Capitalization

6 Months Ended

Jun. 30, 2023

In February 2023, CECONY issued $500 million aggregate principal amount of 5.20 percent debentures, due 2033.

In March 2023, Con Edison entered into accelerated share repurchase agreements (ASR Contracts) with two dealers to repurchase $1,000 million in aggregate of Con Edison’s Common Shares ($.10 par value) (Common Shares). Pursuant to the ASR Contracts, Con Edison made payments of $1,000 million in aggregate to the dealers and received initial deliveries of 8,730,766 Common Shares in aggregate that were recorded in treasury stock at fair value based on the closing price on March 6, 2023 of $91.63 per Common Share or $800 million. The remaining $200 million was recorded as additional paid-in-capital, representing the value of the forward contract to purchase additional shares.

The final settlements of the transactions under the ASR Contracts occurred during the second quarter of 2023. At final settlement, the dealers delivered an additional 1,812,497 Common Shares in aggregate to Con Edison. The number of Common Shares received from the dealers was based on the volume-weighted average share price of Common Shares during the term of the applicable transaction, less a discount. Upon receipt of the additional

Common Shares, Con Edison transferred $169 million from additional paid-in-capital to treasury stock, reflecting the fair value of the Common Shares delivered to Con Edison.

The carrying amounts and fair values of long-term debt at June 30, 2023 and December 31, 2022 were:


(Millions of Dollars)	2023				2022
Long-Term Debt (including current portion) (a)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Con Edison	$21,297	(c)	$18,965	(c)	$20,796	(b)	$18,234	(b)
CECONY	$19,580		$17,402		$19,080		$16,699

(a)Amounts shown are net of unamortized debt expense and unamortized debt discount of $203 million and $195 million for Con Edison and CECONY, respectively, as of June 30, 2023 and $202 million and $195 million for Con Edison and CECONY, respectively, as of December 31, 2022.

(b)Amounts shown exclude the debt of the Clean Energy Businesses, that were classified as held for sale as of December 31, 2022. The carrying value and fair value of the Clean Energy Businesses’ long-term debt, including the current portion, as of December 31, 2022 was $2,645 million and $2,489 million, respectively. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

(c)Amounts shown exclude an immaterial amount of debt of Broken Bow II, a deferred project, that was classified as held for sale as of December 31, 2022 and June 30, 2023. See Note S and Note T.

The fair values of the Companies' long-term debt have been estimated primarily using available market information and at June 30, 2023 are classified as Level 2 liabilities. See Note O.