BEFORE THE MARYLAND PUBLIC SERVICE COMMISSION

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1 BEFORE THE MARYLAND PUBLIC SERVICE COMMISSION 1.a. Identity of the Applicant: (Must match the entity listed on the certificate issued by the State Department of Assessments and Taxation of Maryland) Legal Name: EDF Energy Services, LLC Current Address: 4700 W. Sam Houston Parkway N., Ste. 250 Houston, TX Street Address (if different than above): Website URL: b. Transfer of Existing License: Attachment of attestation of transfer. Letter used to notify customers of transfer. 2. The Applicant proposes to operate as a: (Check all that apply) Supplier/Marketer Broker (acts as an agent or intermediary in the sale and purchase of electricity and does not take title to the electricity) Aggregator As an Aggregator, will the Applicant take title to the electricity: Yes No 3. Electricity supply related services, if any, the Applicant intends to offer: Competitive Billing Service: (If the Applicant is providing competitive billing service, provide proof of compliance with COMAR B.7) Metering Other (Describe in attachment) 1 PUA 7-507(j). An electricity supplier shall post on the Internet information that is readily understandable about its services and rates for small commercial and residential electric customers. Page 1 of 54

2 4. Service Territories and Type of customer the Applicant intends to serve: Baltimore Gas and Electric Company Residential Commercial Industrial Choptank Electric Cooperative, Inc. Residential Commercial Industrial Delmarva Power and Light Company Residential Commercial Industrial The Potomac Edison Company Residential Commercial Industrial Potomac Electric Power Company Residential Commercial Industrial Southern Maryland Electric Cooperative Residential Commercial Industrial 5. Source of Supply: (not required for Broker-only Applicant) Applicant owns generation Applicant contracts for generation Applicant obtains generation on the spot market Other: Applicant must attach a statement detailing its source of generation 6. a. Customer Restrictions: Restrictions upon the number of end use customers. (Describe in attachment) Applicant has no restrictions on the number of end use customers. 6. b. Restrictions upon the size of end use customers. (Describe in attachment) Applicant has no restrictions on the size of end use customers. Other restrictions regarding customers. (Describe in attachment) 7. The Applicant proposes to begin providing services: Upon approval of the Application and license. Other approximate date of commencement: / / The Applicant is currently operating in the state of Maryland. 8. Affiliates Engaged in the Retail Sale of Electricity or Natural Gas: The Applicant has no such Affiliate(s). Applicant is an Affiliate of a regulated electricity or natural gas utility. Describe in attachment. Affiliate(s) other than a regulated electricity or natural gas utility engaged in the retail sale of electricity, or electricity supply services, or natural gas are: See Exhibit 8 Page 2 of 54

3 EXHIBIT 8 EDF Energy Services, LLC Affiliates Engaged in the Retail Sale of Electricity or Natural Gas EDF Energy Services, LLC s parent company is EDF Trading North America, LLC at 4700 W. Sam Houston Parkway N., Ste. 250, Houston, TX EDF Trading North America, LLC is not a jurisdictional public utility. EDF Trading North America, LLC has other subsidiaries and affiliates. A comprehensive chart of the corporate structure is included in this exhibit. The following is a list of affiliates and subsidiaries and their service territories and license numbers: Champion Energy Services, LLC 1500 Rankin Road #200 Houston, TX License Number/State of Issuance IR-2196/MD PSC A /PA PUC ESL-0082/NJ BPU E/PUCO OH / /IL ICC CS-112/MA DPU 10098/TX PUC NA/NY PSC EA /DC PSC Service Areas: Maryland - BGE, Delmarva, Pepco, Potomac Edison Texas - ERCOT Ohio - Duke, Dayton Power & Light, AEP - Columbus Southern Power, AEP Ohio Power, First Energy - The Illuminating Company, First Energy Ohio Edison, First Energy Toledo Edison Illinois ComEd, Ameren Pennsylvania PPL, Duquesne, PECO, West Penn Power, Penn Power, Met-Ed, Penelec New Jersey PSE&G, JCP&L, Atlantic City Electric Page 3 of 54

4 American Power & Gas, LLC 411 Cleveland Street #299 Clearwater, FL License Number/State of Issuance NA/NY PSC A /PA PUC Service Areas: Pennsylvania Pennsylvania Power & Light (PPL), Metropolitan Edison, Philadelphia Electric Company (PECO), Penelec, West Penn Power, Duquesne Light New York Con Edison, Central Hudson, O&R, NYSEG, RGE, National Fuel Gas Distribution Corporation, Niagara Mohawk Power EDF Industrial Power Services (CA), LLC 4700 W. Sam Houston Parkway N., Ste. 250 Houston, TX License Number/State of Issuance ESP# 1384/CA PUC Service Areas: Pacific Gas & Electric, Southern California Edison, San Diego Gas & Electric EDF Industrial Power Services (IL), LLC 4700 W. Sam Houston Parkway N., Ste. 250 Houston, TX License Number/State of Issuance /IL ICC Service Areas: ComEd, Ameren Illinois Page 4 of 54

5 EDF Industrial Power Services (NY), LLC 4700 W. Sam Houston Parkway N., Ste. 250 Houston, TX License Number/State of Issuance NA/NYPSC Service Areas: NIMO, RGE, NYSEG, and CONED EDF Industrial Power Services (OH), LLC 4700 W. Sam Houston Parkway N., Ste. 250 Houston, TX License Number/State of Issuance E (1)/PUCO OH Service Areas: DPL, AEP, First Energy, Duke Page 5 of 54

