Docoh
Loading...

EXC Atlantic City Electric

Filed: 5 May 21, 1:53pm
0001109357exc:BaltimoreGasAndElectricCompanyMemberexc:SmallCommercialIndustrialMemberus-gaap:ElectricityUsRegulatedMemberus-gaap:RegulatedOperationMember2020-01-012020-03-310001109357us-gaap:FairValueMeasuredAtNetAssetValuePerShareMemberus-gaap:USTreasuryAndGovernmentMemberus-gaap:FairValueMeasurementsRecurringMemberexc:ExelonGenerationCoLLCMember2020-12-310001109357exc:AccrualForMgpInvestigationAndRemediationMember2021-03-31

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 2021
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File NumberName of Registrant; State or Other Jurisdiction of Incorporation; Address of Principal Executive Offices; and Telephone NumberIRS Employer Identification Number
001-16169EXELON CORPORATION23-2990190
(a Pennsylvania corporation)
10 South Dearborn Street
P.O. Box 805379
Chicago, Illinois 60680-5379
(800) 483-3220
333-85496EXELON GENERATION COMPANY, LLC23-3064219
(a Pennsylvania limited liability company)
300 Exelon Way
Kennett Square, Pennsylvania 19348-2473
(610) 765-5959
001-01839COMMONWEALTH EDISON COMPANY36-0938600
(an Illinois corporation)
440 South LaSalle Street
Chicago, Illinois 60605-1028
(312) 394-4321
000-16844PECO ENERGY COMPANY23-0970240
(a Pennsylvania corporation)
P.O. Box 8699
2301 Market Street
Philadelphia, Pennsylvania 19101-8699
(215) 841-4000
001-01910BALTIMORE GAS AND ELECTRIC COMPANY52-0280210
(a Maryland corporation)
2 Center Plaza
110 West Fayette Street
Baltimore, Maryland 21201-3708
(410) 234-5000
001-31403PEPCO HOLDINGS LLC52-2297449
(a Delaware limited liability company)
701 Ninth Street, N.W.
Washington, District of Columbia 20068
(202) 872-2000
001-01072POTOMAC ELECTRIC POWER COMPANY53-0127880
(a District of Columbia and Virginia corporation)
701 Ninth Street, N.W.
Washington, District of Columbia 20068
(202) 872-2000
001-01405DELMARVA POWER & LIGHT COMPANY51-0084283
(a Delaware and Virginia corporation)
500 North Wakefield Drive
Newark, Delaware 19702
(202) 872-2000
001-03559ATLANTIC CITY ELECTRIC COMPANY21-0398280
(a New Jersey corporation)
500 North Wakefield Drive
Newark, Delaware 19702
(202) 872-2000



Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
EXELON CORPORATION:
Common Stock, without par valueEXCThe Nasdaq Stock Market LLC
PECO ENERGY COMPANY:
Trust Receipts of PECO Energy Capital Trust III, each representing a 7.38% Cumulative Preferred Security, Series D, $25 stated value, issued by PECO Energy Capital, L.P. and unconditionally guaranteed by PECO Energy CompanyEXC/28New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  x  No  o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  x  No  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Exelon CorporationLarge Accelerated FilerxAccelerated FilerNon-accelerated FilerSmaller Reporting CompanyEmerging Growth Company
Exelon Generation Company, LLCLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
Commonwealth Edison CompanyLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
PECO Energy CompanyLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
Baltimore Gas and Electric CompanyLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
Pepco Holdings LLCLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
Potomac Electric Power CompanyLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
Delmarva Power & Light CompanyLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company
Atlantic City Electric CompanyLarge Accelerated FilerAccelerated FilerNon-accelerated FilerxSmaller Reporting CompanyEmerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes    No  x

The number of shares outstanding of each registrant’s common stock as of March 31, 2021 was:
Exelon Corporation Common Stock, without par value977,175,235
Exelon Generation Company, LLCnot applicable
Commonwealth Edison Company Common Stock, $12.50 par value127,021,380
PECO Energy Company Common Stock, without par value170,478,507
Baltimore Gas and Electric Company Common Stock, without par value1,000
Pepco Holdings LLCnot applicable
Potomac Electric Power Company Common Stock, $0.01 par value100
Delmarva Power & Light Company Common Stock, $2.25 par value1,000
Atlantic City Electric Company Common Stock, $3.00 par value8,546,017



TABLE OF CONTENTS
1





2





3




GLOSSARY OF TERMS AND ABBREVIATIONS
Exelon Corporation and Related Entities
ExelonExelon Corporation
GenerationExelon Generation Company, LLC
ComEdCommonwealth Edison Company
PECOPECO Energy Company
BGEBaltimore Gas and Electric Company
Pepco Holdings or PHIPepco Holdings LLC
PepcoPotomac Electric Power Company
DPLDelmarva Power & Light Company
ACEAtlantic City Electric Company
RegistrantsExelon, Generation, ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE, collectively
Utility RegistrantsComEd, PECO, BGE, Pepco, DPL, and ACE, collectively
ACE Funding or ATFAtlantic City Electric Transition Funding LLC
Antelope ValleyAntelope Valley Solar Ranch One
BSCExelon Business Services Company, LLC
CENGConstellation Energy Nuclear Group, LLC
ConstellationConstellation Energy Group, Inc.
EGR IVExGen Renewables IV, LLC
EGRPExGen Renewables Partners, LLC
Exelon CorporateExelon in its corporate capacity as a holding company
FitzPatrickJames A. FitzPatrick nuclear generating station
NERNewEnergy Receivables LLC
PCIPotomac Capital Investment Corporation and its subsidiaries
PECO Trust IIIPECO Energy Capital Trust III
PECO Trust IVPECO Energy Capital Trust IV
Pepco Energy ServicesPepco Energy Services, Inc. and its subsidiaries
PHI CorporatePHI in its corporate capacity as a holding company
PHISCOPHI Service Company
RPGRenewable Power Generation
SolGenSolGen, LLC
TMIThree Mile Island nuclear facility
4




GLOSSARY OF TERMS AND ABBREVIATIONS
Other Terms and Abbreviations
Note - of the 2020 Form 10-KReference to specific Combined Note to Consolidated Financial Statements within Exelon's 2020 Annual Report on Form 10-K
AECAlternative Energy Credit that is issued for each megawatt hour of generation from a qualified alternative energy source
AESOAlberta Electric Systems Operator
AFUDCAllowance for Funds Used During Construction
AMIAdvanced Metering Infrastructure
AOCIAccumulated Other Comprehensive Income (Loss)
ARCAsset Retirement Cost
AROAsset Retirement Obligation
BGSBasic Generation Service
CBACollective Bargaining Agreement
CERCLAComprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended
CESClean Energy Standard
Clean Water ActFederal Water Pollution Control Amendments of 1972, as amended
CODMChief operating decision maker(s)
D.C. Circuit CourtUnited States Court of Appeals for the District of Columbia Circuit
DC PLUGDistrict of Columbia Power Line Undergrounding Initiative
DCPSCPublic Service Commission of the District of Columbia
DOEUnited States Department of Energy
DOEEDistrict of Columbia Department of Energy & Environment
DOJUnited States Department of Justice
DPPDeferred Purchase Price
DPSCDelaware Public Service Commission
EDFElectricite de France SA and its subsidiaries
EIMAEnergy Infrastructure Modernization Act (Illinois Senate Bill 1652 and Illinois House Bill 3036)
EPAUnited States Environmental Protection Agency
ERCOTElectric Reliability Council of Texas
FASBFinancial Accounting Standards Board
FEJAIllinois Public Act 99-0906 or Future Energy Jobs Act
FERCFederal Energy Regulatory Commission
FRCCFlorida Reliability Coordinating Council
FRRFixed Resource Requirement
GAAPGenerally Accepted Accounting Principles in the United States
GCRGas Cost Rate
GSAGeneration Supply Adjustment
IBEWInternational Brotherhood of Electrical Workers
ICCIllinois Commerce Commission
ICEIntercontinental Exchange
IPAIllinois Power Agency
IRCInternal Revenue Code
IRSInternal Revenue Service
ISOIndependent System Operator
ISO-NEIndependent System Operator New England Inc.
5




GLOSSARY OF TERMS AND ABBREVIATIONS
Other Terms and Abbreviations
LIBORLondon Interbank Offered Rate
MDEMaryland Department of the Environment
MDPSCMaryland Public Service Commission
MGPManufactured Gas Plant
MISOMidcontinent Independent System Operator, Inc.
mmcfMillion Cubic Feet
MOPRMinimum Offer Price Rule
MPSCMissouri Public Service Commission
MWMegawatt
MWhMegawatt hour
NAVNet Asset Value
N/ANot applicable
NDTNuclear Decommissioning Trust
NERCNorth American Electric Reliability Corporation
NGXNatural Gas Exchange
NJBPUNew Jersey Board of Public Utilities
Non-Regulatory Agreement UnitsNuclear generating units or portions thereof whose decommissioning-related activities are not subject to contractual elimination under regulatory accounting
NOSANuclear Operating Services Agreement
NPNSNormal Purchase Normal Sale scope exception
NRCNuclear Regulatory Commission
NYISONew York Independent System Operator Inc.
NYMEXNew York Mercantile Exchange
NYPSCNew York Public Service Commission
OCIOther Comprehensive Income
OIESOOntario Independent Electricity System Operator
OPEBOther Postretirement Employee Benefits
PAPUCPennsylvania Public Utility Commission
PGCPurchased Gas Cost Clause
PG&EPacific Gas and Electric Company
PJMPJM Interconnection, LLC
POLRProvider of Last Resort
PPAPower Purchase Agreement
PPEProperty, plant, and equipment
Price-Anderson ActPrice-Anderson Nuclear Industries Indemnity Act of 1957
PRPPotentially Responsible Parties
PSDARPost-Shutdown Decommissioning Activities Report
PSEGPublic Service Enterprise Group Incorporated
PUCTPublic Utility Commission of Texas
RECRenewable Energy Credit which is issued for each megawatt hour of generation from a qualified renewable energy source
Regulatory Agreement UnitsNuclear generating units or portions thereof whose decommissioning-related activities are subject to contractual elimination under regulatory accounting
RFPRequest for Proposal
RiderReconcilable Surcharge Recovery Mechanism
RMCRisk Management Committee
6




GLOSSARY OF TERMS AND ABBREVIATIONS
Other Terms and Abbreviations
RNFRevenues Net of Purchased Power and Fuel Expense
ROEReturn on equity
ROURight-of-use
RTORegional Transmission Organization
S&PStandard & Poor’s Ratings Services
SECUnited States Securities and Exchange Commission
SERCSERC Reliability Corporation (formerly Southeast Electric Reliability Council)
SNFSpent Nuclear Fuel
SOSStandard Offer Service
STRIDEMaryland Strategic Infrastructure Development and Enhancement Program
Transition BondsTransition Bonds issued by ACE Funding
VIEVariable Interest Entity
WECCWestern Electric Coordinating Council
ZECZero Emission Credit, or Zero Emission Certificate
ZESZero Emission Standard
7




FILING FORMAT
This combined Form 10-Q is being filed separately by Exelon Corporation, Exelon Generation Company, LLC, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company, Pepco Holdings LLC, Potomac Electric Power Company, Delmarva Power & Light Company, and Atlantic City Electric Company (Registrants). Information contained herein relating to any individual Registrant is filed by such Registrant on its own behalf. No Registrant makes any representation as to information relating to any other Registrant.
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION
This Report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties including, among others, those related to the timing, manner, tax-free nature, and expected benefits associated with the potential separation of Exelon’s competitive power generation and customer-facing energy business from its six regulated electric and gas utilities. Words such as “could,” “may,” “expects,” “anticipates,” “will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic, and financial performance, are intended to identify such forward-looking statements.
The factors that could cause actual results to differ materially from the forward-looking statements made by the Registrants include those factors discussed herein, as well as the items discussed in (1) the Registrants' combined 2020 Annual Report on Form 10-K in (a) Part I, ITEM 1A. Risk Factors, (b) Part II, ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part II, ITEM 8. Financial Statements and Supplementary Data: Note 19, Commitments and Contingencies; (2) this Quarterly Report on Form 10-Q in (a) Part II, ITEM 1A. Risk Factors, (b) Part I, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part I, ITEM 1. Financial Statements: Note 14, Commitments and Contingencies; and (3) other factors discussed in filings with the SEC by the Registrants.
Investors 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.
WHERE TO FIND MORE INFORMATION
The SEC maintains an Internet site at www.sec.gov that contains reports, proxy and information statements, and other information that the Registrants file electronically with the SEC. These documents are also available to the public from commercial document retrieval services and the Registrants' website at www.exeloncorp.com. Information contained on the Registrants' website shall not be deemed incorporated into, or to be a part of, this Report.
8




PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
9





EXELON CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions, except per share data)20212020
Operating revenues
Competitive businesses revenues$5,265 $4,404 
Rate-regulated utility revenues4,496 4,276 
Revenues from alternative revenue programs129 67 
Total operating revenues9,890 8,747 
Operating expenses
Competitive businesses purchased power and fuel4,610 2,710 
Rate-regulated utility purchased power and fuel1,358 1,157 
Operating and maintenance1,979 2,204 
Depreciation and amortization1,697 1,021 
Taxes other than income taxes438 437 
Total operating expenses10,082 7,529 
Gain on sales of assets and businesses71 
Operating (loss) income(121)1,220 
Other income and (deductions)
Interest expense, net(380)(404)
Interest expense to affiliates(6)(6)
Other, net225 (725)
Total other income and (deductions)(161)(1,135)
(Loss) income before income taxes(282)85 
Income taxes(19)(294)
Equity in losses of unconsolidated affiliates(1)(3)
Net (loss) income(264)376 
Net income (loss) attributable to noncontrolling interests25 (206)
Net (loss) income attributable to common shareholders$(289)$582 
Comprehensive income, net of income taxes
Net (loss) income$(264)$376 
Other comprehensive income (loss), net of income taxes
Pension and non-pension postretirement benefit plans:
Prior service benefit reclassified to periodic benefit cost(1)(10)
Actuarial loss reclassified to periodic benefit cost56 47 
Pension and non-pension postretirement benefit plan valuation adjustment(2)(7)
Unrealized loss on cash flow hedges(1)
Unrealized gain (loss) on foreign currency translation(8)
Other comprehensive income54 21 
Comprehensive (loss) income(210)397 
Comprehensive income (loss) attributable to noncontrolling interests25 (206)
Comprehensive (loss) income attributable to common shareholders$(235)$603 
Average shares of common stock outstanding:
Basic977 975 
Assumed exercise and/or distributions of stock-based awards
Diluted(a)
977 976 
(Losses) earnings per average common share
Basic$(0.30)$0.60 
Diluted$(0.30)$0.60 
__________
(a)The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect was less than 1 million for the three months ended March 31, 2021 and March 31, 2020.
See the Combined Notes to Consolidated Financial Statements
10




EXELON CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net (loss) income$(264)$376 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization2,104 1,378 
Asset impairments
Gain on sales of assets and businesses(71)
Deferred income taxes and amortization of investment tax credits(142)(245)
Net fair value changes related to derivatives(178)(132)
Net realized and unrealized (gains) losses on NDT funds(118)651 
Unrealized loss on equity investments23 
Other non-cash operating activities(170)273 
Changes in assets and liabilities:
Accounts receivable(372)800 
Inventories77 81 
Accounts payable and accrued expenses(176)(976)
Option premiums received (paid), net16 (38)
Collateral received (posted), net273 (21)
Income taxes113 (56)
Pension and non-pension postretirement benefit contributions(537)(531)
Other assets and liabilities(1,840)(488)
Net cash flows (used in) provided by operating activities(1,261)1,080 
Cash flows from investing activities
Capital expenditures(2,140)(2,016)
Proceeds from NDT fund sales2,908 1,183 
Investment in NDT funds(2,939)(1,234)
Collection of DPP1,574 
Proceeds from sales of assets and businesses680 
Other investing activities12 (8)
Net cash flows provided by (used in) investing activities95 (2,075)
Cash flows from financing activities
Changes in short-term borrowings597 109 
Proceeds from short-term borrowings with maturities greater than 90 days500 500 
Issuance of long-term debt1,705 2,652 
Retirement of long-term debt(79)(1,032)
Dividends paid on common stock(374)(373)
Proceeds from employee stock plans31 30 
Other financing activities(46)(21)
Net cash flows provided by financing activities2,334 1,865 
Increase in cash, restricted cash, and cash equivalents1,168 870 
Cash, restricted cash, and cash equivalents at beginning of period1,166 1,122 
Cash, restricted cash, and cash equivalents at end of period$2,334 $1,992 
Supplemental cash flow information
Decrease in capital expenditures not paid$(324)$(180)
Increase in DPP1,339 
See the Combined Notes to Consolidated Financial Statements
11




EXELON CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$1,908 $663 
Restricted cash and cash equivalents374 438 
Accounts receivable
Customer accounts receivable4,0173,597
Customer allowance for credit losses(442)(366)
Customer accounts receivable, net3,575 3,231 
Other accounts receivable1,3201,469
Other allowance for credit losses(79)(71)
Other accounts receivable, net1,241 1,398 
Mark-to-market derivative assets568 644 
Unamortized energy contract assets38 38 
Inventories, net
Fossil fuel and emission allowances205 297 
Materials and supplies1,427 1,425 
Regulatory assets1,269 1,228 
Renewable energy credits694 633 
Assets held for sale11 958 
Other1,687 1,609 
Total current assets12,997 12,562 
Property, plant, and equipment (net of accumulated depreciation and amortization of $28,121 and $26,727 as of March 31, 2021 and December 31, 2020, respectively)82,588 82,584 
Deferred debits and other assets
Regulatory assets8,810 8,759 
Nuclear decommissioning trust funds14,688 14,464 
Investments431 440 
Goodwill6,677 6,677 
Mark-to-market derivative assets491 555 
Unamortized energy contract assets285 294 
Other3,033 2,982 
Total deferred debits and other assets34,415 34,171 
Total assets(a)
$130,000 $129,317 
See the Combined Notes to Consolidated Financial Statements
12




EXELON CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings$3,128 $2,031 
Long-term debt due within one year2,281 1,819 
Accounts payable3,430 3,562 
Accrued expenses1,729 2,078 
Payables to affiliates
Regulatory liabilities663 581 
Mark-to-market derivative liabilities422 295 
Unamortized energy contract liabilities98 100 
Renewable energy credit obligation645 661 
Liabilities held for sale375 
Other1,176 1,264 
Total current liabilities13,580 12,771 
Long-term debt36,248 35,093 
Long-term debt to financing trusts390 390 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits13,129 13,035 
Asset retirement obligations12,405 12,300 
Pension obligations3,951 4,503 
Non-pension postretirement benefit obligations1,988 2,011 
Spent nuclear fuel obligation1,208 1,208 
Regulatory liabilities9,130 9,485 
Mark-to-market derivative liabilities453 473 
Unamortized energy contract liabilities217 238 
Other2,988 2,942 
Total deferred credits and other liabilities45,469 46,195 
Total liabilities(a)
95,687 94,449 
Commitments and contingencies00
Shareholders’ equity
Common stock (NaN par value, 2,000 shares authorized, 977 shares and 976 shares outstanding at March 31, 2021 and December 31, 2020, respectively)19,412 19,373 
Treasury stock, at cost (2 shares at March 31, 2021 and December 31, 2020)(123)(123)
Retained earnings16,072 16,735 
Accumulated other comprehensive loss, net(3,346)(3,400)
Total shareholders’ equity32,015 32,585 
Noncontrolling interests2,298 2,283 
Total equity34,313 34,868 
Total liabilities and shareholders’ equity$130,000 $129,317 
__________
(a)Exelon’s consolidated assets include $9,985 million and $10,200 million at March 31, 2021 and December 31, 2020, respectively, of certain VIEs that can only be used to settle the liabilities of the VIE. Exelon’s consolidated liabilities include $3,578 million and $3,598 million at March 31, 2021 and December 31, 2020, respectively, of certain VIEs for which the VIE creditors do not have recourse to Exelon. See Note 16 — Variable Interest Entities for additional information.
See the Combined Notes to Consolidated Financial Statements
13




EXELON CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions, shares
in thousands)
Issued
Shares
Common
Stock
Treasury
Stock
Retained
Earnings
Accumulated
Other
Comprehensive
Loss, net
Noncontrolling
Interests
Total Shareholders'
Equity
Balance, December 31, 2020977,466 $19,373 $(123)$16,735 $(3,400)$2,283 $34,868 
Net (loss) income— — — (289)— 25 (264)
Long-term incentive plan activity640 — — — — 
Employee stock purchase plan issuances902 34 — — — — 34 
Changes in equity of noncontrolling interests— — — — — (10)(10)
Common stock dividends
($0.38/common share)
— — — (374)— — (374)
Other comprehensive income, net of income taxes— — — — 54 — 54 
Balance, March 31, 2021979,008 $19,412 $(123)$16,072 $(3,346)$2,298 $34,313 



Three Months Ended March 31, 2020
(In millions, shares
in thousands)
Issued
Shares
Common
Stock
Treasury
Stock
Retained
Earnings
Accumulated
Other
Comprehensive
Loss, net
Noncontrolling
Interests
Total Shareholders'
Equity
Balance, December 31, 2019974,416 $19,274 $(123)$16,267 $(3,194)$2,349 $34,573 
Net income (loss)— — — 582 — (206)376 
Long-term incentive plan activity1,354 (4)— — — — (4)
Employee stock purchase plan issuances470 31 — — — — 31 
Changes in equity of noncontrolling interests— — — — — (9)(9)
Sale of noncontrolling interests— — — — — 
Common stock dividends
($0.38/common share)
— — — (374)— — (374)
Other comprehensive income, net of income taxes— — — — 21 — 21 
Balance, March 31, 2020976,240 $19,303 $(123)$16,475 $(3,173)$2,134 $34,616 
See the Combined Notes to Consolidated Financial Statements
14





EXELON GENERATION COMPANY, LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Operating revenues$5,264 $4,403 
Operating revenues from affiliates295 330 
Total operating revenues5,559 4,733 
Operating expenses
Purchased power and fuel4,610 2,710 
Purchased power and fuel from affiliates(6)
Operating and maintenance856 1,121 
Operating and maintenance from affiliates145 142 
Depreciation and amortization940 304 
Taxes other than income taxes121 129 
Total operating expenses6,672 4,400 
Gain on sales of assets and businesses71 
Operating (loss) income(1,042)333 
Other income and (deductions)
Interest expense, net(68)(100)
Interest expense to affiliates(4)(9)
Other, net167 (771)
Total other income and (deductions)95 (880)
Loss before income taxes(947)(547)
Income taxes(179)(389)
Equity in losses of unconsolidated affiliates(1)(3)
Net loss(769)(161)
Net income (loss) attributable to noncontrolling interests24 (206)
Net (loss) income attributable to membership interest$(793)$45 
Comprehensive income, net of income taxes
Net loss$(769)$(161)
Other comprehensive income (loss), net of income taxes
Unrealized loss on cash flow hedges(1)
Unrealized gain (loss) on foreign currency translation(8)
Other comprehensive income (loss), net of income taxes(9)
Comprehensive loss(768)(170)
Comprehensive income (loss) attributable to noncontrolling interests24 (206)
Comprehensive (loss) income attributable to membership interest$(792)$36 
See the Combined Notes to Consolidated Financial Statements
15




