ConEdison : Report of unscheduled material events or corporate event

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 1, 2019

Consolidated Edison, Inc.

(Exact name of registrant as specified in its charter)

New York	13-3965100
(State or Other Jurisdiction	(IRS Employer
of Incorporation)	Identification No.)
4 Irving Place,	10003
(Zip Code)

(Address of principal executive offices)

1-14514

(C o mmi ssi o n File Number)

New York,New York

Registrant's telephone number, including area code: [phone]

Consolidated Edison Company of New York, Inc.

(Exact name of registrant as specified in its charter)

New York

(State or Other Jurisdiction of Incorporation)

4 Irving Place,New York,

(Address of principal executive offices)

1-1217

(C o mmi ssi o n File Number)

New York

Registrant's telephone number, including area code: [phone]

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class Consolidated Edison, Inc.,

Common Shares ($.10 par value)

Trading Symbol

13-5009340

(IRS Employer Identification No.)

10003

(Zip Code)

Name of each exchange on which registered

ED

New York Stock ExchangeCheck the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐ ☐ ☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging 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. ☐

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Item 2.02

Results of Operations and Financial Condition.

On August 1, 2019, Consolidated Edison, Inc. is issuing a press release and an earnings release presentation regarding, among other things, its results of operations for the three and six months ended June 30, 2019. The press release and the earnings release presentation are "furnished" as exhibits to this report pursuant to Item 2.02 of Form 8-K.

Item 9.01	Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1	Press release, dated August 1, 2019, furnished pursuant to Item 2.02 of Form 8-K.
Exhibit 99.2	Earnings release presentation, dated August 1, 2019, furnished pursuant to Item 2.02 of Form 8-K.
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 1, 2019

CONSOLIDATED EDISON, INC.

CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.

By

/s/ Robert Muccilo

Robert Muccilo

Vice President and Controller

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Exhibit 99.1

Media Relations

212 460 4111 (24 hours)Consolidated Edison, Inc. 4 Irving Place

New York, NY 10003www.conEdison.com

FOR IMMEDIATE RELEASE August 1, 2019

Contact: Robert McGee 212-460-4111

CON EDISON REPORTS 2019 SECOND QUARTER EARNINGS

NEW YORK - Consolidated Edison, Inc. (Con Edison) (NYSE: ED) today reported 2019 second quarter net income for common stock of $152 million or $0.46 a share compared with $188 million or $0.60 a share in the 2018 second quarter. Adjusted earnings were $189 million or $0.58 a share in the 2019 period compared with $189 million or $0.61 a share in the 2018 period. Adjusted earnings in the 2019 period exclude the effects of hypothetical liquidation at book value (HLBV) accounting for tax equity investments in certain renewable electric production projects of Con Edison Clean Energy Businesses, Inc. (the Clean Energy Businesses). Adjusted earnings also exclude the Clean Energy Businesses' net mark-to-market effects.

For the first six months of 2019, net income for common stock was $576 million or $1.77 a share compared with $616 million or $1.98 a share in the first six months of 2018. Adjusted earnings were $637 million or $1.96 a share in the 2019 period compared with $617 million or $1.99 a share in the 2018 period. Adjusted earnings in the 2019 period exclude the effects of HLBV accounting for tax equity investments in certain renewable electric production projects of the Clean Energy Businesses. Adjusted earnings also exclude the Clean Energy Businesses' net mark-to-market effects.

"Our commitment to serving our customers remains paramount, and we regret the distress experienced by those impacted by recent power outages," said John McAvoy, chairman and CEO of Con Edison. "I also commend our women and men who worked so diligently under adverse circumstances to restore service, and thank all emergency personnel who responded so effectively. As we strive to do better, we also look to the future. We will support New York State's clean energy goals by integrating renewables with energy efficiency programs and energy storage technologies."

For the year of 2019, the company reaffirmed its previous forecast of adjusted earnings in the range of $4.25 to $4.45 a share. Adjusted earnings per share exclude the effects of HLBV accounting for tax equity investments in certain of the Clean Energy Businesses' renewable electric production projects (approximately $(0.20) a share). Adjusted earnings per share also exclude the Clean Energy Businesses' net mark-to-market effects, the amount of which will not be determinable until year end.

See Attachment A to this press release for a reconciliation of Con Edison's reported earnings per share to adjusted earnings per share and reported net income for common stock to adjusted earnings for the three and six months ended June 30, 2019 and 2018. See Attachments B and C for the estimated effect of major factors resulting in variations in earnings per share and net income for common stock for the three and six months ended June 30, 2019 compared to the 2018 period.

The company's Second Quarter Form 10-Q is being filed with the Securities and Exchange Commission. A second quarter 2019 earnings release presentation will be available atwww.conedison.com. (Select "For Investors" and then select "Press Releases.")

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