6 100% Membership Interest EDF International S.A.S (French Company) Ownership Structure As of January 26, 2015 Electricite de France, S.A. (French Corporation) 100% Membership Interest EDF Holdings S.A.S (French Joint Stock Company) 82.5% Membership Interest EDF Inc. (Delaware Corporation) 17.5% Membership Interest 100% Membership Interest EDF Trading Limited (U.K. corporation) EDF Trading Holdings, LLC (Delaware LLC) 100% Membership Interest 100% Membership Interest Tanner Street Generation, LLC (Delaware LLC) 100% Membership Interest 100% Membership Interest Vantage Commodities Financial Services I, LLC (Delaware LLC) Minority Interest AP&G Holdings LLC (Florida LLC) Minority Interest EDF Trading North America, LLC (Texas LLC) 100% Membership Interest Vantage Receivables SPE, LLC (Delaware LLC) Minority Interest Champion Energy Marketing LLC (Delaware LLC) NPM Energy, LLC (Delaware LLC) EDF Industrial Power Services (NY), LLC (d/b/a EDF Energy Services) (Texas LLC) EDF Industrial Power Services (IL), LLC (d/b/a EDF Energy Services) (Texas LLC) EDF Energy Services, LLC (Delaware LLC) 100% Membership Interest EDF Trading Resources, LLC (Delaware LLC) Majority Interest Minority Interest Anahau Energy, LLC (Delaware LLC) EDF Industrial Power Services (CA), LLC (d/b/a EDF Energy Services) (Delaware LLC) EDF Industrial Power Services (OH), LLC (d/b/a EDF Energy Services) Pennsylvania Land Resources Holdings Company, LLC (Delaware LLC) Page 6 of 54

7 Name: Business Address: License Number/State of Issuance: Location of Operations (Utility(s) Service Territory): 9. States in which the Applicant is now or has been engaged in the retail sale (including brokering) of electricity or natural gas: State: PA Type of License: Electricity License No: A State: TX Type of License: Electricity License No: State: Type of License: License No: State: Type of License: License No: State: Type of License: License No: State: Type of License: License No: State: Type of License: License No: If additional space is required, please attach additional sheets of paper to the Application as necessary. 10. Regulatory Contact Person: Name and Title: Bill Hellinghausen, Director of Regulatory Affairs Address: 4700 W. Sam Houston Parkway N. Suite 250 Houston, TX Telephone: Fax: Customer Service Contact Person: Name and Title: Cherie Fuller, Senior Director of East Retail Power Address: 4700 W. Sam Houston Parkway N. Suite 250 Houston, TX Telephone: Fax: Maryland Resident Agent: (Agent currently on filed with the State Department of Assessments and Taxation) Name: Business Address: Capitol Corporate Services, Inc Tower Oaks Blvd. 4 th Floor Rockville, MD Page 7 of 54

8 13. Primary Corporate Officers/General Partners/Managing Partners President/General Partner/Managing Partner: Name: Mary Anne Brelinsky Business Address: 4700 W. Sam Houston Parkway N. Suite 250 Houston, TX CEO: Name: John Rittenhouse, CEO Business Address: 4700 W. Sam Houston Parkway N. Suite 250 Houston, TX Applicant s Business Form: Proprietorship Corporation Partnership Limited Partnership Limited Liability Company Limited Liability Partnership Other: 15. Certificate of Status: Provided a certificate issued by the state of formation within the past 6 months certifying that the Applicant is in good standing and qualified to do business in the state of formation. See Exhibit 15.a If formed under the laws of a state other than Maryland, provided the certificate issued by the State Department of Assessments and Taxation of Maryland (SDAT) within the past 6 months certifying that the Applicant is registered or qualified, and in good standing, to do business in Maryland. For more information about the certificate of good standing, go to the SDAT website at or the Business License Information System at See Exhibit 15.b If applicable, provided a certificate of compliance with the provisions of Labor and Employment Article, Title 9, Annotated Code of Maryland relating to Maryland Workers Compensation. N/A 16. Ownership and Control: Provide on a separate sheet the names and addresses of all persons and entities that directly or indirectly own ten percent (10%) or more of the ownership interests in the Applicant, have the right to vote ten percent (10%) or more of the Applicant s voting securities, or who otherwise have the power to control the Applicant. See Exhibit 16 Page 8 of 54

9 EXHIBIT 15.a EDF Energy Services, LLC Delaware Certificate of Good Standing Page 9 of 54

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11 EXHIBIT 15.b EDF Energy Services, LLC Maryland Certificate of Good Standing Page 11 of 54

12 STATE OF MARYLAND Department of Assessments and Taxation Paul B. Anderson Charter Division crblnk 301 West Preston Street, Baltimore, Maryland Telephone Balto. Metro (410) / Outside Balto. Metro (888) MRS (Maryland Relay Service) (800) TT/Voice Fax (410) Page 12 of 54

13 EXHIBIT 16 EDF Energy Services, LLC Ownership and Control EDF Trading NA, LLC has 100% Membership Interest in EDF Energy Services, LLC EDF Trading NA, LLC 4700 W. Sam Houston Parkway N., Ste. 250 Houston, TX Page 13 of 54

14 17. Actions Against Licenses: Provide the following information for the Applicant and any Affiliate. Actions such as Suspensions/Revocations, Limitations, Reprimands, Fines, Consent Decrees or other similar actions have been taken or are pending against the Applicant or unregulated affiliate(s). If checked, provide an attachment describing the action; and include docket numbers, offense dates, and case numbers, if applicable. No such action has been taken. 18. PJM Membership: (not required for Broker-only Applicant) Provide evidence of having met all applicable requirements of PJM Interconnection, LLC. (Attach evidence of being a signatory to all applicable agreements; i.e., provide proof of PJM membership) See Exhibit Financial Requirements a. The Applicant must provide the most recent audited 2 versions of at least one of the following documents. Balance sheet and income statement for the two most recent 12 month periods for which information is available. Balance sheets and income statements must be for the Applicant and not a parent corporation in the event one exists; or If the Applicant has not been in existence for at least two-12 month periods, it must provide balance sheets and income statements for the life of the business; or In the event that a parent or other corporation or company has undertaken to insure the financial integrity of the Applicant, Applicant must submit such parent s, other corporation s or company s balance sheet and income statement for the two most recent 12 month periods together with documentation of such undertaking to insure the financial integrity of the Applicant. To the extent they exist, the Applicant must also submit its own balance sheet and income statement. See Exhibit 19.a b. In addition to the financial documents above, the Applicant shall also provide the most recent versions of the following documents, if available. Credit reports or ratings prepared by a nationally recognized statistical rating organization regarding the applicant's payment and credit history, to the extent available or allowed. See Exhibit 19.b A current long-term bond rating, or other senior debt rating. Proof that the applicant has met the credit requirements of PJM Interconnection, LLC, if the applicant has done so, and a detailed description of any credit security requirements PJM Interconnection, LLC has imposed upon the applicant A. Each applicant for a license shall file audited financial documents as listed in Regulation.02B(4) of this chapter. Page 14 of 54

