include but are not limited to: a payment of $40 million to Exelon by Exelon’s insurers of which $10 million constitutes the attorneys’ fee award to be paid to the Settling Shareholders’ counsel; various compliance and disclosure-related reforms; and certain changes in Board and Committee composition. On June 13, 2023, the non-settling derivative shareholders filed a motion asking the court to set a status conference to discuss lifting the discovery stay. On June 29, 2023, an additional shareholder filed a separate derivative lawsuit against current and former Exelon and ComEd officers and directors, and against

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 12 — Commitments and Contingencies

Exelon as nominal defendant, asserting claims similar to those made in its demand letter. On June 30, 2023, the non-settling shareholders’ motion for status and the SLC’s motion for preliminary approval was heard by the court, during which the court set a briefing schedule on the appropriate standard for evaluating the settlement and the proper scope of requested discovery. The parties simultaneously filed opening briefs on July 21, 2023 and filed opposition briefs on August 1, 2023. A hearing is set for August 14, 2023.

  • Several shareholders have sent requests seeking review of certain Exelon books and records since August 2021. Exelon has responded to each request.

In August 2022, the ICC concluded its investigation initiated on August 12, 2021 into rate impacts of conduct admitted in the DPA, including the costs recovered from customers related to the DPA and Exelon's funding of the fine paid by ComEd. On August 17, 2022, the ICC issued its final order accepting ComEd's voluntary customer refund offer of approximately $38 million (of which about $31 million is ICC jurisdictional; the remaining balance is FERC jurisdictional) that resolves the question of whether customer funds were used for DPA related activities. The customer refund includes the cost of every individual or entity that was either (i) identified in the DPA or (ii) identified by ComEd as an associate of the former Speaker of the Illinois House of Representatives in the ICC proceeding. The ICC’s DPA investigation is now closed. The ICC jurisdictional refund was made to customers during the April 2023 billing cycle, as required by the ICC. The FERC jurisdictional refund is being made as part of ComEd's transmission formula rate update proceeding, filed on May 12, 2023. The filed transmission rate, inclusive of the FERC jurisdictional DPA refund, will appear on ComEd retail customers' bills for the June 2023 through May 2024 monthly billing periods, in the line designated as "Transmission Services Charge." The 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. An accrual for the amount of the customer refund has been recorded in Regulatory assets in Exelon’s and ComEd’s Consolidated Balance Sheets as of June 30, 2023.

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. On March 4, 2022, the Chamber of Commerce filed a brief of amicus curiae in support of the defendants' motion to dismiss. On September 22, 2022, the court granted Exelon’s motion to dismiss without prejudice. The court granted plaintiffs leave until October 31, 2022 to file an amended complaint, which was later extended to November 30, 2022. Plaintiffs filed their amended complaint on November 30, 2022. Defendants filed their motion to dismiss the amended complaint on January 20, 2023. Briefing on the motion to dismiss is now complete and the parties await a ruling. 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 Registrants are also from time to time subject to audits and investigations by the FERC and other regulators. 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 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. Shareholders' Equity (Exelon)

At-the-Market (ATM) Program

On August 4, 2022, Exelon executed an equity distribution agreement (“Equity Distribution Agreement”), with certain sales agents and forward sellers and certain forward purchasers, establishing an ATM equity distribution program under which it may offer and sell shares of its Common Stock, having an aggregate gross sales price of up to $1.0 billion. Exelon has no obligation to offer or sell any shares of Common Stock under the Equity Distribution Agreement and may, at any time, suspend or terminate offers and sales under the Equity Distribution Agreement. As of June 30, 2023, Exelon has not issued any shares of Common Stock under the ATM program and has not entered into any forward sale agreements.

14. Changes in Accumulated Other Comprehensive Income (Loss) (Exelon)

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

Three Months Ended June 30, 2023Cash Flow HedgesPension and Non-Pension Postretirement Benefit Plan Items**(a)**Foreign Currency ItemsTotal
Balance at March 31, 2023$8$(647)$—$(639)
OCI before reclassifications9(3)—6
Amounts reclassified from AOCI—3—3
Net current-period OCI9——9
Balance at June 30, 2023$17$(647)$—$(630)
Three Months Ended June 30, 2022Cash Flow HedgesPension and Non-Pension Postretirement Benefit Plan Items**(a)**Foreign Currency ItemsTotal
Balance at March 31, 2022$—$(713)$—$(713)
OCI before reclassifications—2—2
Amounts reclassified from AOCI—10—10
Net current-period OCI—12—12
Balance at June 30, 2022$—$(701)$—$(701)
Six Months Ended June 30, 2023Cash Flow HedgesPension and Non-Pension Postretirement Benefit Plan Items**(a)**Foreign Currency ItemsTotal
Balance at December 31, 2022$2$(640)$—$(638)
OCI before reclassifications15(13)—2
Amounts reclassified from AOCI—6—6
Net current-period OCI15(7)—8
Balance at June 30, 2023$17$(647)$—$(630)

