-----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, HZ1VoOellbPv1Z04ZMOIqJBtsuX5MWNEspHBBBJaSgG7Shk2NrNH6Bz3h+IVXSFV 6JLCQvhpDKQrbrSxXuxnkw== 0000950159-04-000649.txt : 20040709 0000950159-04-000649.hdr.sgml : 20040709 20040709162413 ACCESSION NUMBER: 0000950159-04-000649 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040629 ITEM INFORMATION: Other events FILED AS OF DATE: 20040709 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: 1934 Act SEC FILE NUMBER: 001-16169 FILM NUMBER: 04908346 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 exelon8k7-04.txt EXELON 6-29-04 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 June 29, 2004 (Date of earliest event reported)
Commission File Name of Registrant; State of Incorporation; Address of IRS Employer Number Principal Executive Offices; and Telephone Number Identification Number --------------------- ---------------------------------------------------------- ------------------------ 1-16169 EXELON CORPORATION 23-2990190 (a Pennsylvania corporation) 10 South Dearborn Street - 37th Floor P.O. Box 805379 Chicago, Illinois 60680-5379 (312) 394-7398
Item 5. Other Events 1. Sale of Businesses within Enterprises Segment. On June 29, 2004, Exelon Corporation (Exelon) announced that it closed the sale of Exelon Solutions, a unit of Exelon Services, to Ameresco, Inc. The news release is attached to this Form 8-K as Exhibit 99. On June 30, 2004, Exelon announced that it had sold its partnership interests in PECO TelCove to TelCove, its partner, for $49 million. The sale price covers Exelon's interests in the partnership, certain fiber network assets and the settlement of existing claims between the parties. PECO TelCove is a Competitive Local Exchange Carrier operating in Southeastern Pennsylvania. It provides telecommunications services (local, long distance and data services) to businesses and institutions through its own fiber network. On July 2, 2004, Exelon announced that it had closed the sale of Thermal Chicago Corporation, which includes Exelon Thermal Technologies and Northwind Midway, to Macquarie Bank Limited of Australia for $134 million. Exelon Thermal Technologies provides chilled-water cooling services to 93 commercial buildings in the city of Chicago, via an underground network of pipes. Its affiliate, Northwind Midway, operates a heating and cooling plant at Midway Airport. 2. Synthetic Fuel Investment. On July 1, 2004, Exelon purchased a limited partnership interest which owns synthetic fuel-producing facilities. Synthetic fuel facilities chemically change coal, including waste and marginal coal, into a fuel used at power plants that qualifies for tax credits under Section 29 of the Internal Revenue Code. For the period 2004 through 2008, the investment is expected to provide total net cash flow of approximately $36 million. The cash flow stream is not levelized over that four-year period. The expected net income impact from the investment in 2004 is expected to be $4.5 million. For the period 2005 through 2007, the net income impact is estimated to be $10.5 million each year. *** Certain of the matters discussed in this Report are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that are subject to risks and uncertainties. The factors that could cause actual results to differ materially from the forward-looking statements made by a registrant include those factors discussed herein, as well as the items discussed in (a) the Registrants' 2003 Annual Report on Form 10-K - ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations--Business Outlook and the Challenges in Managing Our Business for each of Exelon, ComEd, PECO and Generation, (b) the Registrants' 2003 Annual Report on Form 10-K - ITEM 8. Financial Statements and Supplementary Data: Exelon - Note 19, ComEd - Note 15, PECO - Note 14 and Generation - Note 13 and (c) other factors discussed in filings with the United States Securities and Exchange Commission (SEC) by the Registrants. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this Report. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this Report. 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/ Robert S. Shapard -------------------------- Robert S. Shapard Executive Vice President and Chief Financial Officer July 9, 2004 EX-99 2 exelon8kex99.txt EX 99 EXELON [LOGO OMITTED] - -------------------------------------------------------------------------------- Exhibit 99 News Release From: Exelon Corporation For Immediate Release Corporate Communications --------------------- P.O. Box 805379 Chicago, IL 60680-5379 Contact: Jennifer Medley, Media Relations 312.394.7189 Marybeth Flater, Investor Relations 312.394.8354 Exelon Corporation Closes Sale of Exelon Solutions CHICAGO (June 29, 2004) - Exelon Corporation announced today that it has closed the sale of Exelon Solutions, a unit of Exelon Services, to Ameresco, Inc. Exelon Solutions helps clients improve facility assets while reducing long-term costs. Exelon will realize an after-tax gain of approximately $7 million as a result of the sale. "The divestiture of Exelon Solutions supports Exelon's strategy of focusing on our core integrated utility business," said George Gilmore, senior vice president of Exelon and president of Exelon Enterprises. "We are pleased to be able to sell Solutions to an industry leader that will help the business capture many growth opportunities." About Ameresco With headquarters in Framingham, Massachusetts, Ameresco, Inc. is the largest single-source provider of comprehensive energy solutions providing value-added energy conservation and generation services in North America. Ameresco is committed to developing renewable and sustainable energy generation solutions worldwide. ### Exelon Corporation is one of the nation's largest electric utilities with approximately 5.1 million customers and more than $15 billion in annual revenues. The company has one of the industry's largest portfolios of electricity generation capacity, with a nationwide reach and strong positions in the Midwest and Mid-Atlantic. Exelon distributes electricity to approximately 5.1 million customers in northern Illinois and Pennsylvania and gas to more than 460,000 customers in the Philadelphia area. Exelon is headquartered in Chicago and trades on the NYSE under the ticker EXC. -----END PRIVACY-ENHANCED MESSAGE-----