15 EXHIBIT 18 EDF Energy Services, LLC s Scheduling Coordinator s (EDF Industrial Power Services (IL), LLC) Proof of PJM Membership Page 15 of 54

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21 EXHIBIT 19.a EDF Trading NA, LLC s (EDF Energy Services, LLC s Parent Company) Audited Financials For FY 2013 & Unaudited Financials For FY 2014 Page 21 of 54

22 EXHIBIT 19.b EDF Trading NA, LLC s Credit Rating Page 22 of 54

23 Announcement: Moody's changes outlook on EDF's Aa3 rating to negative from stable Global Credit Research - 05 Dec 2012 London, 05 December Moody's Investors Service has today changed to negative from stable the outlook on the Aa3 senior unsecured ratings of Electricité de France (EDF). Concurrently, Moody's has also changed to negative from stable the outlook on the A3 ratings of EDF's wholly owned subsidiaries, EDF Energy plc and EDF Trading Limited, which incorporate support from their ultimate parent. RATINGS RATIONALE The change of outlook to negative from stable follows the recent ruling by France's Conseil d'etat which cancelled the decision relating to the electricity distribution tariffs for the third regulatory period ( , known as TURPE 3). Although EDF considers that the decision should not have an impact on its financial results, in Moody's view it adds to the challenges faced by the group from rising debt and pressured profitability. It therefore increases the risk that the group will be unable to maintain a leverage profile that is aligned with Moody's guidance for the Aa3 rating. The Conseil d'etat's decision was based on its judgment that the methodology used by the CRE, the French electricity regulator, for calculating the capital return on the electricity distribution network of ERDF, EDF's subsidiary, is incorrect since it did not take account of the nature of the concessions assets and renewal provisions. The distribution network charges for TURPE 3 have therefore been incorrectly calculated. There remains uncertainty surrounding the amount and timing of any remedies that might be required, and their potential impact on EDF. The group itself considers that the decision should not have an impact on its financial results because of the nature of its integrated tariffs. However, in Moody's view, there remains some risk of a negative financial impact on the group whether from any potential remedy, or from the revised methodology which the CRE is required to propose by June The negative outlook takes account of the increase in EDF's net financial debt to EUR39.7 billion at end-june 2012 as a result of its acquisition of Edison; higher capital expenditure; and the rising Contribution au Service Public de l'electricite (CSPE) balance. It also reflects a flat outlook for the group's profitability in 2013, under pressure from rising nuclear safety costs and weaker power generation earnings in certain markets outside France. In changing the outlook on EDF's ratings, Moody's takes account of the group's efforts to ease the burden on its balance sheet, and to underpin profitability in order to achieve its 2.5x net debt/ebitda leverage target. The outlook change factors in the group's ongoing discussions with the government regarding CSPE. Moreover, Moody's notes EDF's ongoing review of its operating costs and capital expenditure (capex) trajectory, which currently includes rising investment in renewables, new nuclear plant builds and its gas strategy. Nevertheless, Moody's expects the negative pressure on EDF's free cash flow generation to continue, partly as a result of the group's substantial capital investment commitments. These include the Flamanville EPR, the cost estimate for which was recently increased by a further EUR2 billion to EUR8 billion, with planned commissioning maintained for The negative outlook therefore reflects the risk, in Moody's view, that measures taken by the group to manage its leverage could be insufficient to ensure its credit metrics remain well positioned against the following guidelines: (1) RCF/net debt in the mid- to upper teens in percentage terms; and (2) FFO/net debt in the high teens/low 20s range in percentage terms. In light of EDF's 84.48% ownership by the Government of France (Aa1 negative), the group falls under Moody's rating methodology for government-related issuers (GRIs) and its Aa3 rating incorporates a two-notch uplift from its standalone credit quality for potential government support. WHAT COULD CHANGE THE RATING UP/DOWN Given the current uncertainties and risks with regard to EDF's cash flows, as reflected by the negative outlook, Moody's does not consider an upgrade of the group's ratings to be likely in the near term. Page 23 of 54