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 14 — Changes in Accumulated Other Comprehensive Income

Six Months Ended June 30, 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
OCI before reclassifications—2—2
Amounts reclassified from AOCI—24—24
Net current-period OCI—26—26
Balance at June 30, 2022$—$(701)$—$(701)

(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 14 — Retirement Benefits of the 2022 Form 10-K and 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 June 30,Six Months Ended June 30,
2023202220232022
Pension and non-pension postretirement benefit plans:
Actuarial loss reclassified to periodic benefit cost$(1)$(3)$(2)$(8)
Pension and non-pension postretirement benefit plans valuation adjustment1(1)4—
Unrealized gain on cash flow hedges(3)—(4)—

15. 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 15 — Supplemental Financial Information

Taxes other than income taxes
ExelonComEdPECOBGEPHIPepcoDPLACE
Three Months Ended June 30, 2023
Utility taxes(a)$201$71$38$22$70$63$6$1
Property9684493524101
Payroll317457211
Three Months Ended June 30, 2022
Utility taxes(a)$203$71$39$20$73$67$5$1
Property9410446332310—
Payroll287547111
Six Months Ended June 30, 2023
Utility taxes(a)$421$146$78$50$147$131$14$2
Property1961881007048211
Payroll63149914422
Six Months Ended June 30, 2022
Utility taxes(a)$424$149$77$47$151$137$12$2
Property188209926746201
Payroll64138914322

(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 June 30, 2023
AFUDC — Equity$34$7$6$4$17$13$2$2
Non-service net periodic benefit credit(1)———————
Three Months Ended June 30, 2022
AFUDC — Equity$38$9$8$6$15$11$2$2
Non-service net periodic benefit cost16———————
Six Months Ended June 30, 2023
AFUDC — Equity$71$17$12$7$35$27$4$4
Non-service net periodic benefit credit(2)———————
Six Months Ended June 30, 2022
AFUDC — Equity$74$17$15$12$30$22$4$4
Non-service net periodic benefit cost33———————

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 15 — Supplemental Financial Information

Depreciation, amortization, and accretion
Exelon**(a)**ComEdPECOBGEPHIPepcoDPLACE
Six Months Ended June 30, 2023
Property, plant, and equipment(b)$1,370$540$190$249$364$152$104$96
Amortization of regulatory assets(b)352148776120641739
Amortization of intangible assets, net(b)4———————
ARO accretion(e)1———————
Total depreciation and amortization$1,727$688$197$325$484$216$121$135
Six Months Ended June 30, 2022
Property, plant, and equipment(b)$1,376$511$177$235$335$145$92$83
Amortization of regulatory assets(b)357138887124682135
Amortization of intangible assets, net(b)8———————
Amortization of energy contract assets and liabilities(c)3———————
Nuclear fuel(d)66———————
ARO accretion(e)44———————
Total depreciation, amortization, and accretion$1,854$649$185$322$459$213$113$118

(a)Exelon's 2022 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 Electric operating revenues or Purchased power expense in Exelon’s 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 15 — Supplemental Financial Information

Other non-cash operating activities
Exelon**(a)**ComEdPECOBGEPHIPepcoDPLACE
Six Months Ended June 30, 2023
Pension and OPEB costs (benefit)$89$13$(7)$28$49$17$9$7
Allowance for credit losses461194221336
True-up adjustments to decoupling mechanisms and formula rates(b)(410)(270)10(70)(80)(46)(15)(19)
Long-term incentive plan13———————
Amortization of operating ROU asset191—214242
Change in environmental liabilities37———3737——
AFUDC — Equity(71)(17)(12)(7)(35)(27)(4)(4)
Six Months Ended June 30, 2022
Pension and OPEB costs (benefit)$86$30$(4)$22$26$4$2$6
Allowance for credit losses96292118291667
Other decommissioning-related activity36———————
Energy-related options60———————
True-up adjustments to decoupling mechanisms and formula rates(b)(27)(75)(6)32227312
Long-term incentive plan40———————
Amortization of operating ROU asset381—1414442
AFUDC — Equity(74)(17)(15)(12)(30)(22)(4)(4)

(a)Exelon's 2022 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 PECO, reflects the change in regulatory assets and liabilities associated with its 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. See Note 3 — Regulatory Matters of the 2022 Form 10-K for additional information.