EXELON GENERATION COMPANY, LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net loss$(769)$(161)
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization1,346 661 
Asset impairments
Gain on sales of assets and businesses(71)
Deferred income taxes and amortization of investment tax credits(123)(329)
Net fair value changes related to derivatives(178)(127)
Net realized and unrealized (gains) losses on NDT funds(118)651 
Unrealized loss on equity investments23 
Other non-cash operating activities(202)205 
Changes in assets and liabilities:
Accounts receivable(453)787 
Receivables from and payables to affiliates, net59 34 
Inventories50 39 
Accounts payable and accrued expenses208 (614)
Option premiums received (paid), net16 (38)
Collateral received (posted), net270 (22)
Income taxes(55)(58)
Pension and non-pension postretirement benefit contributions(205)(232)
Other assets and liabilities(1,411)(184)
Net cash flows (used in) provided by operating activities(1,612)620 
Cash flows from investing activities
Capital expenditures(382)(558)
Proceeds from NDT fund sales2,908 1,183 
Investment in NDT funds(2,939)(1,234)
Collection of DPP1,574 
Proceeds from sales of assets and businesses680 
Changes in Exelon intercompany money pool(254)
Other investing activities(2)(8)
Net cash flows provided by (used in) investing activities1,839 (871)
Cash flows from financing activities
Changes in short-term borrowings997 275 
Proceeds from short-term borrowings with maturities greater than 90 days500 
Issuance of long-term debt1,502 
Retirement of long-term debt(35)(1,028)
Changes in Exelon intercompany money pool(285)
Distributions to member(458)(468)
Other financing activities(12)(8)
Net cash flows provided by financing activities208 773 
Increase in cash, restricted cash, and cash equivalents435 522 
Cash, restricted cash, and cash equivalents at beginning of period327 449 
Cash, restricted cash, and cash equivalents at end of period$762 $971 
Supplemental cash flow information
Decrease in capital expenditures not paid$(37)$(56)
Increase in DPP1,339 
    
See the Combined Notes to Consolidated Financial Statements
16




EXELON GENERATION COMPANY, LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$721 $226 
Restricted cash and cash equivalents41 89 
Accounts receivable
Customer accounts receivable1,8571,330
Customer allowance for credit losses(65)(32)
Customer accounts receivable, net1,792 1,298 
Other accounts receivable348352
Other accounts receivable, net348 352 
Mark-to-market derivative assets569 644 
Receivables from affiliates106 153 
Unamortized energy contract assets38 38 
Inventories, net
Fossil fuel and emission allowances175 233 
Materials and supplies973 978 
Renewable energy credits676 621 
Assets held for sale11 958 
Other1,290 1,357 
Total current assets6,740 6,947 
Property, plant, and equipment (net of accumulated depreciation and amortization of $14,355 and $13,370 as of March 31, 2021 and December 31, 2020, respectively)21,311 22,214 
Deferred debits and other assets
Nuclear decommissioning trust funds14,688 14,464 
Investments178 184 
Goodwill47 47 
Mark-to-market derivative assets491 555 
Prepaid pension asset1,736 1,558 
Unamortized energy contract assets285 293 
Deferred income taxes15 
Other1,835 1,826 
Total deferred debits and other assets19,275 18,933 
Total assets(a)
$47,326 $48,094 
See the Combined Notes to Consolidated Financial Statements
17




EXELON GENERATION COMPANY, LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND EQUITY
Current liabilities
Short-term borrowings$1,837 $840 
Long-term debt due within one year699 197 
Accounts payable1,529 1,253 
Accrued expenses692 788 
Payables to affiliates125 107 
Borrowings from Exelon intercompany money pool285 
Mark-to-market derivative liabilities392 262 
Unamortized energy contract liabilities
Renewable energy credit obligation645 661 
Liabilities held for sale375 
Other371 444 
Total current liabilities6,298 5,219 
Long-term debt5,038 5,566 
Long-term debt to affiliates323 324 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits3,542 3,656 
Asset retirement obligations12,157 12,054 
Non-pension postretirement benefit obligations857 858 
Spent nuclear fuel obligation1,208 1,208 
Payables to affiliates2,865 3,017 
Mark-to-market derivative liabilities190 205 
Unamortized energy contract liabilities
Other1,405 1,308 
Total deferred credits and other liabilities22,227 22,309 
Total liabilities(a)
33,886 33,418 
Commitments and contingencies00
Equity
Member’s equity
Membership interest9,624 9,624 
Undistributed earnings1,554 2,805 
Accumulated other comprehensive loss, net(29)(30)
Total member’s equity11,149 12,399 
Noncontrolling interests2,291 2,277 
Total equity13,440 14,676 
Total liabilities and equity$47,326 $48,094 
__________
(a)Generation’s consolidated assets include $9,967 million and $10,182 million at March 31, 2021 and December 31, 2020, respectively, of certain VIEs that can only be used to settle the liabilities of the VIE. Generation’s consolidated liabilities include $3,557 million and $3,572 million at March 31, 2021 and December 31, 2020, respectively, of certain VIEs for which the VIE creditors do not have recourse to Generation. See Note 16 — Variable Interest Entities for additional information.
See the Combined Notes to Consolidated Financial Statements
18




EXELON GENERATION COMPANY, LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Unaudited)
Three Months Ended March 31, 2021
Member’s Equity
(In millions)Membership
Interest
Undistributed
Earnings
Accumulated
Other
Comprehensive
Loss, net
Noncontrolling
Interests
Total Equity
Balance, December 31, 2020$9,624 $2,805 $(30)$2,277 $14,676 
Net (loss) income— (793)— 24 (769)
Changes in equity of noncontrolling interests— — — (10)(10)
Distributions to member— (458)— — (458)
Other comprehensive income, net of income taxes— 
Balance, March 31, 2021$9,624 $1,554 $(29)$2,291 $13,440 

Three Months Ended March 31, 2020
Member’s Equity
(In millions)Membership
Interest
Undistributed
Earnings
Accumulated
Other
Comprehensive
Loss, net
Noncontrolling
Interests
Total Equity
Balance, December 31, 2019$9,566 $3,950 $(32)$2,346 $15,830 
Net income (loss)— 45 — (206)(161)
Changes in equity of noncontrolling interests— — — (11)(11)
Sale of noncontrolling interests— — — 
Distributions to member— (468)— — (468)
Other comprehensive loss, net of income taxes— (9)(9)
Balance, March 31, 2020$9,568 $3,527 $(41)$2,129 $15,183 

See the Combined Notes to Consolidated Financial Statements
19




COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$1,475 $1,422 
Revenues from alternative revenue programs54 12 
Operating revenues from affiliates
Total operating revenues1,535 1,439 
Operating expenses
Purchased power442 389 
Purchased power from affiliate85 97 
Operating and maintenance245 243 
Operating and maintenance from affiliates71 74 
Depreciation and amortization292 273 
Taxes other than income taxes75 75 
Total operating expenses1,210 1,151 
Operating income325 288 
Other income and (deductions)
Interest expense, net(93)(91)
Interest expense to affiliates(3)(3)
Other, net10 
Total other income and (deductions)(89)(84)
Income before income taxes236 204 
Income taxes39 36 
Net income$197 $168 
Comprehensive income$197 $168 

20




COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$197 $168 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization292 273 
Deferred income taxes and amortization of investment tax credits63 42 
Other non-cash operating activities(9)16 
Changes in assets and liabilities:
Accounts receivable23 
Receivables from and payables to affiliates, net(15)(6)
Inventories(1)(2)
Accounts payable and accrued expenses(176)(147)
Collateral received (posted), net
Income taxes(23)(7)
Pension and non-pension postretirement benefit contributions(171)(143)
Other assets and liabilities(159)(132)
Net cash flows provided by operating activities26 74 
Cash flows from investing activities
Capital expenditures(613)(506)
Other investing activities
Net cash flows used in investing activities(606)(501)
Cash flows from financing activities
Changes in short-term borrowings(188)(130)
Issuance of long-term debt700 1,000 
Dividends paid on common stock(127)(125)
Contributions from parent198 125 
Other financing activities(9)(13)
Net cash flows provided by financing activities574 857 
(Decrease) increase in cash, restricted cash, and cash equivalents(6)430 
Cash, restricted cash, and cash equivalents at beginning of period405 403 
Cash, restricted cash, and cash equivalents at end of period$399 $833 
Supplemental cash flow information
Decrease in capital expenditures not paid$(107)$(5)
See the Combined Notes to Consolidated Financial Statements
21




COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
   Cash and cash equivalents$86 $83 
   Restricted cash and cash equivalents270 279 
   Accounts receivable
   Customer accounts receivable626656
   Customer allowance for credit losses(103)(97)
       Customer accounts receivable, net523 559 
   Other accounts receivable243239
   Other allowance for credit losses(22)(21)
       Other accounts receivable, net221 218 
   Receivables from affiliates21 22 
   Inventories, net170 170 
   Regulatory assets294 279 
   Other55 49 
   Total current assets1,640 1,659 
Property, plant, and equipment (net of accumulated depreciation and amortization of $5,811 and $5,672 as of March 31, 2021 and December 31, 2020, respectively)24,840 24,557 
Deferred debits and other assets
   Regulatory assets1,840 1,749 
   Investments
   Goodwill2,625 2,625 
   Receivables from affiliates2,375 2,541 
   Prepaid pension asset1,165 1,022 
   Other334 307 
   Total deferred debits and other assets8,345 8,250 
Total assets$34,825 $34,466 
See the Combined Notes to Consolidated Financial Statements
22




COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
   Short-term borrowings$135 $323 
   Long-term debt due within one year350 350 
   Accounts payable533 683 
   Accrued expenses242 390 
   Payables to affiliates80 96 
   Customer deposits84 86 
   Regulatory liabilities360 289 
   Mark-to-market derivative liabilities31 33 
   Other128 143 
   Total current liabilities1,943 2,393 
Long-term debt9,324 8,633 
Long-term debt to financing trust205 205 
Deferred credits and other liabilities
   Deferred income taxes and unamortized investment tax credits4,427 4,341 
   Asset retirement obligations127 126 
   Non-pension postretirement benefits obligations177 173 
   Regulatory liabilities6,172 6,403 
   Mark-to-market derivative liabilities264 268 
   Other589 595 
   Total deferred credits and other liabilities11,756 11,906 
   Total liabilities23,228 23,137 
Commitments and contingencies00
Shareholders’ equity
   Common stock1,588 1,588 
   Other paid-in capital8,483 8,285 
   Retained deficit unappropriated(1,639)(1,639)
   Retained earnings appropriated3,165 3,095 
   Total shareholders’ equity11,597 11,329 
Total liabilities and shareholders’ equity$34,825 $34,466 
See the Combined Notes to Consolidated Financial Statements
23




COMMONWEALTH EDISON COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Common
Stock
Other
Paid-In
Capital
Retained Deficit
Unappropriated
Retained
Earnings
Appropriated
Total
Shareholders’
Equity
Balance, December 31, 2020$1,588 $8,285 $(1,639)$3,095 $11,329 
Net income— — 197 — 197 
Appropriation of retained earnings for future dividends— — (197)197 
Common stock dividends— — — (127)(127)
Contributions from parent— 198 — — 198 
Balance, March 31, 2021$1,588 $8,483 $(1,639)$3,165 $11,597 
Three Months Ended March 31, 2020
(In millions)Common
Stock
Other
Paid-In
Capital
Retained Deficit
Unappropriated
Retained
Earnings
Appropriated
Total
Shareholders’
Equity
Balance, December 31, 2019$1,588 $7,572 $(1,639)$3,156 $10,677 
Net income— — 168 — 168 
Appropriation of retained earnings for future dividends— — (168)168 
Common stock dividends— — — (125)(125)
Contributions from parent— 125 — — 125 
Balance, March 31, 2020$1,588 $7,697 $(1,639)$3,199 $10,845 
See the Combined Notes to Consolidated Financial Statements
24





PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
 Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$649 $600 
Natural gas operating revenues228 209 
Revenues from alternative revenue programs10 
Operating revenues from affiliates
Total operating revenues889 813 
Operating expenses
Purchased power189 164 
Purchased fuel86 83 
Purchased power from affiliate41 36 
Operating and maintenance193 179 
Operating and maintenance from affiliates41 38 
Depreciation and amortization86 86 
Taxes other than income taxes43 39 
Total operating expenses679 625 
Operating income210 188 
Other income and (deductions)
Interest expense, net(35)(33)
Interest expense to affiliates(3)(3)
Other, net
Total other income and (deductions)(33)(33)
Income before income taxes177 155 
Income taxes10 15 
Net income$167 $140 
Comprehensive income$167 $140 
See the Combined Notes to Consolidated Financial Statements
25




PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$167 $140 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization86 86 
Deferred income taxes and amortization of investment tax credits
Other non-cash operating activities12 22 
Changes in assets and liabilities:
Accounts receivable(5)14 
Receivables from and payables to affiliates, net(2)(3)
Inventories13 15 
Accounts payable and accrued expenses(36)(45)
Income taxes14 
Pension and non-pension postretirement benefit contributions(16)(16)
Other assets and liabilities(103)(84)
Net cash flows provided by operating activities125 145 
Cash flows from investing activities
Capital expenditures(295)(259)
Changes in Exelon intercompany money pool(48)(22)
Other investing activities
Net cash flows used in investing activities(342)(280)
Cash flows from financing activities
Issuance of long-term debt375 
Changes in Exelon intercompany money pool(40)
Dividends paid on common stock(85)(85)
Contributions from parent231 
Other financing activities(4)
Net cash flows provided by financing activities246 146 
Increase in cash, restricted cash, and cash equivalents29 11 
Cash, restricted cash, and cash equivalents at beginning of period26 27 
Cash, restricted cash, and cash equivalents at end of period$55 $38 
Supplemental cash flow information
Decrease in capital expenditures not paid$(44)$(11)
See the Combined Notes to Consolidated Financial Statements
26




PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$48 $19 
Restricted cash and cash equivalents
Accounts receivable
Customer accounts receivable499511
Customer allowance for credit losses(130)(116)
Customer accounts receivable, net369 395 
Other accounts receivable140130
Other allowance for credit losses(11)(8)
Other accounts receivable, net129 122 
Receivables from affiliates
Receivable from Exelon intercompany money pool48 
Inventories, net
Fossil fuel15 33 
Materials and supplies43 38 
Prepaid utility taxes103 
Regulatory assets29 25 
Other22 21 
Total current assets813 662 
Property, plant, and equipment (net of accumulated depreciation and amortization of $3,897 and $3,843 as of March 31, 2021 and December 31, 2020, respectively)10,352 10,181 
Deferred debits and other assets
Regulatory assets828 776 
Investments30 30 
Receivables from affiliates490 475 
Prepaid pension asset389 375 
Other35 32 
Total deferred debits and other assets1,772 1,688 
Total assets$12,937 $12,531 
See the Combined Notes to Consolidated Financial Statements
27




PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Long-term debt due within one year$300 $300 
Accounts payable431 479 
Accrued expenses100 129 
Payables to affiliates46 50 
Borrowings from Exelon intercompany money pool40 
Customer deposits54 59 
Regulatory liabilities127 121 
Other31 30 
Total current liabilities1,089 1,208 
Long-term debt3,825 3,453 
Long-term debt to financing trusts184 184 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits2,297 2,242 
Asset retirement obligations29 29 
Non-pension postretirement benefits obligations286 286 
Regulatory liabilities519 503 
Other93 93 
Total deferred credits and other liabilities3,224 3,153 
Total liabilities8,322 7,998 
Commitments and contingencies00
Shareholder’s equity
Common stock3,014 3,014 
Retained earnings1,601 1,519 
Total shareholder’s equity4,615 4,533 
Total liabilities and shareholder's equity$12,937 $12,531 
See the Combined Notes to Consolidated Financial Statements
28




PECO ENERGY COMPANY AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Common
Stock
Retained
Earnings
Total
Shareholder's
Equity
Balance, December 31, 2020$3,014 $1,519 $4,533 
Net income— 167 167 
Common stock dividends— (85)(85)
Balance, March 31, 2021$3,014 $1,601 $4,615 
Three Months Ended March 31, 2020
(In millions)Common
Stock
Retained
Earnings
Total
Shareholder's
Equity
Balance, December 31, 2019$2,766 $1,412 $4,178 
Net income— 140 140 
Common stock dividends— (85)(85)
Contributions from parent231 — 231 
Balance, March 31, 2020$2,997 $1,467 $4,464 
See the Combined Notes to Consolidated Financial Statements
29





BALTIMORE GAS AND ELECTRIC COMPANY
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$620 $595 
Natural gas operating revenues330 300 
Revenues from alternative revenue programs18 36 
Operating revenues from affiliates
Total operating revenues974 937 
Operating expenses
Purchased power162 114 
Purchased fuel99 76 
Purchased power and fuel from affiliate70 98 
Operating and maintenance152 146 
Operating and maintenance from affiliates45 42 
Depreciation and amortization152 143 
Taxes other than income taxes72 69 
Total operating expenses752 688 
Operating income222 249 
Other income and (deductions)
Interest expense, net(34)(32)
Other, net
Total other income and (deductions)(26)(27)
Income before income taxes196 222 
Income taxes(13)41 
Net income$209 $181 
Comprehensive income$209 $181 
See the Combined Notes to Consolidated Financial Statements
30




BALTIMORE GAS AND ELECTRIC COMPANY
STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$209 $181 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization152 143 
Deferred income taxes and amortization of investment tax credits(4)33 
Other non-cash operating activities(8)
Changes in assets and liabilities:
Accounts receivable12 (28)
Receivables from and payables to affiliates, net(15)(13)
Inventories20 
Accounts payable and accrued expenses(59)(9)
Income taxes(9)
Pension and non-pension postretirement benefit contributions(65)(64)
Other assets and liabilities(103)10 
Net cash flows provided by operating activities129 272 
Cash flows from investing activities
Capital expenditures(336)(283)
Other investing activities(6)
Net cash flows used in investing activities(334)(289)
Cash flows from financing activities
Changes in short-term borrowings156 66 
Dividends paid on common stock(74)(62)
Net cash flows provided by financing activities82 
Decrease in cash, restricted cash, and cash equivalents(123)(13)
Cash, restricted cash, and cash equivalents at beginning of period145 25 
Cash, restricted cash, and cash equivalents at end of period$22 $12 
Supplemental cash flow information
Decrease in capital expenditures not paid$(80)$(35)
See the Combined Notes to Consolidated Financial Statements
31




BALTIMORE GAS AND ELECTRIC COMPANY
BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$21 $144 
Restricted cash and cash equivalents
Accounts receivable
Customer accounts receivable476487
Customer allowance for credit losses(43)(35)
    Customer accounts receivable, net433 452 
Other accounts receivable125117
Other allowance for credit losses(9)(9)
     Other accounts receivable, net116 108 
Receivables from affiliates
Inventories, net
Fossil fuel12 25 
Materials and supplies45 41 
Prepaid utility taxes43 
Regulatory assets179 168 
Other
Total current assets859 948 
Property, plant, and equipment (net of accumulated depreciation and amortization of $4,115 and $4,034 as of March 31, 2021 and December 31, 2020, respectively)10,026 9,872 
Deferred debits and other assets
Regulatory assets481 481 
Investments10 10 
Prepaid pension asset314 270 
Other69 69 
Total deferred debits and other assets874 830 
Total assets$11,759 $11,650 
See the Combined Notes to Consolidated Financial Statements
32




BALTIMORE GAS AND ELECTRIC COMPANY
BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$156 $
Long-term debt due within one year300 300 
Accounts payable266 346 
Accrued expenses142 205 
Payables to affiliates43 61 
Customer deposits105 110 
Regulatory liabilities41 30 
Other83 91 
Total current liabilities1,136 1,143 
Long-term debt3,365 3,364 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits1,609 1,521 
Asset retirement obligations24 23 
Non-pension postretirement benefits obligations182 189 
Regulatory liabilities1,016 1,109 
Other95 104 
Total deferred credits and other liabilities2,926 2,946 
Total liabilities7,427 7,453 
Commitments and contingencies00
Shareholder's equity
Common stock2,318 2,318 
Retained earnings2,014 1,879 
Total shareholder's equity4,332 4,197 
Total liabilities and shareholder's equity$11,759 $11,650 

See the Combined Notes to Consolidated Financial Statements
33




BALTIMORE GAS AND ELECTRIC COMPANY
STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Common
Stock
Retained
Earnings
Total
Shareholder's
Equity
Balance, December 31, 2020$2,318 $1,879 $4,197 
Net income— 209 209 
Common stock dividends— (74)(74)
Balance, March 31, 2021$2,318 $2,014 $4,332 
Three Months Ended March 31, 2020
(In millions)Common
Stock
Retained
Earnings
Total
Shareholder's
Equity
Balance, December 31, 2019$1,907 $1,776 $3,683 
Net income— 181 181 
Common stock dividends— (62)(62)
Balance, March 31, 2020$1,907 $1,895 $3,802 
See the Combined Notes to Consolidated Financial Statements
34






PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$1,124 $1,086 
Natural gas operating revenues71 64 
Revenues from alternative revenue programs46 18 
Operating revenues from affiliates
Total operating revenues1,244 1,171 
Operating expenses
Purchased power348 300 
Purchased fuel33 31 
Purchased power from affiliates98 104 
Operating and maintenance216 219 
Operating and maintenance from affiliates40 38 
Depreciation and amortization210 194 
Taxes other than income taxes113 114 
Total operating expenses1,058 1,000 
Gain on sales of assets
Operating income186 173 
Other income and (deductions)
Interest expense, net(67)(67)
Other, net17 13 
Total other income and (deductions)(50)(54)
Income before income taxes136 119 
Income taxes11 
Net income$128 $108 
Comprehensive income$128 $108 
See the Combined Notes to Consolidated Financial Statements
35




PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$128 $108 
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization210 194 
Deferred income taxes and amortization of investment tax credits(4)
Other non-cash operating activities(25)
Changes in assets and liabilities:
Accounts receivable56 36 
Receivables from and payables to affiliates, net(18)(17)
Inventories
Accounts payable and accrued expenses(24)(16)
Income taxes15 
Pension and non-pension postretirement benefit contributions(36)(27)
Other assets and liabilities(94)(72)
Net cash flows provided by operating activities209 232 
Cash flows from investing activities
Capital expenditures(456)(376)
Other investing activities
Net cash flows used in investing activities(455)(375)
Cash flows from financing activities
Changes in short-term borrowings(368)(100)
Issuance of long-term debt625 150 
Retirement of long-term debt(44)(6)
Changes in Exelon intercompany money pool
Distributions to member(81)(134)
Contributions from member560 144 
Other financing activities(5)(1)
Net cash flows provided by financing activities690 60 
Increase (decrease) in cash, restricted cash, and cash equivalents444 (83)
Cash, restricted cash, and cash equivalents at beginning of period160 181 
Cash, restricted cash, and cash equivalents at end of period$604 $98 
Supplemental cash flow information
Decrease in capital expenditures not paid$(33)$(57)
See the Combined Notes to Consolidated Financial Statements
36




PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$558 $111 
Restricted cash and cash equivalents37 39 
Accounts receivable
Customer accounts receivable557611
Customer allowance for credit losses(101)(86)
Customer accounts receivable, net456 525 
Other accounts receivable261260
Other allowance for credit losses(37)(33)
Other accounts receivable, net224 227 
Receivables from affiliates
Inventories, net
Fossil fuel
Materials and supplies196 198 
Regulatory assets450 440 
Other52 45 
Total current assets1,976 1,599 
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,930 and $1,811 as of March 31, 2021 and December 31, 2020, respectively)15,651 15,377 
Deferred debits and other assets
Regulatory assets1,912 1,933 
Investments141 140 
Goodwill4,005 4,005 
Prepaid pension asset383 365 
Deferred income taxes10 
Other310 307 
Total deferred debits and other assets6,760 6,760 
Total assets(a)
$24,387 $23,736 
See the Combined Notes to Consolidated Financial Statements
37




PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND MEMBER'S EQUITY
Current liabilities
Short-term borrowings$$368 
Long-term debt due within one year304 347 
Accounts payable503 539 
Accrued expenses279 299 
Payables to affiliates78 104 
Borrowings from Exelon intercompany money pool24 21 
Customer deposits96 106 
Regulatory liabilities130 137 
Unamortized energy contract liabilities92 92 
Other137 141 
Total current liabilities1,643 2,154 
Long-term debt7,273 6,659 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits2,481 2,439 
Asset retirement obligations59 59 
Non-pension postretirement benefit obligations80 86 
Regulatory liabilities1,391 1,438 
Unamortized energy contract liabilities214 235 
Other595 622 
Total deferred credits and other liabilities4,820 4,879 
Total liabilities(a)
13,736 13,692 
Commitments and contingencies00
Member's equity
Membership interest10,672 10,112 
Undistributed losses(21)(68)
Total member's equity10,651 10,044 
Total liabilities and member's equity$24,387 $23,736 
__________
(a)PHI’s consolidated total assets include $18 million at both March 31, 2021 and December 31, 2020 of PHI's consolidated VIE that can only be used to settle the liabilities of the VIE. PHI’s consolidated total liabilities include $21 million and $26 million at March 31, 2021 and December 31, 2020, respectively, of PHI's consolidated VIE for which the VIE creditors do not have recourse to PHI. See Note 16 — Variable Interest Entities for additional information.
See the Combined Notes to Consolidated Financial Statements
38