24 Negative pressure could be exerted on EDF's a2 Baseline Credit Assessment (BCA) in the event of a sustained deterioration in the group's financial profile, as would be evidenced, for example, by a retained cash flow (RCF)/net debt ratio in the low teens in percentage terms on a sustainable basis. Such a deterioration could result from lower-than-expected profitability, capital investment unsupported by cash flow generation or large debt-funded acquisitions. In the context both of increased demands on national budgets and a two-notch rating uplift under Moody's GRI methodology, it is likely that negative pressure would be exerted on EDF's Aa3 rating were the BCA to deteriorate to a3 from a2. PRINCIPAL METHODOLOGY The methodologies used in this rating were Unregulated Utilities and Power Companies published in August 2009, and Government-Related Issuers: Methodology Update published in July Please see the Credit Policy page on for a copy of these methodologies. Electricité de France, headquartered in Paris, France, is a leading integrated provider of electricity generation, transmission, distribution and supply services. It reported turnover of EUR36.2 billion during the first six months of 2012 and EBITDA of EUR9.1 billion. REGULATORY DISCLOSURES For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on The ratings have been disclosed to the rated entities or their designated agent(s) and issued with no amendment resulting from that disclosure. Information sources used to prepare each of the ratings are the following: parties involved in the ratings, parties not involved in the ratings, public information, and confidential and proprietary Moody's Investors Service information. Moody's considers the quality of information available on the rated entities, obligations or credits satisfactory for the purposes of issuing these ratings. Moody's adopts all necessary measures so that the information it uses in assigning the ratings is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process. Moody's Investors Service may have provided Ancillary or Other Permissible Service(s) to the rated entities or their related third parties within the two years preceding the credit rating action. Please see the special report "Ancillary or other permissible services provided to entities rated by MIS's EU credit rating agencies" on the ratings disclosure page on our website for further information. Please see the ratings disclosure page on for general disclosure on potential conflicts of interests. Please see the ratings disclosure page on for information on (A) MCO's major shareholders (above 5%) and for (B) further information regarding certain affiliations that may exist between directors of MCO and rated entities as well as (C) the names of entities that hold ratings from MIS that have also publicly reported to the SEC an ownership interest in MCO of more than 5%. A member of the board of directors of this rated entity may also be a member of the board of directors of a shareholder of Moody's Corporation; however, Moody's has not independently verified this matter. Please see Moody's Rating Symbols and Definitions on the Rating Process page on for further information on the meaning of each rating category and the definition of default and recovery. Page 24 of 54

25 information on the meaning of each rating category and the definition of default and recovery. Please see ratings tab on the issuer/entity page on for the last rating action and the rating history. The date on which some ratings were first released goes back to a time before Moody's ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website for further information. In addition to the information provided below please find on the ratings tab of the issuer page at for each of the ratings covered, Moody's disclosures on the lead rating analyst and the Moody's legal entity that has issued each of the ratings. Niel Bisset Senior Vice President Infrastructure Finance Moody's Investors Service Ltd. One Canada Square Canary Wharf London E14 5FA United Kingdom JOURNALISTS: SUBSCRIBERS: Monica Merli MD - Infrastructure Finance Infrastructure Finance JOURNALISTS: SUBSCRIBERS: Releasing Office: Moody's Investors Service Ltd. One Canada Square Canary Wharf London E14 5FA United Kingdom JOURNALISTS: SUBSCRIBERS: Moody's Investors Service, Inc. and/or its licensors and affiliates (collectively, "MOODY'S"). All rights reserved. CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. ("MIS") AND ITS AFFILIATES ARE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND CREDIT RATINGS AND RESEARCH PUBLICATIONS PUBLISHED BY MOODY'S ("MOODY'S PUBLICATIONS") MAY INCLUDE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY'S DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL, FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY ESTIMATED FINANCIAL LOSS IN THE EVENT OF DEFAULT. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS AND MOODY'S OPINIONS INCLUDED IN MOODY'S PUBLICATIONS ARE NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. CREDIT RATINGS AND MOODY'S Page 25 of 54

26 NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. CREDIT RATINGS AND MOODY'S PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND CREDIT RATINGS AND MOODY'S PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. NEITHER CREDIT RATINGS NOR MOODY'S PUBLICATIONS COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY'S ISSUES ITS CREDIT RATINGS AND PUBLISHES MOODY'S PUBLICATIONS WITH THE EXPECTATION AND UNDERSTANDING THAT EACH INVESTOR WILL MAKE ITS OWN STUDY AND EVALUATION OF EACH SECURITY THAT IS UNDER CONSIDERATION FOR PURCHASE, HOLDING, OR SALE. ALL INFORMATION CONTAINED HEREIN IS PROTECTED BY LAW, INCLUDING BUT NOT LIMITED TO, COPYRIGHT LAW, AND NONE OF SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER TRANSMITTED, TRANSFERRED, DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY'S PRIOR WRITTEN CONSENT. All information contained herein is obtained by MOODY'S from sources believed by it to be accurate and reliable. Because of the possibility of human or mechanical error as well as other factors, however, all information contained herein is provided "AS IS" without warranty of any kind. MOODY'S adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources Moody's considers to be reliable, including, when appropriate, independent third-party sources. However, MOODY'S is not an auditor and cannot in every instance independently verify or validate information received in the rating process. Under no circumstances shall MOODY'S have any liability to any person or entity for (a) any loss or damage in whole or in part caused by, resulting from, or relating to, any error (negligent or otherwise) or other circumstance or contingency within or outside the control of MOODY'S or any of its directors, officers, employees or agents in connection with the procurement, collection, compilation, analysis, interpretation, communication, publication or delivery of any such information, or (b) any direct, indirect, special, consequential, compensatory or incidental damages whatsoever (including without limitation, lost profits), even if MOODY'S is advised in advance of the possibility of such damages, resulting from the use of or inability to use, any such information. The ratings, financial reporting analysis, projections, and other observations, if any, constituting part of the information contained herein are, and must be construed solely as, statements of opinion and not statements of fact or recommendations to purchase, sell or hold any securities. Each user of the information contained herein must make its own study and evaluation of each security it may consider purchasing, holding or selling. NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH RATING OR OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY'S IN ANY FORM OR MANNER WHATSOEVER. MIS, a wholly-owned credit rating agency subsidiary of Moody's Corporation ("MCO"), hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MIS have, prior to assignment of any rating, agreed to pay to MIS for appraisal and rating services rendered by it fees ranging from $1,500 to approximately $2,500,000. MCO and MIS also maintain policies and procedures to address the independence of MIS's ratings and rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold ratings from MIS and have also publicly reported to the SEC an ownership interest in MCO of more than 5%, is posted annually at under the heading "Shareholder Relations Corporate Governance Director and Shareholder Affiliation Policy." For Australia only: Any publication into Australia of this document is pursuant to the Australian Financial Services License of MOODY'S affiliate, Moody's Investors Service Pty Limited ABN AFSL and/or Moody's Analytics Australia Pty Ltd ABN AFSL (as applicable). This document is intended to be provided only to "wholesale clients" within the meaning of section 761G of the Corporations Act By Page 26 of 54

