UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

FOR THE QUARTERLY PERIOD ENDED September 30, 2023

OR

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from                      to                     

Commission File Number	Exact name of registrant as specified in its charter and principal executive office address and telephone number					State of Incorporation	I.R.S. Employer ID. Number
1-14514	Consolidated Edison, Inc.					New York	13-3965100
	4 Irving Place,		New York,	New York	10003
	(212)	460-4600
1-01217	Consolidated Edison Company of New York, Inc.					New York	13-5009340
	4 Irving Place,		New York,	New York	10003
	(212)	460-4600

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Consolidated Edison, Inc.	ED	New York Stock Exchange
Common Shares ($.10 par value)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Consolidated Edison, Inc. (Con Edison)	Yes	☒	No ☐
Consolidated Edison Company of New York, Inc. (CECONY)	Yes	☒	No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Con Edison	Yes	☒	No ☐
CECONY	Yes	☒	No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Con Edison
Large accelerated filer	☒		Accelerated filer ☐		Non-accelerated filer	☐
Smaller reporting company		☐	Emerging growth company	☐
CECONY
Large accelerated filer	☐		Accelerated filer ☐		Non-accelerated filer	☒
Smaller reporting company		☐	Emerging growth company	☐

1                             

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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Con Edison	Yes	☐	No	☒
CECONY	Yes	☐	No	☒

As of October 31, 2023, Con Edison had outstanding 345,219,779 Common Shares ($.10 par value). All of the outstanding common equity of CECONY is held by Con Edison.

Filing Format

This Quarterly Report on Form 10-Q is a combined report being filed separately by two different registrants: Consolidated Edison, Inc. (Con Edison) and Consolidated Edison Company of New York, Inc. (CECONY). CECONY is a wholly-owned subsidiary of Con Edison and, as such, the information in this report about CECONY also applies to Con Edison. As used in this report, the term the “Companies” refers to Con Edison and CECONY. However, CECONY makes no representation as to the information contained in this report relating to Con Edison or the subsidiaries of Con Edison other than itself.

2                             

Glossary of Terms

The following is a glossary of abbreviations or acronyms that are used in the Companies’ SEC reports:

Con Edison Companies
Con Edison	Consolidated Edison, Inc.
CECONY	Consolidated Edison Company of New York, Inc.
Con Edison Transmission	Con Edison Transmission, Inc., together with its subsidiaries
O&R	Orange and Rockland Utilities, Inc.
RECO	Rockland Electric Company
The Companies	Con Edison and CECONY
The Utilities	CECONY and O&R
Regulatory Agencies, Government Agencies and Other Organizations
FASB	Financial Accounting Standards Board
FERC	Federal Energy Regulatory Commission
IRS	Internal Revenue Service
NJBPU	New Jersey Board of Public Utilities
NYISO	New York Independent System Operator
NYPA	New York Power Authority
NYSDEC	New York State Department of Environmental Conservation
NYSDPS	New York State Department of Public Service
NYSPSC	New York State Public Service Commission
OTDA	Office of Temporary and Disability Assistance
SEC	U.S. Securities and Exchange Commission
Accounting
ASU	Accounting Standards Update
GAAP	Generally Accepted Accounting Principles in the United States of America
HLBV	Hypothetical Liquidation at Book Value
NOL	Net Operating Loss
OCI	Other Comprehensive Income
VIE	Variable Interest Entity

Environmental
GHG	Greenhouse gases
Superfund	Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 and similar state statutes
Units of Measure
Dt	Dekatherms
kWh	Kilowatt-hour
MMlb	Million pounds
MW	Megawatt or thousand kilowatts
MWh	Megawatt hour
Other
COVID-19	Coronavirus Disease 2019
TCJA	The federal Tax Cuts and Jobs Act of 2017, as enacted on December 22, 2017

3                             

TABLE OF CONTENTS

		PAGE
PART I—Financial Information
ITEM 1	Financial Statements (Unaudited)
	Con Edison
	Consolidated Income Statement	6
	Consolidated Statement of Comprehensive Income	7
	Consolidated Statement of Cash Flows	8
	Consolidated Balance Sheet	10
	Consolidated Statement of Equity	12
	CECONY
	Consolidated Income Statement	14
	Consolidated Statement of Comprehensive Income	15
	Consolidated Statement of Cash Flows	16
	Consolidated Balance Sheet	17
	Consolidated Statement of Shareholder’s Equity	19
	Notes to the Financial Statements (Unaudited)	20
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	58
ITEM 3	Quantitative and Qualitative Disclosures About Market Risk	92
ITEM 4	Controls and Procedures	92
PART II—Other Information		94
ITEM 1	Legal Proceedings	94
ITEM 1A	Risk Factors	94
ITEM 6	Exhibits	94
	Signatures	95

