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Financing Activities
9 Months Ended
Sep. 30, 2011
Financing Activities 
Financing Activities

Financing Activities

Credit Facilities and Short-term Borrowings

We discuss the purposes for and the types of instruments used for entering into credit facilities and short-term borrowings in Note 8 of our 2010 Annual Report on Form 10-K.

Constellation Energy

Constellation Energy had bank lines of credit under committed credit facilities totaling $4.2 billion at September 30, 2011 for short-term financial needs, primarily for our NewEnergy business, as follows:

Type of
Credit Facility

  Amount
(In billions)

  Expiration
Date

  Capacity
Type

 

Syndicated Revolver

  $ 2.50   October 2013   Letters of credit and cash

Commodity-linked

    0.50   August 2014   Letter of credit and cash

Bilateral

    0.55   September 2014   Letters of credit

Bilateral

    0.25   December 2014   Letters of credit and cash

Bilateral

    0.25   June 2014   Letters of credit and cash

Bilateral

    0.15   September 2013   Letters of credit
             
 

Total

  $ 4.20        
             

        At September 30, 2011, we had approximately $1.6 billion in letters of credit issued, including $0.4 billion in letters of credit issued under the commodity-linked credit facility, and no commercial paper outstanding under these facilities. The commodity-linked facility capacity increases as natural gas price levels decrease compared to a reference price that is adjusted periodically. As of September 30, 2011, this facility's capacity was $0.5 billion.

        In July 2011, a subsidiary of Constellation Energy entered into a three-year senior secured credit facility that is designed to support the growth of our solar operations. The amount committed under the facility is $150 million, which may be increased up to $200 million at the subsidiary's request with additional commitments by the lenders. As of September 30, 2011, we had borrowed $130.0 million. Borrowings incur interest at a variable rate payable quarterly and are secured by the equity interests in the subsidiary and the entities that own the solar projects as well as the assets of the subsidiary and each project entity. The obligations of our subsidiary are guaranteed by Constellation Energy and the project entities. The Constellation Energy guarantee will terminate upon the subsidiary obtaining a stand-alone investment grade credit rating or the satisfaction of a number of conditions, at which time the financing will become nonrecourse to Constellation Energy. We discuss the accounting treatment for our solar operations in more detail on page 9.

        Also, in July 2011, a subsidiary of Constellation Energy entered into a $40 million nonrecourse project financing to fund construction of our 30MW solar facility in Sacramento, California. Borrowings will incur interest at a variable rate, payable quarterly, and are secured by the equity interests and assets of the subsidiary. The construction borrowings will convert into a 19-year variable rate note upon commercial operation of the facility. Construction is expected to be completed by December 2011. The subsidiary also executed interest rate swaps for a notional amount of $30 million in order to convert the variable interest payments to fixed payments on the $40 million facility amount.

        In addition to this facility, this subsidiary entered into a treasury grant bridge loan for $26 million and an equity bridge loan for $28 million. Both loans will be utilized to fund construction and must be repaid shortly after commercial operation of the solar facility.

        At September 30, 2011, Constellation Energy had $20.6 million of short-term notes outstanding with a weighted average effective interest rate of 6.54%.

BGE

As of September 30, 2011, BGE has a $600.0 million revolving credit facility expiring in March 2015. BGE can borrow directly from the banks, use the facility to allow commercial paper to be issued, if available, or issue letters of credit. At September 30, 2011, BGE had $140.0 million of commercial paper outstanding with a weighted average interest of 0.37%. There were immaterial letters of credit outstanding at September 30, 2011.

Debt

In July 2011, we amended and extended our existing reserve based lending facility that supports our upstream gas operations. The borrowing base committed under the facility was increased to $150 million and can increase to a total of $500 million if the assets support a higher borrowing base and we are able to obtain additional commitments from lenders. The facility now expires in July 2016. Borrowings under this facility are secured by the upstream gas properties, and the lenders do not have recourse against Constellation Energy in the event of a default. As of September 30, 2011, we had borrowed $72.0 million under the facility with interest payable quarterly. The facility includes a provision that requires our entities that own the upstream gas properties subject to the agreement to maintain a current ratio of one-to-one. As of September 30, 2011, we are compliant with this provision.

        In January 2011, we redeemed $213.5 million of our 7.00% Notes, which represented the remaining outstanding 7.00% Notes due April 1, 2012, pursuant to a notice to redeem that was issued in December 2010. We redeemed these notes with part of the proceeds from the $550 million 5.15% Notes issued in December 2010, terminated certain interest rate swaps and recognized a pre-tax loss of approximately $5 million on this transaction. We discuss the termination of the interest rate swaps in our Derivative Instruments note.

Net Available Liquidity

The following table provides a summary of our, and BGE's, net available liquidity at September 30, 2011:

At September 30, 2011
  Constellation
Energy
(excluding BGE)

  BGE
 
   
 
  (In billions)
 

Credit facilities1

  $ 3.7   $ 0.6  

Less: Letters of credit issued1

    (1.2 )    

Less: Cash drawn on credit facilities

         
   

Undrawn facilities

    2.5     0.6  

Less: Commercial paper outstanding

        (0.1 )
   

Net available facilities

    2.5     0.5  

Add: Cash and cash equivalents2

    1.1      
   

Net available liquidity

  $ 3.6   $ 0.5  
   

1 Excludes $0.5 billion commodity-linked credit facility due to its contingent nature and $0.4 billion in letters of credit posted against it.
2 BGE's cash balance at September 30, 2011 was $51.3 million.

Credit Facility Compliance and Covenants

The credit facilities of Constellation Energy and BGE contain a material adverse change representation but draws on the facilities are not conditioned upon Constellation Energy and BGE making this representation at the time of the draw. However, to the extent a material adverse change has occurred and prevents Constellation Energy or BGE from making other representations that are required at the time of the draw, the draw would be prohibited.

        Certain credit facilities of Constellation Energy contain a provision requiring Constellation Energy to maintain a ratio of debt to capitalization equal to or less than 65%. At September 30, 2011, the debt to capitalization ratio as defined in the credit agreements was 36%.

        The credit agreement of BGE contains a provision requiring BGE to maintain a ratio of debt to capitalization equal to or less than 65%. At September 30, 2011, the debt to capitalization ratio for BGE as defined in this credit agreement was 45%.

        Decreases in Constellation Energy's or BGE's credit ratings would not trigger an early payment on any of our, or BGE's, credit facilities. However, the impact of a credit ratings downgrade on our financial ratios associated with our credit facility covenants would depend on our financial condition at the time of such a downgrade and on the source of funds used to satisfy the incremental collateral obligation resulting from a credit ratings downgrade. For example, if we were to use existing cash balances to fund the cash portion of any additional collateral obligations resulting from a credit ratings downgrade, we would not expect a material impact on our financial ratios. However, if we were to issue long-term debt or use our credit facilities to fund any additional collateral obligations, our financial ratios could be materially affected. Failure by Constellation Energy, or BGE, to comply with these covenants could result in the acceleration of the maturity of the borrowings outstanding and preclude us from issuing letters of credit under these facilities.