27 be provided only to "wholesale clients" within the meaning of section 761G of the Corporations Act By continuing to access this document from within Australia, you represent to MOODY'S that you are, or are accessing the document as a representative of, a "wholesale client" and that neither you nor the entity you represent will directly or indirectly disseminate this document or its contents to "retail clients" within the meaning of section 761G of the Corporations Act MOODY'S credit rating is an opinion as to the creditworthiness of a debt obligation of the issuer, not on the equity securities of the issuer or any form of security that is available to retail clients. It would be dangerous for retail clients to make any investment decision based on MOODY'S credit rating. If in doubt you should contact your financial or other professional adviser. Page 27 of 54

28 20. Broker and/or Aggregator Bond: A $10,000 bond is required for an Applicant seeking to act solely as a broker or aggregator of electricity supply and electricity supply services. The bond is only required for those Applicants that will not take title to electricity. The bond must be in the format described in the broker/aggregator bond template in Attachment C. N/A 21. Deposit or Prepayment Bond: A bond is required to the extent the Applicant requires prepayments and/or deposits from customers. Prepayments and/or deposits from individual customers whose metered demand during any month of the previous twelve month period was in excess of 1 MW will not be included in the calculation of the bond requirement. Applicant will not accept prepayments or deposits from customers. Applicant intends to accept prepayments and/or deposits from customers. Applicant must comply with Prepayment and Deposit Bonding Addendum governing collection of prepayments and deposits. See Attachment D of this Application for more information about the prepayment or deposit bond, and a copy of the prepayment/deposit bond template. 22. Technical and Managerial Competency: The Applicant must submit, in an attachment, a statement of technical and managerial competency. This must include owner and key employee resumes. The attachment should also include a description of the Applicant and current operations, intended operations in Maryland, past work experience, business plans, and other items or information that demonstrate technical and managerial competency. See Exhibit Training and Marketing Materials: The Applicant must provide copies of the training materials offered to the Applicant s sales personnel/representatives; as well as the marketing materials that the Applicant will use to advertise to Maryland customers. If training material or marketing material is not available at the time of application, provide such material before commencing business in the state. Training and marketing material is not available at this time. 24. Operations in Maryland: Has the Applicant previously operated at any time or is the Applicant currently operating to supply, broker, aggregate, arrange, or market electricity to Maryland customers? Yes No (NOTE: If the Applicant has previously operated, or is currently operating, directly or indirectly to serve Maryland customers then the Applicant shall complete the Data Request for Suppliers That Have Previously Operated or are Currently Operating in Maryland. The data request is included in the Application on Attachment E.) 25. Notice of Required Compliance: The Applicant is hereby notified that it is required to comply with the following: a. The Applicant may be required to submit bonds, as applicable, as described in COMAR , in order to ensure financial integrity or the payment of taxes. b. The Applicant must update this Application with the Commission within 30 days of a change to 1, 16, 17, 21, 26f, or 26g. c. Except as set forth in paragraph (b) above, provide annual updates of all items that have changed in the Application. The annual update should be provided to the Commission within 120 days of the end of the supplier s fiscal year. d. Supplement this Application in the event the Commission modifies the licensing requirements, or requests further information. Page 28 of 54

29 EXHIBIT 22 EDF Energy Services, LLC Technical and Managerial Competency Page 29 of 54

30 Business Entity Consolidation EDF Industrial Power Services (TX), LLC underwent a name change at the end of January 2014 to EDF Energy Services, LLC. A project is underway to merge the remaining entities (except California) into the new entity. The Business Consolidation Project affects front and back office business practices, state PUCs, ISOs and customers All new market entry will be as EDF Energy Services A National Master Agreement with individual state annexes is being developed Gas to follow power consolidation Existing Structure Pending New Structure C&I Gas business currently resides in EDF Trading North America, LLC entity CONFIDENTIAL EDF TRADING Page 30 of 54

31 EDF Energy Services Information for Maryland PSC Application Download a free code reader by texting the word barcode to Page 31 of 54

32 EDF Organization Overview Electricité de France S.A. The world s largest electricity producer with 38 million customers 618 TWh of electricity production worldwide Headquartered in Paris with approximately 160,000 employees globally 75 billion in sales and 3.3 billion in Net Income in 2013 EDF Trading Limited Trades coal, electricity, environmental products, freight, natural gas and oil Headquartered in London with approximately 1,000 employees worldwide Shareholders equity of over 2.4 billion in 2013 Wholly-owned by EDF SA; Moody s A3 Credit Rating EDF Trading North America, LLC Specializes in natural gas, power, coal and environmental products Provides marketing, trading, risk management, and optimization for clients Headquartered in Houston with 340 employees; field offices in Chicago, Merrillville, Michigan, Chevy Chase, Austin, Denver, and Calgary November 2013 February 2013 May 2013 Page 32 of 54 EDF TRADING

33 EDF Trading NA Strategic Overview The North American power business is driven by the development and optimization of a vertically-integrated, customer-focused, asset-backed business To deliver this vertically-integrated platform, EDFT develops expertise and provides services at each link in the North American energy value chain, from fuel procurement and logistics all the way to delivery of energy at the final meter The team executes by building a portfolio of physical and contracted assets that complement and leverage the EDFT brand and trading platform, and best position EDFT to capture crosscommodity, geographic and time arbitrage for our clients via effective control of logistics, deal flow and information Consequently, EDFT works with our customers to optimize the value chain based on the volatility of the fuel-to-consumption cycle and the desire of clients to engage for services The goal of the strategy is to provide a best-in-class client experience and expert execution of trading and logistics Page 33 of 54