PEPCO HOLDINGS LLC AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CHANGES IN MEMBER'S EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Membership InterestUndistributed (Losses)/EarningsTotal Member's Equity
Balance, December 31, 2020$10,112 $(68)$10,044 
Net income— 128 128 
Distributions to member— (81)(81)
Contributions from member560 — 560 
Balance, March 31, 2021$10,672 $(21)$10,651 

Three Months Ended March 31, 2020
(In millions)Membership InterestUndistributed (Losses)/EarningsTotal Member's Equity
Balance, December 31, 2019$9,618 $(10)$9,608 
Net income— 108 108 
Distributions to member— (134)(134)
Contributions from member144 — 144 
Balance, March 31, 2020$9,762 $(36)$9,726 
See the Combined Notes to Consolidated Financial Statements
39





POTOMAC ELECTRIC POWER COMPANY
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$526 $528 
Revenues from alternative revenue programs26 15 
Operating revenues from affiliates
Total operating revenues553 544 
Operating expenses
Purchased power92 85 
Purchased power from affiliate74 79 
Operating and maintenance56 60 
Operating and maintenance from affiliates52 51 
Depreciation and amortization102 95 
Taxes other than income taxes90 92 
Total operating expenses466 462 
Operating income87 82 
Other income and (deductions)
Interest expense, net(34)(34)
Other, net12 
Total other income and (deductions)(22)(25)
Income before income taxes65 57 
Income taxes
Net income$59 $52 
Comprehensive income$59 $52 
See the Combined Notes to Consolidated Financial Statements
40




POTOMAC ELECTRIC POWER COMPANY
STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$59 $52 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization102 95 
Deferred income taxes and amortization of investment tax credits(2)
Other non-cash operating activities(25)(11)
Changes in assets and liabilities:
Accounts receivable26 14 
Receivables from and payables to affiliates, net(9)(11)
Inventories
Accounts payable and accrued expenses
Income taxes
Pension and non-pension postretirement benefit contributions(5)(4)
Other assets and liabilities(58)(38)
Net cash flows provided by operating activities97 110 
Cash flows from investing activities
Capital expenditures(220)(180)
Changes in PHI intercompany money pool(114)
Other investing activities(4)
Net cash flows used in investing activities(219)(298)
Cash flows from financing activities
Changes in short-term borrowings(35)(82)
Issuance of long-term debt150 150 
Dividends paid on common stock(28)(28)
Contributions from parent138 137 
Other financing activities(1)(1)
Net cash flows provided by financing activities224 176 
Increase (decrease) in cash, restricted cash, and cash equivalents102 (12)
Cash, restricted cash, and cash equivalents at beginning of period65 63 
Cash, restricted cash, and cash equivalents at end of period$167 $51 
Supplemental cash flow information
Decrease in capital expenditures not paid$(16)$(43)
See the Combined Notes to Consolidated Financial Statements
41




POTOMAC ELECTRIC POWER COMPANY
BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$134 $30 
Restricted cash and cash equivalents33 35 
Accounts receivable
Customer accounts receivable252279
Customer allowance for credit losses(41)(32)
Customer accounts receivable, net211 247 
Other accounts receivable138131
Other allowance for credit losses(15)(13)
Other accounts receivable, net123 118 
Receivables from affiliates
Inventories, net110 111 
Regulatory assets224 214 
Other19 13 
Total current assets854 770 
Property, plant, and equipment (net of accumulated depreciation and amortization of $3,746 and $3,697 as of March 31, 2021 and December 31, 2020, respectively)7,606 7,456 
Deferred debits and other assets
Regulatory assets563 570 
Investments116 115 
Prepaid pension asset283 284 
Other71 69 
Total deferred debits and other assets1,033 1,038 
Total assets$9,493 $9,264 
See the Combined Notes to Consolidated Financial Statements
42




POTOMAC ELECTRIC POWER COMPANY
BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$$35 
Long-term debt due within one year
Accounts payable213 226 
Accrued expenses165 164 
Payables to affiliates44 55 
Customer deposits45 51 
Regulatory liabilities39 46 
Merger related obligation33 33 
Current portion of DC PLUG obligation30 30 
Other30 31 
Total current liabilities603 674 
Long-term debt3,313 3,162 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits1,209 1,189 
Asset retirement obligations39 39 
Non-pension postretirement benefit obligations13 
Regulatory liabilities624 644 
Other324 340 
Total deferred credits and other liabilities2,205 2,225 
Total liabilities6,121 6,061 
Commitments and contingencies00
Shareholder's equity
Common stock2,196 2,058 
Retained earnings1,176 1,145 
Total shareholder's equity3,372 3,203 
Total liabilities and shareholder's equity$9,493 $9,264 
See the Combined Notes to Consolidated Financial Statements
43




POTOMAC ELECTRIC POWER COMPANY
STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$2,058 $1,145 $3,203 
Net income— 59 59 
Common stock dividends— (28)(28)
Contributions from parent138 — 138 
Balance, March 31, 2021$2,196 $1,176 $3,372 

Three Months Ended March 31, 2020
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2019$1,796 $1,111 $2,907 
Net income— 52 52 
Common stock dividends— (28)(28)
Contributions from parent137 — 137 
Balance, March 31, 2020$1,933 $1,135 $3,068 

See the Combined Notes to Consolidated Financial Statements
44





DELMARVA POWER & LIGHT COMPANY
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$300 $283 
Natural gas operating revenues71 64 
Revenues from alternative revenue programs
Operating revenues from affiliates
Total operating revenues382 350 
Operating expenses
Purchased power103 88 
Purchased fuel33 31 
Purchased power from affiliates20 22 
Operating and maintenance44 42 
Operating and maintenance from affiliates39 37 
Depreciation and amortization53 48 
Taxes other than income taxes17 16 
Total operating expenses309 284 
Operating income73 66 
Other income and (deductions)
Interest expense, net(15)(16)
Other, net
Total other income and (deductions)(12)(14)
Income before income taxes61 52 
Income taxes
Net income$56 $45 
Comprehensive income$56 $45 
See the Combined Notes to Consolidated Financial Statements
45




DELMARVA POWER & LIGHT COMPANY
STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$56 $45 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization53 48 
Deferred income taxes and amortization of investment tax credits
Other non-cash operating activities(1)
Changes in assets and liabilities:
Accounts receivable15 14 
Receivables from and payables to affiliates, net(11)(9)
Inventories
Accounts payable and accrued expenses11 
Income taxes
Other assets and liabilities(26)(10)
Net cash flows provided by operating activities104 104 
Cash flows from investing activities
Capital expenditures(112)(95)
Other investing activities(4)
Net cash flows used in investing activities(112)(99)
Cash flows from financing activities
Changes in short-term borrowings(146)(2)
Issuance of long-term debt125 
Changes in PHI intercompany money pool37 
Dividends paid on common stock(40)(52)
Contributions from parent120 
Other financing activities(2)
Net cash flows provided by (used in) financing activities57 (11)
Increase (decrease) in cash and cash equivalents49 (6)
Cash and cash equivalents at beginning of period15 13 
Cash and cash equivalents at end of period$64 $
Supplemental cash flow information
Decrease in capital expenditures not paid$(15)$(9)
See the Combined Notes to Consolidated Financial Statements
46




DELMARVA POWER & LIGHT COMPANY
BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$64 $15 
Accounts receivable
Customer accounts receivable160176
Customer allowance for credit losses(25)(22)
Customer accounts receivable, net135 154 
Other accounts receivable6668
Other allowance for credit losses(10)(9)
Other accounts receivable, net56 59 
Receivables from affiliates
Inventories, net
Fossil fuel
Materials and supplies53 51 
Prepaid utility taxes10 11 
Regulatory assets65 58 
Renewable energy credits14 10 
Other
Total current assets401 368 
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,563 and $1,533 as of March 31, 2021 and December 31, 2020, respectively)4,368 4,314 
Deferred debits and other assets
Regulatory assets226 222 
Goodwill
Prepaid pension asset161 162 
Other68 66 
Total deferred debits and other assets463 458 
Total assets$5,232 $5,140 
See the Combined Notes to Consolidated Financial Statements
47




DELMARVA POWER & LIGHT COMPANY
BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$$146 
Long-term debt due within one year82 82 
Accounts payable119 126 
Accrued expenses49 46 
Payables to affiliates24 36 
Customer deposits30 32 
Regulatory liabilities49 47 
Other19 20 
Total current liabilities372 535 
Long-term debt1,720 1,595 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits734 715 
Asset retirement obligations14 14 
Non-pension postretirement benefits obligations14 15 
Regulatory liabilities474 493 
Other92 97 
Total deferred credits and other liabilities1,328 1,334 
Total liabilities3,420 3,464 
Commitments and contingencies00
Shareholder's equity
Common stock1,209 1,089 
Retained earnings603 587 
Total shareholder's equity1,812 1,676 
Total liabilities and shareholder's equity$5,232 $5,140 
See the Combined Notes to Consolidated Financial Statements
48




DELMARVA POWER & LIGHT COMPANY
STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$1,089 $587 $1,676 
Net income— 56 56 
Common stock dividends— (40)(40)
Contributions from parent120 — 120 
Balance, March 31, 2021$1,209 $603 $1,812 

Three Months Ended March 31, 2020
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2019$977 $603 $1,580 
Net income— 45 45 
Common stock dividends— (52)(52)
Contributions from parent— 
Balance, March 31, 2020$983 $596 $1,579 

See the Combined Notes to Consolidated Financial Statements
49





ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Operating revenues
Electric operating revenues$298 $274 
Revenues from alternative revenue programs11 
Operating revenues from affiliates
Total operating revenues310 276 
Operating expenses
Purchased power153 126 
Purchased power from affiliate
Operating and maintenance42 45 
Operating and maintenance from affiliates34 33 
Depreciation and amortization47 43 
Taxes other than income taxes
Total operating expenses282 251 
Gain on sale of assets
Operating income28 27 
Other income and (deductions)
Interest expense, net(15)(14)
Interest expense to affiliates, net(1)
Other, net
Total other income and (deductions)(14)(13)
Income before income taxes14 14 
Income taxes
Net income$14 $13 
Comprehensive income$14 $13 
See the Combined Notes to Consolidated Financial Statements
50




ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
(In millions)20212020
Cash flows from operating activities
Net income$14 $13 
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization47 43 
Deferred income taxes and amortization of investment tax credits(1)(1)
Other non-cash operating activities(7)
Changes in assets and liabilities:
Accounts receivable13 11 
Receivables from and payables to affiliates, net
Inventories
Accounts payable and accrued expenses(11)
Income taxes
Pension and non-pension postretirement benefit contributions(3)(2)
Other assets and liabilities(3)(22)
Net cash flows provided by operating activities54 56 
Cash flows from investing activities
Capital expenditures(123)(101)
Other investing activities
Net cash flows used in investing activities(123)(95)
Cash flows from financing activities
Changes in short-term borrowings(187)(16)
Issuance of long-term debt350 
Retirement of long-term debt(44)(5)
Changes in PHI intercompany money pool77 
Dividends paid on common stock(14)(23)
Contributions from parent303 
Other financing activities(3)
Net cash flows provided by financing activities405 34 
Increase (decrease) in cash, restricted cash, and cash equivalents336 (5)
Cash, restricted cash, and cash equivalents at beginning of period30 28 
Cash, restricted cash, and cash equivalents at end of period$366 $23 
Supplemental cash flow information
Decrease in capital expenditures not paid$(2)$(4)
See the Combined Notes to Consolidated Financial Statements
51




ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
ASSETS
Current assets
Cash and cash equivalents$353 $17 
Restricted cash and cash equivalents
Accounts receivable
Customer accounts receivable146156
Customer allowance for credit losses(35)(32)
Customer accounts receivable, net111 124 
Other accounts receivable6972
Other allowance for credit losses(12)(11)
Other accounts receivable, net57 61 
Receivables from affiliates
Inventories, net34 37 
Regulatory assets69 75 
Other
Total current assets631 326 
Property, plant, and equipment (net of accumulated depreciation and amortization of $1,329 and $1,303 as of March 31, 2021 and December 31, 2020, respectively)3,552 3,475 
Deferred debits and other assets
Regulatory assets407 395 
Prepaid pension asset39 40 
Other50 50 
Total deferred debits and other assets496 485 
Total assets(a)
$4,679 $4,286 
See the Combined Notes to Consolidated Financial Statements
52




ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)March 31, 2021December 31, 2020
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities
Short-term borrowings$$187 
Long-term debt due within one year218 261 
Accounts payable162 177 
Accrued expenses48 46 
Payables to affiliates27 31 
Customer deposits21 23 
Regulatory liabilities41 44 
Other11 
Total current liabilities526 780 
Long-term debt1,500 1,152 
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits629 624 
Non-pension postretirement benefit obligations16 17 
Regulatory liabilities266 274 
Other48 48 
Total deferred credits and other liabilities959 963 
Total liabilities(a)
2,985 2,895 
Commitments and contingencies00
Shareholder's equity
Common stock1,574 1,271 
Retained earnings120 120 
Total shareholder's equity1,694 1,391 
Total liabilities and shareholder's equity$4,679 $4,286 
__________
(a)ACE’s consolidated total assets include $13 million at both March 31, 2021 and December 31, 2020, of ACE's consolidated VIE that can only be used to settle the liabilities of the VIE. ACE’s consolidated total liabilities include $16 million and $21 million at March 31, 2021 and December 31, 2020, respectively, of ACE's consolidated VIE for which the VIE creditors do not have recourse to ACE. See Note 16 — Variable Interest Entities for additional information.
See the Combined Notes to Consolidated Financial Statements
53




ATLANTIC CITY ELECTRIC COMPANY AND SUBSIDIARY COMPANY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY
(Unaudited)
Three Months Ended March 31, 2021
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2020$1,271 $120 $1,391 
Net income— 14 14 
Common stock dividends— (14)(14)
Contributions from parent303 — 303 
Balance, March 31, 2021$1,574 $120 $1,694 

Three Months Ended March 31, 2020
(In millions)Common StockRetained EarningsTotal Shareholder's Equity
Balance, December 31, 2019$1,154 $122 $1,276 
Net income— 13 13 
Common stock dividends— (23)(23)
Contributions from parent— 
Balance, March 31, 2020$1,155 $112 $1,267 

See the Combined Notes to Consolidated Financial Statements
54




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in millions, except per share data, unless otherwise noted)

Note 1 — Significant Accounting Policies

1. Significant Accounting Policies (All Registrants)
Description of Business (All Registrants)
Exelon is a utility services holding company engaged in the generation, delivery and marketing of energy through Generation and the energy distribution and transmission businesses through ComEd, PECO, BGE, Pepco, DPL, and ACE.
Name of Registrant  Business  Service Territories
Exelon Generation
Company, LLC
Generation, physical delivery and marketing of power across multiple geographical regions through its customer-facing business, Constellation, which sells electricity to both wholesale and retail customers. Generation also sells natural gas, renewable energy, and other energy-related products and services.Five reportable segments: Mid-Atlantic, Midwest, New York, ERCOT, and Other Power Regions
Commonwealth Edison CompanyPurchase and regulated retail sale of electricityNorthern Illinois, including the City of Chicago
Transmission and distribution of electricity to retail customers
PECO Energy CompanyPurchase and regulated retail sale of electricity and natural gasSoutheastern Pennsylvania, including the City of Philadelphia (electricity)
Transmission and distribution of electricity and distribution of natural gas to retail customersPennsylvania counties surrounding the City of Philadelphia (natural gas)
Baltimore Gas and Electric CompanyPurchase and regulated retail sale of electricity and natural gasCentral Maryland, including the City of Baltimore (electricity and natural gas)
Transmission and distribution of electricity and distribution of natural gas to retail customers
Pepco Holdings LLCUtility services holding company engaged, through its reportable segments Pepco, DPL, and ACEService Territories of Pepco, DPL, and ACE
Potomac Electric 
Power Company
  Purchase and regulated retail sale of electricity  District of Columbia, and major portions of Montgomery and Prince George’s Counties, Maryland
Transmission and distribution of electricity to retail customers
Delmarva Power &
Light Company
Purchase and regulated retail sale of electricity and natural gasPortions of Delaware and Maryland (electricity)
Transmission and distribution of electricity and distribution of natural gas to retail customersPortions of New Castle County, Delaware (natural gas)
Atlantic City Electric CompanyPurchase and regulated retail sale of electricityPortions of Southern New Jersey
Transmission and distribution of electricity to retail customers
Basis of Presentation (All Registrants)
This is a combined quarterly report of all Registrants. The Notes to the Consolidated Financial Statements apply to the Registrants as indicated parenthetically next to each corresponding disclosure. When appropriate, the Registrants are named specifically for their related activities and disclosures. Each of the Registrant’s Consolidated Financial Statements includes the accounts of its subsidiaries. All intercompany transactions have been eliminated.
Through its business services subsidiary, BSC, Exelon provides its subsidiaries with a variety of support services at cost, including legal, human resources, financial, information technology, and supply management services. PHI also has a business services subsidiary, PHISCO, which provides a variety of support services at cost, including legal, accounting, engineering, customer operations, distribution and transmission planning, asset management, system operations, and power procurement, to PHI operating companies. The costs of BSC and PHISCO are directly charged or allocated to the applicable subsidiaries. The results of Exelon’s corporate operations are presented as “Other” within the consolidated financial statements and include intercompany eliminations unless otherwise disclosed.
The accompanying consolidated financial statements as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 are unaudited but, in the opinion of the management of each Registrant include all adjustments that are considered necessary for a fair statement of the Registrants’ respective financial statements in accordance with GAAP. All adjustments are of a normal, recurring nature, except as otherwise disclosed. The
55




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in millions, except per share data, unless otherwise noted)

Note 1 — Significant Accounting Policies
December 31, 2020 Consolidated Balance Sheets were derived from audited financial statements. Financial results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the fiscal year ending December 31, 2021. These Combined Notes to Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the SEC for Quarterly Reports on Form 10-Q. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations.
2. Mergers, Acquisitions, and Dispositions (Exelon and Generation)
CENG Put Option (Exelon and Generation)
Generation owns a 50.01% membership interest in CENG, a joint venture with EDF, which wholly owns the Calvert Cliffs and Ginna nuclear stations and Nine Mile Point Unit 1, in addition to an 82% undivided ownership interest in Nine Mile Point Unit 2. CENG is 100% consolidated in Exelon's and Generation's financial statements. See Note 16 — Variable Interest Entities for additional information.
On April 1, 2014, Generation and EDF entered into various agreements including a NOSA, an amended LLC Operating Agreement, an Employee Matters Agreement, and a Put Option Agreement, among others. Under the amended LLC Operating Agreement, CENG made a $400 million special distribution to EDF and committed to make preferred distributions to Generation until Generation has received aggregate distributions of $400 million plus a return of 8.50% per annum.
Under the terms of the Put Option Agreement, EDF has the option to sell its 49.99% equity interest in CENG to Generation exercisable beginning on January 1, 2016 and thereafter until June 30, 2022. The Put Option Agreement’s terms also provide that in the event the put closing has not been completed prior to the 18-month anniversary of the exercise date, EDF may withdraw its exercise notice. In the event of a withdrawal, EDF retains the right to exercise the put option until the later of June 30, 2022 and 18 months following the date of withdrawal, but in no event later than January 1, 2024. EDF is not entitled to this withdrawal right in the event it breaches any provision of the Put Option Agreement that results in the failure of the put to close on or before the 18-month anniversary of the exercise date.
The Put Option Agreement provides that the purchase price is to be determined by agreement of the parties, or absent such agreement, by a third-party arbitration process. The third parties determining fair market value of EDF’s 49.99% interest are to take into consideration all rights and obligations under the LLC Operating Agreement and Employee Matters Agreement including but not limited to Generation’s rights with respect to any unpaid aggregate preferred distributions and the related return. As of March 31, 2021, the total unpaid aggregate preferred distributions and related return owed to Generation is $632 million. 
On November 20, 2019, Generation received notice of EDF’s intention to exercise the put option to sell its interest in CENG to Generation, and the put automatically exercised on January 19, 2020 at the end of the sixty-day advance notice period. At this time, Generation cannot reasonably predict the ultimate purchase price that will be paid to EDF for its interest in CENG. The transaction required approval by the FERC and the NYPSC, which approvals were received on July 30, 2020 and April 15, 2021, respectively. The sale process is currently expected to close in the second half of 2021.
Agreement for Sale of Generation’s Solar Business (Exelon and Generation)
On December 8, 2020, Generation entered into an agreement with an affiliate of Brookfield Renewable, for the sale of a significant portion of Generation’s solar business, including 360 MW of generation in operation or under construction across more than 600 sites across the United States. Generation will retain certain solar assets not included in this agreement, primarily Antelope Valley.
Completion of the transaction contemplated by the sale agreement was subject to the satisfaction of several closing conditions which were satisfied in the first quarter of 2021. The sale was completed on March 31, 2021 for a purchase price of $810 million. Generation received cash proceeds of $675 million, net of $125 million long-term debt assumed by the buyer and certain working capital and other post-closing adjustments. Exelon and
56




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 2 — Mergers, Acquisitions, and Dispositions
Generation recognized a pre-tax gain of $68 million which is included in Gain on sales of assets and businesses in Exelon’s and Generation’s Consolidated Statements of Operations and Comprehensive Income.
See Note 17 — Debt and Credit Agreements of the Exelon 2020 Form 10-K for additional information on the SolGen nonrecourse debt included as part of the transaction.
Agreement for the Sale of a Generation Biomass Facility (Exelon and Generation)
On April 28, 2021, Generation and ReGenerate Energy Holdings, LLC (“ReGenerate”) entered into a purchase agreement, under which ReGenerate agreed to purchase Generation’s interest in the Albany Green Energy biomass facility. Completion of the transaction is expected in the second half of 2021 and is subject to various customary closing conditions.
As a result, in the second quarter of 2021, Exelon and Generation will reclassify these assets and liabilities as held for sale and expect to record an impairment loss in a range of $135 million to $150 million on a pre-tax basis, which will be recorded within Operating and maintenance expense in Exelon’s and Generation’s Consolidated Statements of Operations and Comprehensive Income.
3. Regulatory Matters (All Registrants)
As discussed in Note 3 — Regulatory Matters of the Exelon 2020 Form 10-K, the Registrants are involved in rate and regulatory proceedings at the FERC and their state commissions. The following discusses developments in 2021 and updates to the 2020 Form 10-K.
Utility Regulatory Matters (Exelon, PHI, and the Utility Registrants)
Distribution Base Rate Case Proceedings
The following tables show the completed and pending distribution base rate case proceedings in 2021.
Completed Distribution Base Rate Case Proceedings
Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement (Decrease) IncreaseApproved Revenue Requirement (Decrease) IncreaseApproved ROEApproval DateRate Effective Date
ComEd - Illinois(a)
April 16, 2020Electric$(11)$(14)8.38 %December 9, 2020January 1, 2021
BGE - Maryland(b)
May 15, 2020 (amended September 11, 2020)Electric137 81 9.50 %December 16, 2020January 1, 2021
Natural Gas91 21 9.65 %
__________
(a)ComEd's 2021 approved revenue requirement reflects an increase of $50 million for the initial year revenue requirement for 2021 and a decrease of $64 million related to the annual reconciliation for 2019. The revenue requirement for 2021 and the revenue requirement for 2019 provide for a weighted average debt and equity return on distribution rate base of 6.28%, inclusive of an allowed ROE of 8.38%, reflecting the monthly average yields for 30-year treasury bonds plus 580 basis points.
(b)Reflects a three-year cumulative multi-year plan for 2021 through 2023. The MDPSC awarded BGE electric revenue requirement increases of $59 million, $39 million, and $42 million in 2021, 2022, and 2023, respectively, and natural gas revenue requirement increases of $53 million, $11 million, and $10 million in 2021, 2022, and 2023, respectively. However, the MDPSC utilized certain tax benefits to fully offset the increases in 2021 so that customer rates will remain unchanged from 2020 to 2021. The MDPSC has deferred a decision on whether to use certain tax benefits to offset the revenue requirement increases in 2022 and 2023 and BGE cannot predict the outcome.
57