4                             

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that are intended to qualify for the safe-harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements of future expectations and not facts. Words such as “forecasts,” “expects,” “estimates,” “anticipates,” “intends,” “believes,” “plans,” “will,” “target,” “guidance,” “potential,” “consider” and similar expressions identify forward-looking statements. The forward-looking statements reflect information available and assumptions at the time the statements are made, and accordingly speak only as of that time. Actual results or developments might differ materially from those included in the forward-looking statements because of various factors such as those identified in reports the Companies have filed with the Securities and Exchange Commission, including, but not limited to:

•the Companies are extensively regulated and are subject to substantial penalties;

•the Utilities’ rate plans may not provide a reasonable return;

•the Companies may be adversely affected by changes to the Utilities’ rate plans;

•the failure of, or damage to, the Companies’ facilities could adversely affect the Companies;

•a cyber attack could adversely affect the Companies;

•the failure of processes and systems and the performance and failure to retain and attract employees and contractors could adversely affect the Companies;

•the Companies are exposed to risks from the environmental consequences of their operations, including increased costs related to climate change;

•Con Edison’s ability to pay dividends or interest depends on dividends from its subsidiaries;

•changes to tax laws could adversely affect the Companies;

•the Companies require access to capital markets to satisfy funding requirements;

•a disruption in the wholesale energy markets, increased commodity costs or failure by an energy supplier or customer could adversely affect the Companies;

•the Companies may have substantial unfunded pension and other postretirement benefit liabilities;

•the Companies face risks related to health epidemics and other outbreaks;

•the Companies’ strategies may not be effective to address changes in the external business environment;

•the Companies face risks related to supply chain disruption and inflation; and

•the Companies also face other risks that are beyond their control.

The Companies assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

5                             

Consolidated Edison, Inc.

CONSOLIDATED INCOME STATEMENT (UNAUDITED)

	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
(Millions of Dollars/Except Share Data)	2023	2022	2023	2022
OPERATING REVENUES
Electric	$3,469	$3,328	$8,309	$7,994
Gas	353	453	2,354	2,345
Steam	49	58	425	444
Non-utility	1	326	131	856
TOTAL OPERATING REVENUES	3,872	4,165	11,219	11,639
OPERATING EXPENSES
Purchased power	796	731	1,993	1,851
Fuel	34	59	241	255
Gas purchased for resale	73	185	640	833
Other operations and maintenance	933	999	2,678	2,785
Depreciation and amortization	512	525	1,506	1,593
Taxes, other than income taxes	801	777	2,282	2,248
TOTAL OPERATING EXPENSES	3,149	3,276	9,340	9,565
Gain (Loss) on sale of the Clean Energy Businesses	(1)	—	866	—
OPERATING INCOME	722	889	2,745	2,074
OTHER INCOME (DEDUCTIONS)
Investment income	8	5	23	15
Other income	210	101	625	296
Allowance for equity funds used during construction	7	4	20	15
Other deductions	(18)	(21)	(57)	(57)
TOTAL OTHER INCOME	207	89	611	269
INCOME BEFORE INTEREST AND INCOME TAX EXPENSE	929	978	3,356	2,343
INTEREST EXPENSE (INCOME)
Interest on long-term debt	234	246	719	728
Other interest expense (income)	39	(32)	78	(119)
Allowance for borrowed funds used during construction	(14)	(15)	(39)	(23)
NET INTEREST EXPENSE	259	199	758	586
INCOME BEFORE INCOME TAX EXPENSE	670	779	2,598	1,757
INCOME TAX EXPENSE	144	160	416	330
NET INCOME	526	619	2,182	1,427
Income (Loss) attributable to non-controlling interest	—	6	(3)	(43)
NET INCOME FOR COMMON STOCK	$526	$613	$2,185	$1,470
Net income per common share—basic	$1.53	$1.73	$6.27	$4.15
Net income per common share—diluted	$1.52	$1.72	$6.24	$4.13
AVERAGE NUMBER OF SHARES OUTSTANDING—BASIC (IN MILLIONS)	345.0	354.6	348.4	354.4
AVERAGE NUMBER OF SHARES OUTSTANDING—DILUTED (IN MILLIONS)	346.5	355.9	349.9	355.7

The accompanying notes are an integral part of these financial statements.