34 EDF Energy Services Deregulation continues to gain momentum across North America for both natural gas and power markets. EDF Energy Services is currently active in thirteen states and provinces across the US and Canada. Electricity: EDFES currently serves 1,600 MWs of large commercial and industrial load throughout the US in the following markets: Texas (ERCOT) Illinois (PJM and MISO) New York (NYISO) California (CAISO) Ohio (PJM) Pennsylvania (PJM) Natural Gas: EDFES currently serves clients in twelve states and provinces throughout Canada and the US Loads total over 300,000 MMBtu/d of throughput (roughly 125 Bcf of annual throughput) Page 34 of 54 EDF Energy Services

35 Retail Power Markets Service Territory & Offerings MARKET AREA ISO/RTO UTILITY PRODUCT OFFERING CALIFORNIA CAISO Pacific Gas & Electric (PGE) Southern California Edison (SCE) San Diego Gas & Electric (SDGE) Market Index Block and Index Full Requirements ILLINOIS PJM MISO Commonwealth Edison (COMED) Ameren Illinois Market Index Block and Index Full Requirements NEW YORK NYISO Niagara Mohawk (NIMO) Rochester Gas & Electric (RGE) NY State Electric & Gas (NYSEG) Consolidated Edison (CONED) Market Index Block and Index Full Requirements OHIO PJM Dayton Power & Light (DPL) American Electric Power (AEP) First Energy (FE) Duke Energy Ohio (DUKE) Market Index Block and Index Full Requirements TEXAS ERCOT Oncor Centerpoint Energy Texas New Mexico Power (TNMP) American Electric Power Texas (AEP) Market Index Block and Index Full Requirements Page 35 of 54 EDF Energy Services

36 EDF Energy Services Target Customers EDF Energy Services targets large-scale, energy-intensive commercial and industrial energy consumers in the power, gas, and environmental products markets. Currently serving over 450 customers between power and gas product offerings. Clients typically have on-staff Energy Management personnel with corporate directives for energy procurement. Customers are targeted who provide multi product, multi region, and multi commodity opportunities. Currently developing capability to handle large scale, large meter count industrial and commercial end users. EDF s competitive advantages create a distinct hurdle for competitors. Specifically, the team provides: - Detailed market analysis and data - Assists customer with hedging strategies - Provides a dedicated account management framework - Customized billing solutions - Regulatory support - Assists clients with setting and achieving strategic energy goals while competing effectively in the changing energy market environment. Page 36 of 54 EDF Energy Services

37 PJM Retail Customer Count OHIO - First Energy 1 Customer 1 Meter 438,000 MWhs/Year - AEP 1 Customer 24 Meters 227,760 MWhs/Year - Duke 1 Customer 2 Meters 315,360 MWhs/Year ILLINOIS - ComEd 2 Customers 4 Meters 140,160 MWhs/Year Page 37 of 54 EDF TRADING

38 EDF Industrial Power Services (IL), LLC is PJM Market Participant Page 38 of 54 EDF TRADING

39 EDF Fundamentals Team Provides Market Analysis and Insight Daily market morning reports Weekly forward curve reports Customized weekly report tailored to your needs Plant specific spark/dark spreads Margin trend analysis Monthly Market Summary Report Customers are given direct access to the fundamentals team to discuss market trends, regulatory changes, and provide insight for movements in the commodity markets Page 39 of 54 EDF TRADING

40 On-Line Scheduling and Market Data Platform Scheduling On-Line and Reporting, or SOAR, is the proprietary scheduling and data historian employed to manage data for our customers. Data is warehoused in a user-friendly format, and can be queried by unit, time period, delivery location, or price. For generation clients: Each client is given a user ID and password that allows them to access their physical dispatch parameters, awards from the ISO, real-time metered usage, and other financial settlement data Generation dispatch models are warehoused in SOAR where data is scrubbed, passes generator specific validation and is parsed, saved, and transmitted directly to the ISO Awards are also electronically processed by SOAR - once data is received from the ISO, SOAR acknowledges the award and notifies users Each ISO s historical market data and clearing prices are stored and can be easily exported into excel for analysis For C&I supply customers: Daily and monthly usage, invoices, and market data is easily viewed and exportable for further analysis Page 40 of 54 EDF TRADING

41 Real Time Market Data at Your Fingertips In a world where you can bank, shop, or video chat right from your smart phone, we thought you should have your energy prices available on your mobile device as well. SOAR Mobile is the smart phone application for the SOAR platform for when you are on the go. SOAR Mobile provides users with real-time price data for California, New York, and all organized markets in between Day-ahead clearing prices, real-time prices, and the spread between them (DA-RT) can be viewed and charted intraday Users can easily graph historical trends for average peak, off-peak, daily minimum prices, and maximum prices by hour System load data is available in real time with charting functionality for each of the organized markets in the US Page 41 of 54 EDF TRADING

42 This presentation contains information that is confidential, privileged or otherwise protected from disclosure. If you are not an intended recipient, do not duplicate or redistribute it by any means. Unless specifically indicated, this is not an offer to buy or sell or a solicitation to buy or sell any commodities, financial risk management products, or other physical or financial product or service, an official confirmation of any transaction, or an official statement of EDF Trading Limited, EDF Trading Markets Limited, EDF Trading North America, LLC, or any of the EDF Group family of companies. Any views or opinions presented are solely those of the author and do not necessarily represent those of the foregoing entities. EDF Trading Markets Limited is authorized and regulated by the Financial Services Authority. VAT number: GB EDF Trading Markets Limited and EDF Trading North America, LLC are members of the EDF Group of companies. EDF Trading Markets Limited maintains its registered office at 80 Victoria Street, 3rd Floor, Cardinal Place, London, SW1E 5JL. A Company registered in England No EDF Trading North America, LLC is headquartered in the United States at 4700 W. Sam Houston Pkwy., Suite 250, Houston, TX Page 42 of 54 EDF TRADING