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters
Pending Distribution Base Rate Case Proceedings
Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement IncreaseRequested ROEExpected Approval Timing
ComEd - Illinois(a)
April 16, 2021Electric$51 7.36 %Fourth quarter of 2021
PECO - PennsylvaniaMarch 30, 2021Electric246 10.95 %Fourth quarter of 2021
PECO - PennsylvaniaSeptember 30, 2020Natural Gas69 10.95 %Second quarter of 2021
Pepco - District of Columbia(b)
May 30, 2019 (amended June 1, 2020)Electric136 9.7 %Second quarter of 2021
Pepco - Maryland(c)
October 26, 2020 (amended March 31, 2021)Electric104 10.2 %Second quarter of 2021
DPL - Delaware(d)
March 6, 2020 (amended February 2, 2021)Electric23 10.3 %Third quarter of 2021
ACE - New Jersey(e)
December 9, 2020 (amended February 26, 2021)Electric67 10.3 %Fourth quarter of 2021
__________
(a)ComEd's 2022 requested revenue requirement reflects an increase of $40 million for the initial year revenue requirement for 2022 and an increase of $11 million related to the annual reconciliation for 2020. The revenue requirement for 2022 provides for a weighted average debt and equity return on distribution rate base of 5.72%, inclusive of an allowed ROE of 7.36%, reflecting the average monthly yields for 30-year treasury bonds plus 580 basis points. The reconciliation revenue requirement for 2020 provides for a weighted average debt and equity return on distribution rate base of 5.69%, inclusive of an allowed ROE of 7.29%, reflecting the average monthly yields for 30-year treasury bonds plus 580 basis points less a performance metrics penalty of 7 basis points.
(b)Pepco filed the multi-year plan enhanced proposal as an alternative to address the impacts of COVID-19. Reflects a three-year cumulative multi-year plan for 2020 through 2022 and requested revenue requirement increases of $73 million in 2022 and $63 million in 2023, to recover capital investments made during 2018 through 2020 and planned capital investments through the end of 2022.
(c)Reflects a three-year cumulative multi-year plan for April 1, 2021 through March 31, 2024 and total requested revenue requirement increases of $52 million effective April 1, 2023 and $52 million effective April 1, 2024 to recover capital investments made in 2019 and 2020 and planned capital investments through March 31, 2024.
(d)The rates went into effect on October 6, 2020, subject to refund.
(e)Requested increases are before New Jersey sales and use tax. ACE intends to put rates into effect on September 8, 2021 subject to refund.
Transmission Formula Rates
For 2021, the following total increases were included in ComEd’s electric transmission formula rate update. PECO, BGE, Pepco, DPL, and ACE intend to file by the required deadline for the annual update.
Registrant(a)
Initial Revenue Requirement IncreaseAnnual Reconciliation IncreaseTotal Revenue Requirement Increase
Allowed Return on Rate Base(b)
Allowed ROE(c)
ComEd$33 $12 $45 8.20 %11.50 %
(a)Rates are effective June 30, 2021 - May 31, 2022, subject to review by interested parties pursuant to review protocols of ComEd's tariff.
(b)Represents the weighted average debt and equity return on transmission rate bases.
(c)As part of the FERC-approved settlements of ComEd’s 2007 rate case, the rate of return on common equity is 11.50%, inclusive of a 50-basis-point incentive adder for being a member of a RTO, and the common equity component of the ratio used to calculate the weighted average debt and equity return for the transmission formula rate is currently capped at 55%.
58




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters
Regulatory Assets and Liabilities
The Utility Registrants' regulatory assets and liabilities have not changed materially since December 31, 2020, unless noted below. See Note 3 — Regulatory Matters of the Exelon 2020 Form 10-K for additional information on the specific regulatory assets and liabilities.
ComEd. Regulatory assets increased $106 million primarily due to an increase of $55 million in the Electric Distribution Formula Rate Annual Reconciliations regulatory asset, and $38 million in the Energy Efficiency Costs regulatory asset.
PECO. Regulatory assets increased $56 million primarily due to an increase of $48 million in the Deferred Income Taxes regulatory asset and $9 million in the Vacation Accrual regulatory asset.
BGE. Regulatory liabilities decreased $82 million primarily due to a decrease of $93 million in the Deferred Income Taxes regulatory liability, partially offset by an increase of $9 million in the Electric Energy and Natural Gas Costs regulatory liability.
Capitalized Ratemaking Amounts Not Recognized
The following table presents authorized amounts capitalized for ratemaking purposes related to earnings on shareholders’ investment that are not recognized for financial reporting purposes in Exelon's and the Utility Registrant's Consolidated Balance Sheets. These amounts will be recognized as revenues in the related Consolidated Statements of Operations and Comprehensive Income in the periods they are billable to the Utility Registrants' customers.
Exelon
ComEd(a)
PECO
BGE(b)
PHI
Pepco(c)
DPL(c)
ACE
March 31, 2021$49 $$$43 $$$$
December 31, 202051 (1)45 
_________
(a)Reflects ComEd's unrecognized equity returns/(losses) earned/(incurred) for ratemaking purposes on its electric distribution formula rate regulatory assets.
(b)BGE's authorized amounts capitalized for ratemaking purposes primarily relate to earnings on shareholders' investment on its AMI programs.
(c)Pepco's and DPL's authorized amounts capitalized for ratemaking purposes relate to earnings on shareholders' investment on their respective AMI Programs and Energy Efficiency and Demand Response Programs. The earnings on energy efficiency are on Pepco DC and DPL DE programs only.
Generation Regulatory Matters (Exelon and Generation)
Impacts of the February 2021 Extreme Cold Weather Event and Texas-based Generating Assets Outages
Beginning on February 15, 2021, Generation’s Texas-based generating assets within the ERCOT market, specifically Colorado Bend II, Wolf Hollow II, and Handley, experienced outages as a result of extreme cold weather conditions. In addition, those weather conditions drove increased demand for service, dramatically increased wholesale power prices, and also increased gas prices in certain regions. In response to the high demand and significantly reduced total generation on the system, the PUCT directed ERCOT to use an administrative price cap of $9,000 per MWh during firm load shedding events.
The estimated impact to Exelon’s and Generation’s Net income for the first quarter of 2021 arising from these market and weather conditions was a reduction of approximately $880 million. The ultimate impact to Exelon’s and Generation’s consolidated financial statements for the full year 2021 may be affected by a number of factors, including final settlement data, the impacts of customer and counterparty credit losses, any state or federal solutions to address the financial challenges caused by the event, and related litigation and contract disputes.
During February and March 2021, various parties with differing interests, including generators and retail providers, filed requests with the PUCT to void the PUCT’s orders setting prices at $9,000 per MWh during firm load shedding events. Other requests were made for the PUCT to enforce its order and reduce prices for 32 hours between February 18 and February 19 after firm load shedding ceased and to cap ancillary services at $9,000 per MWh. Appeals of certain of the PUCT’s orders also have been filed in state court. On April 19, 2021, Generation filed a declaratory action and appeal in state court challenging the PUCT’s orders setting prices at
59




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters
$9,000 per MWh. Exelon and Generation cannot predict the outcome of these proceedings or the financial statement impact.
Due to these events, a number of ERCOT market participants experienced bankruptcies, resulting in approximately a $2.9 billion payment shortfall in collections, which is allocated to the remaining ERCOT market participants. Generation recorded its portion of this obligation of approximately $28 million on a discounted basis in the first quarter of 2021, which is to be paid over a term of 96 years. Current ERCOT rules limit recovery of default from market participants to $2.5 million per month market-wide. In February 2021, the PUCT gave ERCOT discretion to disregard its current rules, but ERCOT has declined to exercise that discretion thus far. Generation's request for rehearing of this PUCT order was denied on April 17, 2021 and an appeal is pending in state court. Additionally, several pending legislative proposals were introduced in the Texas legislature during February and March 2021 concerning the amount, timing and allocation of recovery of the $2.9 billion shortfall. Exelon and Generation are monitoring the proposed legislation and cannot predict the outcome or the financial statement impact.
In addition, several other legislative proposals have been introduced in the Texas legislature during February and March 2021 addressing cold-weather preparation for power plants and natural gas production and transportation infrastructure. The proposed legislation provides the PUCT and the Railroad Commission of Texas with the option of imposing fines if the new proposed standards are not met. Exelon and Generation are monitoring the proposed legislation and cannot predict the outcome. However, such proposed legislation could have a material adverse impact in Exelon’s and Generation’s consolidated financial statements.
In February 2021, more than 70 local distribution companies (LDCs) in multiple states throughout the mid-continent region, where Generation serves natural gas transportation customers, issued operational flow orders (OFOs), curtailments or other limitations on natural gas use to preserve adequate pressure on the system. When in effect, gas use above these limitations is severely penalized according to the LDCs’ tariff. Gas supply in many states became restricted due to wells freezing and pipeline compression disruption, while demand was increasing due to the extreme cold temperatures, resulting in extremely high natural gas prices. Due to the extraordinary circumstances, many LDCs and natural gas pipelines are either voluntarily waiving or seeking regulatory approvals to waive the penalties associated with these restrictions. During March 2021, three natural gas pipelines filed individual petitions with the FERC requesting approval to waive these penalties. Generation also filed motions in March 2021 to intervene with the FERC in support of these requests from the pipelines. On March 25, 2021, the FERC issued an order on one of the petitions approving the request to waive the penalties for February 15, 2021. On April 23, 2021, Generation and several other entities filed a request for rehearing and a complaint to expand the order to include additional days of the weather events in February, from February 15 through February 19, 2021. On April 9, 2021 and April 19, 2021, the FERC issued orders on the remaining petitions approving the requests to waive the penalties. Exelon and Generation cannot predict the outcome of the FERC proceeding or the determinations made by the LDCs.
New Jersey Regulatory Matters
New Jersey Clean Energy Legislation. On May 23, 2018, New Jersey enacted legislation that established a ZEC program that provides compensation for nuclear plants that demonstrate to the NJBPU that they meet certain requirements, including that they make a significant contribution to air quality in the state and that their revenues are insufficient to cover their costs and risks. Under the legislation, the NJBPU will issue ZECs to qualifying nuclear power plants and the electric distribution utilities in New Jersey, including ACE, will be required to purchase those ZECs. On April 18, 2019, the NJBPU approved the award of ZECs to Salem 1 and Salem 2. Upon approval, Generation began recognizing revenue for the sale of New Jersey ZECs in the month they are generated. On March 19, 2021, a three-judge panel of the Superior Court of New Jersey Appellate Division unanimously affirmed the NJBPU’s April 2019 order awarding ZECs for the first eligibility period. On April 8, 2021, New Jersey Rate Counsel filed a notice of appeal of the Superior Court’s order to the New Jersey Supreme Court. Exelon and Generation cannot predict the outcome of the appeal. On October 1, 2020, PSEG and Generation filed applications seeking ZECs for the second eligibility period (June 2022 through May 2025). On April 27, 2021, the NJBPU approved the award of ZECs to Salem 1 and Salem 2 for the second eligibility period. See Note 7 — Early Plant Retirements for additional information related to Salem.
New England Regulatory Matters
60