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 15 — 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
June 30, 2023
Cash and cash equivalents$399$74$82$89$110$16$18$24
Restricted cash and cash equivalents435361912626——
Restricted cash included in other deferred debits and other assets201201——————
Total cash, restricted cash, and cash equivalents$1,035$636$91$90$136$42$18$24
December 31, 2022
Cash and cash equivalents$407$67$59$43$198$45$31$72
Restricted cash and cash equivalents56632792417554121—
Restricted cash included in other deferred debits and other assets117117——————
Total cash, restricted cash, and cash equivalents$1,090$511$68$67$373$99$152$72
June 30, 2022
Cash and cash equivalents$816$120$23$354$278$14$26$233
Restricted cash and cash equivalents9613849205341117223—
Restricted cash included in other deferred debits and other assets5959——————
Total cash, restricted cash, and cash equivalents$1,836$563$32$559$619$131$249$233
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 deferred debits and other 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

For additional information on restricted cash see Note 1 — Significant Accounting Policies of the 2022 Form 10-K.

Supplemental Balance Sheet Information

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

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 15 — Supplemental Financial Information

Accrued expenses
ExelonComEdPECOBGEPHIPepcoDPLACE
June 30, 2023
Compensation-related accruals(a)$467$121$65$59$88$26$17$14
Taxes accrued17910140337552138
Interest accrued423151484369371215
December 31, 2022
Compensation-related accruals(a)$613$179$81$79$104$29$20$16
Taxes accrued2119210347052812
Interest accrued33812447426132914

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

16. 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 affiliate and an immaterial amount recorded as Operating and maintenance expense from affiliates at the Utility Registrants. Effective February 1, 2022, Generation is no longer considered a related party.

Six Months Ended June 30,
2022
ComEd(a)$59
PECO(b)33
BGE(c)18
PHI51
Pepco(d)39
DPL(e)10
ACE(f)2

(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 16 — 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 June 30,Six Months Ended June 30,Three Months Ended June 30,Six Months Ended June 30,
20232022202320222023202220232022
Exelon
BSC$165$139$340$344
PHISCO25214940
ComEd
BSC$88$80$171$1657867159152
PECO
BSC54471059630206056
BGE
BSC545110810222224660
PHI
BSC4346859635307576
PHISCO————25214940
Pepco
BSC2827555614112828
PHISCO302960581082116
DPL
BSC181735351092023
PHISCO25254949871513
ACE
BSC1514292912102625
PHISCO22224443761311

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

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

Note 16 — Related Party Transactions

Current Receivables from/Payables to affiliates

The following tables present current Receivables from affiliates and current Payables to affiliates:

June 30, 2023

Receivables from affiliates:
Payables to affiliates:ComEdPECOBGEPepcoDPLACEBSCPHISCOOtherTotal
ComEd$—$—$—$—$—$62$—$9$71
PECO$—————33—336
BGE—————30—232
PHI——————7—1118
Pepco—————1715—32
DPL—————1111123
ACE—————1011122
Other31———2——6
Total$3$1$—$—$—$2$170$37$27$240

December 31, 2022

Receivables from affiliates:
Payables to affiliates:ComEdPECOBGEPepcoDPLACEBSCPHISCOOtherTotal
ComEd$—$—$—$—$—$66$—$8$74
PECO$—————39—342
BGE—————38—139
PHI——————4—1014
Pepco—————2013134
DPL—2———128—22
ACE—2———149126
Other3————1——4
Total$3$4$—$—$—$1$193$30$24$255

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. PECO and PHI Corporate participate in the Exelon intercompany money pool. Pepco, DPL, and ACE participate in the PHI intercompany money pool.

Long-term debt to financing trusts

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

June 30, 2023December 31, 2022
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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