6                             

Consolidated Edison, Inc.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

	Three Months Ended September 30,		Nine Months Ended September 30,
(Millions of Dollars)	2023	2022	2023	2022
NET INCOME	$526	$619	$2,182	$1,427
(INCOME) LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST	—	(6)	3	43
OTHER COMPREHENSIVE INCOME, NET OF TAXES
Pension and other postretirement benefit plan liability adjustments, net of taxes	—	1	3	6
TOTAL OTHER COMPREHENSIVE INCOME, NET OF TAXES	—	1	3	6
COMPREHENSIVE INCOME	$526	$614	$2,188	$1,476

The accompanying notes are an integral part of these financial statements.

7                             

Consolidated Edison, Inc.

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

	For the Nine Months Ended September 30,
(Millions of Dollars)	2023	2022
OPERATING ACTIVITIES
Net income	$2,182	$1,427
PRINCIPAL NON-CASH CHARGES/(CREDITS) TO INCOME
Depreciation and amortization	1,506	1,593
Deferred income taxes	99	317
Rate case amortization and accruals	67	55
Net derivative gains	11	(161)
Pre-tax gain on sale of the Clean Energy Businesses	(866)	—
Other non-cash items, net	(87)	180
CHANGES IN ASSETS AND LIABILITIES
Accounts receivable – customers	179	(140)
Allowance for uncollectible accounts – customers	(46)	(12)
Materials and supplies, including fuel oil and gas in storage	53	(96)
Revenue decoupling mechanism receivable	(130)	23
Other receivables and other current assets	144	(120)
Unbilled revenue and net unbilled revenue deferrals	78	(40)
Prepayments	(841)	(588)
Accounts payable	(573)	61
Pensions and retiree benefits obligations, net	(161)	105
Pensions and retiree benefits contributions	(30)	(34)
Accrued taxes	(1)	(10)
Accrued interest	108	126
Distributions from equity investments	23	14
Deferred charges, noncurrent assets, leases, net and other regulatory assets	(613)	(550)
Deferred credits, noncurrent liabilities and other regulatory liabilities	(31)	468
Other current liabilities	110	—
NET CASH FLOWS FROM OPERATING ACTIVITIES	1,181	2,618
INVESTING ACTIVITIES
Utility construction expenditures	(3,097)	(2,844)
Cost of removal less salvage	(289)	(247)
Non-utility construction expenditures	(141)	(210)
Investments in electric and gas transmission projects	(48)	(48)
Proceeds from sale of the Clean Energy Businesses, net of cash and cash equivalents sold	3,927	—
Other investing activities	—	3
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES	352	(3,346)
FINANCING ACTIVITIES
Net issuance (retirement) of short-term debt	(1,160)	1,003
Issuance of long-term debt	500	—
Retirement of long-term debt	(60)	(383)
Debt issuance costs	(5)	—
Common stock dividends	(829)	(812)
Issuance of common shares for stock plans	41	43
Repurchase of common shares	(1,000)	—
Distribution to noncontrolling interest	(4)	(28)
NET CASH FLOWS USED IN FINANCING ACTIVITIES	(2,517)	(177)
CASH, TEMPORARY CASH INVESTMENTS, AND RESTRICTED CASH:
NET CHANGE FOR THE PERIOD	(984)	(905)
BALANCE AT BEGINNING OF PERIOD	1,530	1,146
BALANCE AT END OF PERIOD	$546	$241
LESS: CASH BALANCES HELD FOR SALE	6	—
BALANCE AT END OF PERIOD EXCLUDING HELD FOR SALE	$540	$241
SUPPLEMENTAL DISCLOSURE OF CASH INFORMATION
Cash paid/(received) during the period for:
Interest	$624	$583

8                             

Income taxes	$360	$30
SUPPLEMENTAL DISCLOSURE OF NON-CASH INFORMATION
Construction expenditures in accounts payable	$419	$486
Issuance of common shares for dividend reinvestment	$20	$28
Software licenses acquired but unpaid as of end of period	$—	$2
Equipment acquired but unpaid as of end of period	$11	$17

The accompanying notes are an integral part of these financial statements. 

9                             

Consolidated Edison, Inc.

