Mergers, Acquisitions and Dispositions (Tables)

12 Months Ended

Dec. 31, 2014

Schedule of Business Acquisitions, by Acquisition

The following table summarizes the acquisition-date fair value of the consideration transferred and the assets and liabilities assumed for the Integrys acquisition by Generation:




Total consideration transferred	$	332

Identifiable assets acquired and liabilities assumed
Working capital assets	$	389
Mark-to-market derivative assets	185
Unamortized energy contract assets	115
Customer relationships	48
Working capital liabilities	(195		)
Mark-to-market derivative liabilities	(57		)
Unamortized energy contract liabilities	(109		)
Deferred tax liability	(16		)
Total net identifiable assets, at fair value	$	360
Bargain purchase gain (after-tax)	$	28

The following costs were recognized after the closing of the merger and are included in Exelon’s, Generation’s and BGE’s Consolidated Statements of Operations and Comprehensive Income for the year ended December 31, 2012:



Description	Payment Period	BGE			Generation		Exelon			Statement of Operations Location
BGE rate credit of $100 per residential customer ^(a)	Q2 2012	$	113		$	—	$	113		Revenues
Customer investment fund to invest in energy efficiency and low-income energy assistance to BGE customers	2012 to 2014	—			—		114			O&M Expense
Contribution for renewable energy, energy efficiency or related projects in Baltimore	2012 to 2014	—			—		2			O&M Expense
Charitable contributions at $7 million per year for 10 years	2012 to 2021	28			35		70			O&M Expense
State funding for offshore wind development projects	Q2 2012	—			—		32			O&M Expense
Miscellaneous tax benefits	Q2 2012	(2		)	—		(2		)	Taxes Other Than Income
Total		$	139		$	35	$	329

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(a)	Exelon made a $66 million equity contribution to BGE in the second quarter of 2012 to fund the after-tax amount of the rate credit as directed in the MDPSC order approving the merger transaction.

Summary of Asset Divestitures



Station	Net Generation Capacity	Location	Operating Segment	Percent Owned
Fore River	726	North Weymouth, MA	New England	100%
West Valley	185	Salt Lake City, UT	Other	100%
Keystone	714	Shelocta, PA	Mid-Atlantic	41.98%
Conemaugh	532	New Florence, PA	Mid-Atlantic	31.28%
Safe Harbor	278	Conestoga, PA	Mid-Atlantic	66.7%
Quail Run	488	Odessa, TX	ERCOT	100%

The table below presents the major classes of assets and liabilities held for sale at December 31, 2014.



	December 31, 2014
Assets:
Property, plant and equipment, net ^(a)	$	143
Inventory	4
Total assets held for sale	$	147
Liabilities:
Accrued expenses	$	1
Asset retirement obligations	4
Total liabilities held for sale^(b)	$	5

_____________

(a) The total aggregate book value of property, plant and equipment is net of a $50 million pre-tax impairment loss recorded within Operating and maintenance expense on Exelon’s and Generation’s Statements of Operations and Comprehensive Income. See Note 8 — Impairment of Long-Lived Assets for further information.

(b) Included within Other current liabilities on Exelon's and Generation's Consolidated Balance Sheets.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The final purchase price allocation of the Merger of Exelon with Constellation and Exelon’s contribution of certain subsidiaries of Constellation to Generation was as follows:



Preliminary Purchase Price Allocation, excluding amortization	Exelon		Generation
Current assets	$	4,936	$	3,638
Property, plant, and equipment	9,342		4,054
Unamortized energy contracts	3,218		3,218
Other intangibles, trade name and retail relationships	457		457
Investment in affiliates	1,942		1,942
Pension and OPEB regulatory asset	740		—
Other assets	2,265		1,266
Total assets	22,900		14,575
Current liabilities	3,408		2,804
Unamortized energy contracts	1,722		1,512
Long-term debt, including current maturities	5,632		2,972
Noncontrolling interest	90		90
Deferred credits and other liabilities and preferred securities	4,683		1,933
Total liabilities, preferred securities and noncontrolling interest	15,535		9,311
Total purchase price	$	7,365	$	5,264

Business Acquisition, Pro Forma Information

The unaudited pro forma financial information has been presented for illustrative purposes only and is not necessarily indicative of results of operations that would have been achieved had the merger events taken place on the dates indicated, or the future consolidated results of operations of the combined company.



	Exelon		Generation
	Year Ended December 31,		Year Ended December 31,
(unaudited)	2012	2011^(a)	2012	2011 ^(a)
Total revenues	26,700	30,712	17,013	19,494
Net income attributable to Exelon	2,092	974	1,205	324
Basic earnings per share	2.56	1.15	n.a.	n.a.
Diluted earnings per share	2.55	1.14	n.a.	n.a.

_____________________

(a) The amounts above include non-recurring costs directly related to the merger of $236 million for the year ended December 31, 2011.

(b) The amounts above include non-recurring costs directly related to the merger of $203 million for the year ended December 31, 2011.