Exelon Corporation filed an 8-K report on February 19, 2025, announcing the completion of a $1 billion public offering of 6.500% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055. The company received approximately $990 million in proceeds after underwriting discounts but before deducting estimated offering expenses of $2.2 million.
The notes have a fixed 6.500% interest rate until March 15, 2035, after which the rate will reset every five years based on the Five-Year U.S. Treasury Rate plus 1.975%. Interest payments will be made semi-annually on March 15 and September 15. Exelon has the option to defer interest payments for up to 20 consecutive semi-annual periods, provided the deferral does not extend beyond the final maturity date.
The notes may be redeemed at the company’s option between December 15, 2034, and March 15, 2035, or on any interest payment date after March 15, 2035, at 100% of the principal amount plus accrued interest. The offering was conducted through an underwriting agreement with Barclays Capital, Citigroup Global Markets, Goldman Sachs, J.P. Morgan Securities, and Morgan Stanley.
The filing also includes various exhibits such as the underwriting agreement, indentures, legal opinions from Ballard Spahr LLP and McGuireWoods LLP, and interactive financial data files. Exelon outlines several forward-looking risks, including regulatory changes, cybersecurity threats, economic downturns, and extreme weather events.