43 EDF Energy Services, LLC Key Personnel Mary Anne Brelinsky is Head of Retail and Power Origination for EDF Trading in North America. Mary Anne joined EDF Trading in 2006 as the Vice President responsible for the Texas power business. In 2010 Mary Anne was promoted to Head of North American Power Origination. In December of 2012, Mary Anne s responsibilities were expanded to include EDF s retail activities for gas and power in North America. A fourteen year veteran of the energy industry, Mary Anne held multiple management roles at Dynegy and Reliant prior to joining EDF. She is currently the President of the Gulf Coast Power Association, Chairman of GCPA s empowering Women initiative, and recently served six terms as Chairman of the ERCOT Demand Side Working Group. Mary Anne has an engineering degree from Rensselaer Polytechnic Institute and an MBA from the University of Houston CL. Cherie Fuller is Senior Director, East Retail for EDF Energy Services. Cherie joined the EDFES team in 2011, after spending the prior 13 years in various wholesale and retail roles at Dynegy and Fulcrum Energy. Cherie is responsible for managing the East Portfolio including contracting, switching, customer service, regulatory, transaction management, reporting and invoicing. Cherie has a BA in Marketing Management from Salisbury University. Ben Huffman is a Power Analyst for EDF Energy Services. Ben joined EDF Trading North America in 2011 as an Analyst for the East Power Wholesale Desk. In 2013, he transitioned to support analysis of EDFES in the Eastern Interconnect. Ben s responsibilities include technical analysis, customer service, switching, invoicing, process improvements and special products. Ben has a BBA in Finance and a MS in Finance from Texas A&M University. Amie Jackson is the Director of Accounting for EDF Trading North America. Amie joined EDF in 2006 and has 18 years of experience in the energy industry, of which 14 years are in the electric sector. At EDF, she leads the power, coal and renewable accounting functions, including settlements in all US ISO/RTOs and regulated control areas, wholesale invoicing, and settlement of all managed assets, retail billing, and structured products. Prior to joining EDF, Amie worked for Schlumberger, the City of Bryan (Bryan Texas Utilities) and GDF Suez. She has a BBA in Accounting from Texas A&M University. Page 43 of 54

44 Mary Anne Brelinsky Education Masters in Business Administration, 2000 University of Houston, Clear Lake Campus, Houston, Texas Bachelor of Science in Industrial and Management Engineering, 1996 Rensselaer Polytechnic Institute, Troy New York Experience Head of Retail, EDF Energy Services. Responsible for EDF s retail activities for gas and power in North America. Manages commodity sales, hedging, and profitability for all retail clients in the US and Canada Present Vice President, EDF Trading North America. Responsible for the origination, strategy, implementation, and profitability for all Energy Management clients in North America. Responsibilities included the QSE compliance program, Real Time Operations, scheduling, and settlement for the ERCOT assets. July 2006 December Sr. Manager of Transaction and Product Solutions, Reliant Energy. Created and managed Reliant s Customer Transaction Desk. Supervised employees responsible for the support of ERCOT C&I deal flow. Managed the processes for the execution of Capacity Energy, Gas Triggering, LaaRs, Load Response, and Supplemental Purchase products for Reliant s Commercial and Industrial market segment. Managed and executed all gas, power, and heat rate transactions for customers with ability to lock contract price components. February 2003 July 2006 Power Trader, Dynegy Marketing and Trade, Houston, Texas. Managed the long-term spark spread positions (power and natural gas) for Dynegy s Texas and California assets. Optimized long term hedging portfolios for Texas retail contracts and over 1,200 MW of generation in ERCOT and SP15 markets. January 2002 February 2003 Manager, Dynegy Marketing and Trade, Houston, Texas. Acted as Dynegy s QSE manager during the deregulation of the power market. Responsible for all ERCOT interfaces and market rule implementation. Developed bidding strategy for the real time markets and stewarded Dynegy s P&L resulting from the deregulated market. Also managed a 600 MW Cogeneration power plant in Channelview, Texas. Was responsible for determining the daily output for the facility, fuel nomination, and viability of long-term projects. July 2000-December 2001 Process Engineer, Operations Support Department, ExxonMobil Corporation, Baytown, Texas. Responsible for the day-to-day optimization and technical support for the recovery section of a world scale olefins plant. Responsible for unit project initiatives and coordination activities requiring the Plant Operations group, the laboratory, and inter-plant workforce. Other responsibilities include generating monitoring reports, catalyst management, and lost opportunity. February 2000 July 2000 Raw Material Analyst/Material Balance Engineer, Business Optimization Department, ExxonMobil Corporation, Baytown, Texas. Managed monthly product and supply material balances to within the required tolerances. Coordinated issue resolution between the controllers organization, third party customers and suppliers, and plant operations. Developed raw material stewardship package that has become a "best practice" at other Exxon steam cracking facilities. June February 2000 Page 44 of 54

45 John Hunter Rittenhouse Education Masters in Business Association in Finance, 1986 Fordham University, Bronx, New York Bachelor of Science in Accounting, 1980 University of Delaware, Newark, Delaware Qualifications Certified Public Accountant, New York State, 1982 Experience Chief Executive Officer, EDF Trading Limited, London, UK. John Rittenhouse is the Chief Executive of EDF Trading and EDF Trading North America. Supported by the executive team, he is responsible for the development and implementation of EDF Trading s strategy in its role as the wholesale market interface for the EDF Group and its third party customers. Prior to his appointment as Chief Executive in July 2008, he has held the roles of Managing Director and Chief Financial Officer. He joined EDF Trading at its inception in 1998 and was appointed to the Board of Directors in April April 1999-Present Vice President of Finance, Louis Dreyfus Corporation, Wilton, CT. Nature of business was Commodities Trading. January 1997-April 1999 Finance Director, Louis Dreyfus Energy Limited, London, UK. The firm conducted business as an Oil Refinery and Marketing and Trading. April 1991-December 1996 Financial Controller and Treasurer, Intermarket Capital Associates, LP, New York, NY. Nature of business was Bond Trading. September 1987-August 1990 Financial Controller, Ceres Capital Corp., New York,, NY. Nature of business was leasing computer equipment. July 1985-January 1987 Financial Controller, Pechiney Trading International, New York, NY. Nature of firm s business was metals trading. October 1983-July 1985 Associate, Arthur Young & Co., New York, NY. Nature of business was as an audit firm. August 1980-October 1983 Page 45 of 54