CONSOLIDATED BALANCE SHEET (UNAUDITED)

(Millions of Dollars)	September 30, 2023	December 31, 2022
ASSETS
CURRENT ASSETS
Cash and temporary cash investments	$539	$1,282
Accounts receivable – customers, net allowance for uncollectible accounts of $276 and $322 in 2023 and 2022, respectively	2,048	2,192
Other receivables, net allowance for uncollectible accounts of $31 and $10 in 2023 and 2022, respectively	418	164
Taxes receivable	3	10
Accrued unbilled revenue	547	702
Fuel oil, gas in storage, materials and supplies, at average cost	455	492
Prepayments	1,110	264
Regulatory assets	180	305
Restricted cash	1	—
Revenue decoupling mechanism receivable	294	164
Fair value of derivative assets	62	59
Assets held for sale	163	7,162
Other current assets	119	176
TOTAL CURRENT ASSETS	5,939	12,972
INVESTMENTS	933	841
UTILITY PLANT, AT ORIGINAL COST
Electric	38,283	36,819
Gas	13,986	13,378
Steam	3,029	2,935
General	4,340	4,205
TOTAL	59,638	57,337
Less: Accumulated depreciation	13,865	13,069
Net	45,773	44,268
Construction work in progress	2,748	2,484
NET UTILITY PLANT	48,521	46,752
NON-UTILITY PLANT
Non-utility property, net accumulated depreciation of $24 and $23 in 2023 and 2022, respectively	13	13
Construction work in progress	1	1
NET PLANT	48,535	46,766
OTHER NONCURRENT ASSETS
Goodwill	408	408
Regulatory assets	4,334	3,974
Pension and retiree benefits	3,384	3,269
Operating lease right-of-use asset	545	568
Fair value of derivative assets	26	85
Other deferred charges and noncurrent assets	301	182
TOTAL OTHER NONCURRENT ASSETS	8,998	8,486
TOTAL ASSETS	$64,405	$69,065

The accompanying notes are an integral part of these financial statements.

10                             

Consolidated Edison, Inc.

CONSOLIDATED BALANCE SHEET (UNAUDITED)

(Millions of Dollars)	September 30, 2023	December 31, 2022
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Long-term debt due within one year	$650	$649
Term loan	—	400
Notes payable	1,880	2,640
Accounts payable	1,306	1,955
Customer deposits	401	358
Accrued taxes	85	102
Accrued interest	283	153
Accrued wages	124	116
Fair value of derivative liabilities	86	42
Regulatory liabilities	189	374
System benefit charge	439	390
Operating lease liabilities	114	103
Liabilities held for sale	76	3,610
Other current liabilities	417	444
TOTAL CURRENT LIABILITIES	6,050	11,336
NONCURRENT LIABILITIES
Provision for injuries and damages	182	181
Pensions and retiree benefits	638	577
Superfund and other environmental costs	996	997
Asset retirement obligations	513	500
Fair value of derivative liabilities	68	13
Deferred income taxes and unamortized investment tax credits	7,992	7,641
Operating lease liabilities	477	476
Regulatory liabilities	5,401	6,027
Other deferred credits and noncurrent liabilities	360	281
TOTAL NONCURRENT LIABILITIES	16,627	16,693
LONG-TERM DEBT	20,650	20,147
COMMITMENTS, CONTINGENCIES, AND GUARANTEES (Note B, Note G, and Note H)
EQUITY
Common shareholders’ equity	21,078	20,687
Noncontrolling interest	—	202
TOTAL EQUITY (See Statement of Equity)	21,078	20,889
TOTAL LIABILITIES AND EQUITY	$64,405	$69,065

The accompanying notes are an integral part of these financial statements.

11                             

Consolidated Edison, Inc.

CONSOLIDATED STATEMENT OF EQUITY (UNAUDITED)

(In Millions, except for dividends per share)	Common Stock		Additional Paid-In Capital	Retained Earnings	Treasury Stock		Capital Stock Expense	Accumulated Other Comprehensive Income/(Loss)	Non- controlling Interest	Total
	Shares	Amount			Shares	Amount
BALANCE AS OF DECEMBER 31, 2021	354	$37	$9,710	$11,445	23	$(1,038)	$(122)	$5	$299	$20,336
Net income (loss)				602					(48)	554
Common stock dividends ($0.79 per share)				(280)						(280)
Issuance of common shares - public offering							1			1
Issuance of common shares for stock plans			18							18
Distributions to noncontrolling interests									(6)	(6)
BALANCE AS OF MARCH 31, 2022	354	$37	$9,728	$11,767	23	$(1,038)	$(121)	$5	$245	$20,623
Net income (loss)				255					(1)	254
Common stock dividends ($0.79 per share)				(280)						(280)
Issuance of common shares for stock plans			29							29
Other comprehensive income								5		5
Distributions to noncontrolling interests									(10)	(