ComEd 2006 Annual Report Download - page 210

Exelon Corporation and Subsidiary Companies
Exelon Generation Company, LLC and Subsidiary Companies
Commonwealth Edison Company and Subsidiary Companies
PECO Energy Company and Subsidiary Companies
Combined Notes to Consolidated Financial Statements—(Continued)
(Dollars in millions, except per share data unless otherwise noted)
Disposition of Enterprises Entities (Exelon)
Exelon Thermal Holdings, Inc. On June 30, 2004, Enterprises sold the Chicago businesses of
Exelon Thermal Holdings, Inc. (Thermal) for net cash proceeds of $134 million and proceeds of $2
million from a working capital settlement, resulting in a pre-tax gain of $45 million. Prior to closing,
Enterprises repaid $37 million of related debt, resulting in prepayment penalties of $9 million.
On September 29, 2004, Enterprises sold ETT Nevada, Inc., the holding company for its
investment in Northwind Aladdin, LLC, for a net cash outflow of $1 million, resulting in a pre-tax loss of
$3 million.
On October 28, 2004, Northwind Windsor, of which Enterprises owned a 50% interest, sold
substantially all of its assets, providing Enterprises with cash proceeds of $8 million, resulting in a
pre-tax gain of $2 million.
Exelon Services, Inc. During 2004, Enterprises disposed of or wound down all of the operating
businesses of Exelon Services, Inc. (Exelon Services), including Exelon Solutions, the mechanical
services businesses and the Integrated Technology Group. Total expected proceeds and the net
pre-tax gain on sale recorded during 2004 related to these dispositions were $60 million and $8 million,
respectively. A pre-tax impairment charge of $5 million related to Exelon Services’ tangible assets was
recorded in 2004. As of December 31, 2006 and 2005, Exelon Services had remaining assets of $52
million and $51 million, respectively, and liabilities of $5 million and $5 million, respectively, which
primarily consisted of tax assets, affiliate receivables and payables, and sales proceeds to be
collected.
PECO TelCove. On June 30, 2004, Enterprises sold its investment in PECO TelCove, a
communications joint venture, along with certain telecommunications assets, for proceeds of $49
million. A pre-tax gain of $9 million was recorded in other income and deductions on Exelon’s
Consolidated Statements of Operations.
InfraSource. On September 24, 2003, Enterprises sold the electric construction and services,
underground and telecom businesses of InfraSource. Cash proceeds to Enterprises from the sale were
approximately $175 million, net of transaction costs and cash transferred to the buyer upon sale, plus a
$30 million subordinated note receivable maturing in 2011. At the time of closing, the present value of
the note receivable was approximately $12 million. The note was collected in full during the second
quarter of 2004, resulting in pre-tax income of $18 million. In connection with the transaction,
Enterprises entered into an agreement that would have resulted in certain payments to InfraSource if
the amount of services Exelon purchases from InfraSource during the period from closing through
2006 were below specified thresholds. All specified thresholds were met or exceeded. Due to Exelon’s
involvement with InfraSource through this agreement and in accordance with SFAS No. 144 and EITF
03-13, “Applying the Conditions in Paragraph 42 of FASB Statement No. 144 in Determining Whether
to Report a Discontinued Operation,” the results of InfraSource have not been classified as a
discontinued operation within Exelon’s Consolidated Statements of Operations.
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