46 Eric Dennison Education Juris Doctorate University of Tennessee College of Law, Knoxville, Tennessee Bachelor of Music University of Kentucky, Lexington, Kentucky Qualifications Member of the Texas Bar Experience in: Commodities Law Energy Project Finance and Development State and Federal Energy Regulation Deregulated Utility Markets LNG Project Development and Off-Take Natural Gas Exploration and Production. Experience Eric Dennison began his career with Vinson & Elkins in Houston, Texas as a project development and real estate attorney. Since then, Eric s practice has focused on all segments of the energy industry, including federal and state commodity and energy matters, natural gas, alternative energy, LNG, coal and emissions. Eric has experience in the regulated and unregulated segments of the energy markets, and routinely handles matters that include advising on: hedging and credit risks, contract disputes, bankruptcy planning and contingencies, regulatory issues relating to energy and commodities trading, market regulation and structured credit and finance transactions. Eric also has experience in power and LNG project development and finance, and mergers and acquisitions involving energy related assets. Eric has worked in the private bar and as corporate counsel to various energy companies. Before joining EDF Trading North America, Eric was Assistant General Counsel of Dynegy Marketing and Trade, and General Counsel of Eagle Energy Partners I, L.P. Eric has served as General Counsel of EDF Trading North America, LLC since November In private practice, Eric has been a partner with leading energy practitioners including most recently with the law firm of Sutherland Asbill. As part of his corporate practice, Eric has served on various committees with ISDA, the North American Energy Standards Board, and the Western Systems Power Pool. Eric has practiced before the Federal Energy Regulatory Commission, the Texas and California Public Utility Commissions, and the Commodity Futures Trading Commission. Page 46 of 54

47 e. Agree that it will not present itself as a licensed retail supplier of electricity in Maryland, accept deposits, prepayments, or contract with any end-use customers without a license from the Commission. f. Pay all fees imposed by the Commission and any State and local taxes. g. Ensure that a copy of each service agreement entered into with Maryland electricity companies is provided to the Commission. h. Acknowledge that the license to sell electricity and electricity supply services is not transferable without prior Commission approval. 26. Affidavits Required: The Applicant must supply Affidavits of Tax Compliance and General Compliance to the Commission with the completed Application. The affidavits are included with this Application packet and must be executed by the Applicant (or representative with authority to bind the Applicant) in compliance with Maryland law. The Affidavits contain the following statements on behalf of the Applicant: a. Agreement to comply with all terms and conditions of applicable electricity company tariffs and agreements with electricity companies. b. Agreement to comply with all applicable federal and State consumer protection and environmental laws and regulations, and Maryland Public Service Commission regulations and requirements. c. Agreement to comply with all applicable State and local tax and surcharge requirements. d. Statement that the Applicant has obtained all the licenses and permits required to operate the proposed business in the State of Maryland. e. Agreement of Non-Disclosure and No Reselling of customer data provided to the Applicant by any Maryland electricity distribution company. f. Statement that the Applicant, including the Company and any of its affiliates, the general partners, corporate officers or directors, or limited liability company managers or officers of the Company or such affiliates: 1. Has had no civil, criminal or regulatory sanctions or penalties imposed against it within the previous ten years pursuant to any State or Federal consumer protection law or regulation; and has not ever been convicted of a felony; or, alternatively 2. Has disclosed by attachment all such sanctions, penalties or convictions. g. Statement that the Applicant: 1. Is not under involuntary bankruptcy/insolvency proceedings including but not limited to, the appointment of a receiver, liquidator, or trustee of the supplier, or a decree by such court adjudging the supplier bankrupt or insolvent or sequestering any substantial part of its property or a petition to declare bankruptcy as to reorganize the supplier; and 2. Has not filed a voluntary petition in bankruptcy under any provision of any Federal or State bankruptcy/insolvency law, or its consent to the filing of any bankruptcy or reorganization petition against it under any similar law; or without limiting the generality of the foregoing, a supplier admits in writing its inability to pay its debts generally as they become due or consents to the appointment of a receiver, trustee or liquidator of it or of all or any part of its property. h. Statement that the information, statements and documents submitted in connection with the Application are true and correct. Page 47 of 54

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54 Attachment A FINANCIAL INTEGRITY REQUIREMENTS An Applicant for a license can demonstrate financial integrity by providing evidence that is has meet either A, B or C. A. COMAR B: Show that the applicant has received an unsecured credit allowance greater than $2,000,000 from PJM Interconnection, LLC, and providing documentation of the credit allowance. B. COMAR E: Provide financial statements 3 showing: See Exhibit 19.a 1. Positive working capital; or debt service coverage equal to or greater than two times the annual interest costs; 2. Positive stockholder equity; or positive working capital and a dedicated source of additional financing including a line of credit, a pending stock issuance or debt issuance, or other committed source of financing; and 3. Positive net income; or stockholder equity equal to or greater than two times the amount of net loss. C. COMAR F: Provide the Commission with security in the form of the bond shown in Attachment B, or other security as required under COMAR H. 3 For proof of financial integrity, an Applicant may rely upon a guarantee provided by a parent corporation or other person. If a parent corporation or other person undertakes to guarantee the financial integrity of the Applicant, the parent corporation or other person shall supply the information and meet the financial standards that would otherwise be required of the Applicant. Page 54 of 54