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters
Mystic Units 8 & 9 and Everett Marine Terminal Cost of Service Agreement (Exelon and Generation). On March 29, 2018, Generation notified grid operator ISO-NE of its plans to early retire Mystic Units 8 and 9 absent regulatory reforms on June 1, 2022. On May 16, 2018, Generation made a filing with FERC to establish cost-of-service compensation and terms and conditions of service for Mystic Units 8 & 9 for the period between June 1, 2022 - May 31, 2024. On December 20, 2018, FERC issued an order accepting the cost of service compensation, reflecting a number of adjustments to the annual fixed revenue requirement and allowing for recovery of a substantial portion of the costs associated with the adjacent Everett Marine Terminal acquired by Generation in October 2018. Those adjustments were reflected in a compliance filing made on March 1, 2019. In the December 20, 2018 order, FERC also directed a paper hearing on ROE using a new methodology. On January 22, 2019, Exelon and several other parties filed requests for rehearing of certain findings in the order.
On July 17, 2020, FERC issued three orders, which together affirmed the recovery of key elements of Mystic's cost of service compensation, including recovery of costs associated with the operation of the Everett Marine Terminal. FERC directed a downward adjustment to the rate base for Mystic Units 8 and 9, the effect of which will be partially offset by elimination of a crediting mechanism for third party gas sales during the term of the cost of service agreement. In addition, several parties filed protests to a compliance filing by Generation on September 15, 2020, taking issue with how gross plant in-service was calculated, and Generation filed an answer to the protests on October 21, 2020. On December 21, 2020, FERC issued an order on rehearing of the three July 17, 2020 orders, clarifying several cost of service provisions. Several parties appealed the December 21, 2020 order to the U.S. Court of Appeals for the D.C. Circuit and that appeal was consolidated with appeals of orders issued December 20, 2018 and July 17, 2020 in the Mystic proceeding. The briefing schedule for the consolidated appeal has not yet been set.
On February 25, 2021, Mystic made its filing to comply with the December 21, 2020 order. On April 26, 2021, FERC rejected Mystic’s language and directed another compliance filing relating to the claw back provision language, which only applies if Mystic 8 and 9 were to continue operation after the conclusion of the cost-of-service period. FERC’s April 26, 2021 order also accepted in part and rejected in part Mystic’s September 15, 2020 compliance filing. It directed a further compliance filing in 60 days consistent with the information provided in Mystic’s October 21, 2020 answer to protests.
On August 25, 2020, a group of New England generators filed a complaint against Generation seeking to extend the scope of the claw back provision in the cost-of-service agreement, whereby Generation would refund certain amounts recovered during the term of the cost of service if it returns to market afterwards. On April 15, 2021 FERC dismissed the complaint.
On February 16, 2021, Generation filed an unopposed motion to voluntarily dismiss an appeal filed with the U.S. Court of Appeals for the D.C. Circuit stemming from a June 2020 complaint filed with the FERC against ISO-NE over failures to follow its tariff in evaluating Mystic for transmission security for the 2024 to 2025 Capacity Commitment Period, which was granted on February 18, 2021.
See Note 7 — Early Plant Retirements for additional information on the impacts of Generation’s August 2020 decision to retire Mystic Units 8 & 9 upon expiration of the cost of service agreement.
Federal Regulatory Matters
Operating License Renewals
Conowingo Hydroelectric Project. On August 29, 2012, Generation submitted a hydroelectric license application to FERC for a new license for the Conowingo Hydroelectric Project (Conowingo). In connection with Generation’s efforts to obtain a water quality certification pursuant to Section 401 of the Clean Water Act (401 Certification) from MDE for Conowingo, Generation had been working with MDE and other stakeholders to resolve water quality licensing issues, including: (1) water quality, (2) fish habitat, and (3) sediment.
On April 27, 2018, MDE issued its 401 Certification for Conowingo. On October 29, 2019, Generation and MDE filed with FERC a Joint Offer of Settlement (Offer of Settlement) that would resolve all outstanding issues relating to the 401 Certification. Pursuant to the Offer of Settlement, the parties submitted Proposed License Articles to FERC to be incorporated by FERC into the new license in accordance with FERC’s discretionary authority under the Federal Power Act.
61




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 3 — Regulatory Matters
On March 19, 2021, FERC issued a new 50-year license for Conowingo, effective March 1, 2021. FERC adopted the Proposed License Articles into the new license only making modifications it deemed necessary to allow FERC to enforce the Proposed License Articles. Consistent with the Offer of Settlement, FERC found that MDE waived its 401 Certification.

4. Revenue from Contracts with Customers (All Registrants)
The Registrants recognize revenue from contracts with customers to depict the transfer of goods or services to customers at an amount that the entities expect to be entitled to in exchange for those goods or services. Generation’s primary sources of revenue include competitive sales of power, natural gas, and other energy-related products and services. The Utility Registrants’ primary sources of revenue include regulated electric and gas tariff sales, distribution, and transmission services.
See Note 4 — Revenue from Contracts with Customers of the Exelon 2020 Form 10-K for additional information regarding the primary sources of revenue for the Registrants.
Contract Balances (All Registrants)
Contract Assets
Generation records contract assets for the revenue recognized on the construction and installation of energy efficiency assets and new power generating facilities before Generation has an unconditional right to bill for and receive the consideration from the customer. These contract assets are subsequently reclassified to receivables when the right to payment becomes unconditional. Generation records contract assets and contract receivables within Other current assets and Customer accounts receivable, net, respectively, within Exelon’s and Generation’s Consolidated Balance Sheets.
The following table provides a rollforward of the contract assets reflected in Exelon's and Generation's Consolidated Balance Sheets for the three months ended March 31, 2021 and 2020. The Utility Registrants do not have any contract assets.
ExelonGeneration
Balance as of December 31, 2020$144 $144 
Amounts reclassified to receivables(16)(16)
Revenues recognized13 13 
Amounts previously held-for-sale12 12 
Balance as of March 31, 2021$153 $153 
ExelonGeneration
Balance as of December 31, 2019$174 $174 
Amounts reclassified to receivables(19)(19)
Revenues recognized17 17 
Balance as of March 31, 2020$172 $172 
Contract Liabilities
The Registrants record contract liabilities when consideration is received or due prior to the satisfaction of the performance obligations. The Registrants record contract liabilities within Other current liabilities and Other noncurrent liabilities within the Registrants' Consolidated Balance Sheets.
For Generation, these contract liabilities primarily relate to upfront consideration received or due for equipment service plans, and the Illinois ZEC program that introduces a cap on the total consideration to be received by Generation.
62




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 4 — Revenue from Contracts with Customers
For PHI, Pepco, DPL, and ACE these contract liabilities primarily relate to upfront consideration received in the third quarter of 2020 for a collaborative arrangement with an unrelated owner and manager of communication infrastructure. The revenue attributable to this arrangement will be recognized as operating revenue over the 35 years under the collaborative arrangement.
The following table provides a rollforward of the contract liabilities reflected in Exelon's, Generation's, PHI's, Pepco's, DPL's, and ACE's Consolidated Balance Sheets for the three months ended March 31, 2021 and 2020. As of March 31, 2021 and December 31, 2020, ComEd's, PECO's, and BGE's contract liabilities were immaterial.
ExelonGenerationPHIPepcoDPLACE
Balance as of December 31, 2020$151 $84 $118 $94 $12 $12 
Consideration received or due20 31 
Revenues recognized(27)(64)(2)(2)
Amounts previously held-for-sale
Balance as of March 31, 2021$147 $54 $116 $92 $12 $12 
ExelonGenerationPHIPepcoDPLACE
Balance as of December 31, 2019$33 $71 $$$$
Consideration received or due20 55 
Revenues recognized(24)(70)
Balance as of March 31, 2020$29 $56 $$$$
The following table reflects revenues recognized in the three months ended March 31, 2021 and 2020, which were included in contract liabilities at December 31, 2020 and 2019, respectively:
Three Months Ended March 31,
20212020
Exelon$17 $
Generation39 19 
PHI
Pepco
Transaction Price Allocated to Remaining Performance Obligations (All Registrants)
The following table shows the amounts of future revenues expected to be recorded in each year for performance obligations that are unsatisfied or partially unsatisfied as of March 31, 2021. This disclosure only includes contracts for which the total consideration is fixed and determinable at contract inception. The average contract term varies by customer type and commodity but ranges from one month to several years.
This disclosure excludes Generation's power and gas sales contracts as they contain variable volumes and/or variable pricing. This disclosure also excludes the Utility Registrants' gas and electric tariff sales contracts and transmission revenue contracts as they generally have an original expected duration of one year or less and, therefore, do not contain any future, unsatisfied performance obligations to be included in this disclosure.
20212022202320242025 and thereafterTotal
Exelon$233 $100 $56 $41 $330 $760 
Generation286 131 56 35 243 751 
PHI87 116 
Pepco70 92 
DPL12 
ACE12 
63




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 4 — Revenue from Contracts with Customers
Revenue Disaggregation (All Registrants)
The Registrants disaggregate revenue recognized from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. See Note 5 — Segment Information for the presentation of the Registrant's revenue disaggregation.

5. Segment Information (All Registrants)
Operating segments for each of the Registrants are determined based on information used by the CODM in deciding how to evaluate performance and allocate resources at each of the Registrants.
Exelon has 11 reportable segments, which include Generation's 5 reportable segments consisting of the Mid-Atlantic, Midwest, New York, ERCOT, and all other power regions referred to collectively as “Other Power Regions” and ComEd, PECO, BGE, and PHI's 3 reportable segments consisting of Pepco, DPL, and ACE. ComEd, PECO, BGE, Pepco, DPL, and ACE each represent a single reportable segment, and as such, no separate segment information is provided for these Registrants. Exelon, ComEd, PECO, BGE, Pepco, DPL, and ACE's CODMs evaluate the performance of and allocate resources to ComEd, PECO, BGE, Pepco, DPL, and ACE based on net income.
The basis for Generation's reportable segments is the integrated management of its electricity business that is located in different geographic regions, and largely representative of the footprints of ISO/RTO and/or NERC regions, which utilize multiple supply sources to provide electricity through various distribution channels (wholesale and retail). Generation's hedging strategies and risk metrics are also aligned to these same geographic regions. Descriptions of each of Generation’s 5 reportable segments are as follows:
Mid-Atlantic represents operations in the eastern half of PJM, which includes New Jersey, Maryland, Virginia, West Virginia, Delaware, the District of Columbia, and parts of Pennsylvania and North Carolina.
Midwest represents operations in the western half of PJM and the United States footprint of MISO, excluding MISO’s Southern Region.
New York represents operations within NYISO.
ERCOT represents operations within Electric Reliability Council of Texas.
Other Power Regions:
New England represents the operations within ISO-NE.
South represents operations in the FRCC, MISO’s Southern Region, and the remaining portions of the SERC not included within MISO or PJM.
West represents operations in the WECC, which includes California ISO.
Canada represents operations across the entire country of Canada and includes AESO, OIESO, and the Canadian portion of MISO.
The CODMs for Exelon and Generation evaluate the performance of Generation’s electric business activities and allocate resources based on RNF. Generation believes that RNF is a useful measurement of operational performance. RNF is not a presentation defined under GAAP and may not be comparable to other companies’ presentations or deemed more useful than the GAAP information provided elsewhere in this report. Generation’s operating revenues include all sales to third parties and affiliated sales to the Utility Registrants. Purchased power costs include all costs associated with the procurement and supply of electricity including capacity, energy, and ancillary services. Fuel expense includes the fuel costs for Generation’s owned generation and fuel costs associated with tolling agreements. The results of Generation's other business activities are not regularly reviewed by the CODM and are therefore not classified as operating segments or included in the regional reportable segment amounts. These activities include natural gas, as well as other miscellaneous business activities that are not significant to Generation's overall operating revenues or results of operations. Further,
64




COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Dollars in millions, except per share data, unless otherwise noted)

Note 5 — Segment Information
Generation’s unrealized mark-to-market gains and losses on economic hedging activities and its amortization of certain intangible assets and liabilities relating to commodity contracts recorded at fair value from mergers and acquisitions are also excluded from the regional reportable segment amounts. Exelon and Generation do not use a measure of total assets in making decisions regarding allocating resources to or assessing the performance of these reportable segments.
An analysis and reconciliation of the Registrants’ reportable segment information to the respective information in the consolidated financial statements for the three months ended March 31, 2021 and 2020 is as follows:
Three Months Ended March 31, 2021 and 2020
GenerationComEdPECOBGEPHI
Other(a)
Intersegment
Eliminations
Exelon
Operating revenues(b):
2021
Competitive businesses electric revenues$4,187 $$$$$$(293)$3,894 
Competitive businesses natural gas revenues1,326 01,326 
Competitive businesses other revenues46 (1)45 
Rate-regulated electric revenues1,535 661 632