Item 1.01. Entry into a Material Definitive Agreement.

As previously disclosed on November 20, 2019, Exelon Generation Company, LLC ("Generation") received notice that, pursuant to an April 1, 2014 Put Option Agreement, EDF Inc. ("EDF") intended to exercise its put option to sell to Generation its 49.99% equity interest in Constellation Energy Nuclear Group, LLC ("CENG"), a joint venture between Generation and EDF for the ownership and operation of nuclear plants located on three sites, Calvert Cliffs (Maryland), R.E. Ginna (New York) and Nine Mile Point (New York). Following the required sixty-day notice period, the put option was automatically exercised on January 19, 2020.

On August 6, 2021, Generation and EDF entered into a Settlement Agreement (the "Agreement") pursuant to which Generation, through a wholly owned subsidiary, purchased EDF's equity interest in CENG for a net purchase price of $885 million, which includes, among other things, a credit for EDF's share of the balance of a preferred distribution payable by CENG to Generation. The difference between the net purchase price and EDF's Noncontrolling Interest as of the closing date will be recorded on Generation's and Exelon Corporation's ("Exelon's") Consolidated Balance Sheets. In addition, pursuant to the Agreement, EDF agreed to withdraw from all regulatory proceedings involving Exelon's proposed separation of Generation from its six regulated electric and gas utilities.

In connection with the Agreement, on August 6, 2021, Generation entered into a $880,000,000 364-day Term Loan Credit Agreement (the "Credit Agreement") with Barclays Bank PLC, pursuant to which Generation used the net proceeds to fund the purchase of EDF's equity interest in CENG. The Credit Agreement will expire on August 5, 2022, and loans made thereunder bear interest at a variable rate equal to LIBOR plus 0.875% with 12.5 basis points increase commencing March 31, 2022. Borrowed funds are prepayable at any time following the funding at Generation's option.

Item 9.01. Financial Statements and Exhibits



(d)  Exhibits.
Exhibit No.              Description
101                      Cover Page Interactive Data File - the cover page XBRL tags are embedded
                         within the Inline XBRL document.
104                      The cover page from this Current Report on Form 8-K, formatted as Inline
                         XBRL.



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