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): January 19,
2010
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PEPCO
HOLDINGS, INC.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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001-31403
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52-2297449
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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701
Ninth Street, N.W., Washington, DC
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20068
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code
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(202)
872-3526
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Not
Applicable
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(Former
name or former address, if changed since last
report.)
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Check 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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Pepco
Holdings, Inc.
Form
8-K
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Item
7.01
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Regulation
FD Disclosure.
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Pepco Holdings, Inc. (“PHI”) has
determined, based on its preliminary unaudited year-end 2009 results of
operations, that the gross margin for its Conectiv Energy segment will be
between $225 and $230 million. This represents a reduction of $40 to
$45 million from the guidance of $270 million given on the October 30 earnings
call during which PHI discussed its results for the quarter ended September 30,
2009. The difference between the preliminary unaudited results and
that guidance is primarily attributable to:
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·
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an
anticipated energy marketing transaction that was forecasted for December
2009 which did not occur (approximately $20
million);
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·
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weaker
than expected energy markets and lower loads in the last two months of
2009 (approximately $13 million); and
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·
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the
gross margins on certain mark-to-market load contracts projected to be
recorded in 2009 will be recorded in future periods over the terms of the
contracts (approximately $10
million).
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PHI is confirming its gross margin
guidance for Conectiv Energy of $340 million to $410 million for 2010 and $380
million to $480 million for 2011. These ranges incorporate the
current forward energy market prices and volatilities, and include expected
capacity margins of $225 million in 2010 and $195 million in 2011, and the
impact of the Delta generating plant becoming operational in 2011.
* * * *
*
Except for historical statements and
discussions, the statements in this Form 8-K constitute "forward-looking
statements" within the meaning of federal securities law. These
statements contain management's beliefs based on information currently available
to management and on various assumptions concerning future
events. Forward-looking statements are not a guarantee of future
performance or events. They are subject to a number of uncertainties
and other factors, many of which are outside the company's
control. Factors that could cause actual results to differ materially
from those in the forward-looking statements herein include general economic,
business and financing conditions; availability and cost of capital; changes in
laws, regulations or regulatory policies; weather conditions; competition;
governmental actions; and other presently unknown or unforeseen
factors. These uncertainties and factors could cause actual results
to differ materially from such statements. PHI disclaims any
intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or
otherwise. This information is presented solely to provide additional
information to further understand the results and prospects of PHI.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
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PEPCO
HOLDINGS, INC.
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(Registrant)
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Date:
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January
19, 2010
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/s/
A. J. KAMERICK
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Name: Anthony
J. Kamerick
Title: Senior
Vice President and
Chief
Financial Officer
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