-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HJ3JpvidrYxA9/KoO8qFzKdkZjM3mM3KVGsbGSB7H67U+D7lyNHVLfH8FYZxYQLO 7X1ncQioRMAYpigEi5UJew== 0000950159-00-000471.txt : 20001219 0000950159-00-000471.hdr.sgml : 20001219 ACCESSION NUMBER: 0000950159-00-000471 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001211 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXELON CORP CENTRAL INDEX KEY: 0001109357 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 232990190 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-16169 FILM NUMBER: 790929 BUSINESS ADDRESS: STREET 1: 10 S DEARBORN ST 37TH FLR STREET 2: PO BOX A-3005 CITY: CHICAGO STATE: IL ZIP: 60690-3005 BUSINESS PHONE: 3123947399 MAIL ADDRESS: STREET 1: P O BOX 767 CITY: CHICAGO STATE: IL ZIP: 60690 8-K 1 0001.txt =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 11, 2000 (Date of earliest event reported) EXELON CORPORATION (Exact name of registrant as specified in its charter) PENNSYLVANIA 1-16169 23-2990190 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 37th Floor, 10 South Dearborn Street Post Office Box A-3005 Chicago, Illinois 60690-3005 (Address of principal executive offices) Registrant's telephone number, including area code: (312) 394-4321 =============================================================================== Item 5. Other Events. On December 11, 2000, Exelon Enterprises, a division of Exelon Corporation (Exelon), and Exelon Infrastructure Services, Inc. (EIS), a business unit of Exelon Enterprises, announced that EIS acquired three utility and industrial infrastructure services companies and signed a definitive agreement to purchase a fourth company. The three acquired companies are M.J. Electric, Inc. of Iron Mountain, MI; P.A.C.E. Engineering, Inc. of Tulsa, OK; and Electric Services, Inc. of East Haven, CT. EIS has signed a definitive agreement to acquire Blair Park Services, Inc. of Warrington, PA. This transaction is expected to close in January 2001. The four companies have combined annual revenues of approximately $200 million and employ a total workforce of approximately 1,100. Subsequent to these acquisitions, EIS will have 8,000 employees and annualized revenues in excess of $900 million. The combined purchase price for the four new companies is approximately $196 million in cash and stock. These acquisitions are expected to be immediately accretive to earnings and are expected to realize annualized revenues of more than $245 million for calendar 2001. The contribution to Exelon's earnings per share in 2001 is expected to be approximately $0.025. On December 11, 2000, EIS issued a press release which is attached hereto as Exhibit 99. The matters discussed in this Report and information including expected revenues and earnings contributions of these acquisitions are forward-looking statements. The Company's current expectations, anticipated plans and estimates set forth in these statements are dependent on numerous factors which may change, including market conditions, unforeseen regulatory changes, changes in the labor market and changes in the overall economy, any or all of which may affect revenues and margins. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. Item 7. Financial Statements and Exhibits. (c) Exhibits. 99 - Press release dated December 11, 2000. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EXELON CORPORATION /S/ Ruth Ann M. Gillis -------------------------------- Principal Financial Officer December 18, 2000 EX-99 2 0002.txt Exhibit 99 EXELON INFRASTRUCTURE SERVICES EXPANDS NATIONAL NETWORK WITH THE ACQUISITION OF ADDITIONAL CONTRACTING COMPANIES CHICAGO, IL and MORTON, PA, December 11, 2000 - Exelon Enterprises, a division of Exelon Corporation, and Exelon Infrastructure Services, Inc. (EIS) announced today that EIS has acquired three key additions to its network of utility and industrial infrastructure services companies and signed a definitive agreement to purchase another. EIS, headquartered in Morton, Pa., is a business unit of Exelon Enterprises. The three acquired companies are M.J. Electric, Inc., of Iron Mountain, Mich.; P.A.C.E. Engineering, Inc., of Tulsa, Okla.; and Electric Services, Inc., of East Haven, Conn. In addition, EIS has signed a definitive agreement to acquire Blair Park Services, Inc. of Warrington, PA and is expected to close in early January. The four companies, with combined trailing twelve-month revenue of $200 million, employ a total workforce of 1,100. They join EIS to create a business with 8,000 employees and annualized revenues in excess of $900 million. The acquisitions are expected to be immediately accretive to earnings, and are expected to realize annualized revenues of more than $245 million for calendar 2001. The acquisitions demonstrate sustained progress toward the EIS goal of becoming the leading provider of infrastructure services for electric, gas, cable and telecommunications businesses in the U.S., according to Greg Cucchi, EIS Chairman and CEO. Additional acquisitions are planned, he said. "As the energy and communications companies continue to execute their emerging plans to pursue their rapidly changing marketplace, our customers need major turnkey design, construction, and maintenance capabilities," Cucchi said. "We are meeting this need through the acquisition and consolidation of high-quality contracting partners, and by offering, through them, a wide range of utility and industrial network services nationwide." He said EIS' mission is to provide bundled services to multiple infrastructures within given geographic regions, creating significant competitive advantage through economies of scope and scale. "We plan to leverage the reputation, operating profitability, and entrepreneurial spirit within our partner firms," Cucchi said, "bringing increased levels of service, capability, and reach to our current and future customers." New Member Company Profiles - --------------------------- M.J. Electric, Inc., based in Iron Mountain, Mich., is an electrical contracting and engineering resource firm with more than 40 years of experience serving a wide variety of electric utility, telecommunications, heavy industrial and chemical processing companies throughout the country. It specializes in design, construction and maintenance of overhead and underground facilities. It employs a workforce of 850. P.A.C.E. Engineering, Inc., based in Tulsa, Okla., with satellite offices in Gaylord, Mich., and Binghamton, N.Y., the company provides technical services to the energy and communications industries, including project feasibility studies, engineering, drafting, project management, surveying, inspection, permitting, mapping and environmental services. It employs a workforce of 140. Blair Park Services, Inc., based in Warrington, Pa., is a contractor concentrating on the installation of utility poles and lines and the design and installation of underground electric systems and telecommunications networks in the Mid-Atlantic region. It specializes in consulting, design, configuration, lease, construction and ongoing support of fiber optic, dark fiber and network infrastructure. It employs a workforce of 85. Electric Services, Inc., based in East Haven, Conn., is a 15-year-old company focusing on power protection and service of electric equipment for utilities, engineering firms, large industrial companies and commercial businesses in the U.S. and world markets, including equipment in the low, medium and high voltage classes. Its services include engineering, design and fabrication, the remanufacture of equipment and retrofitting to solid-state protection. It employs a workforce of 40. About Exelon Enterprises: Exelon Infrastructure Services is part of the Exelon Enterprises division of Exelon Corporation. The Exelon Enterprises' businesses compete nationwide in the unregulated areas of energy supply, infrastructure services, integrated communications, thermal technologies, energy-efficient offerings, turnkey solutions and capital funding. The Exelon Enterprises portfolio includes: Exelon Capital Partners, Exelon Infrastructure Services, Exelon Energy, Exelon Services, Exelon Solutions, and Exelon Thermal Technologies. For more information visit: www.exelonenterprises.com About Exelon Corporation: Exelon Enterprises' parent company is Exelon Corporation (NYSE: EXC) one of the nation's largest utility services companies, formed from the merger of PECO Energy Company and Unicom Corporation. Exelon Corporation has nearly 19,000 employees, $12 billion in annual revenues, an electric and natural gas distribution customer base of approximately 5 million and is the largest nuclear operator in the United States. For more information visit: www.exeloncorp.com. -----END PRIVACY-ENHANCED MESSAGE-----