-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KIZdi6njWz1WaByo91Oful9iNZsWoGS/ubWnX5wRPGc5Y0G6tukh0xHzaFMo0vTo m6Nj/3E1JxGmz2oHNqNIpw== 0001002910-04-000041.txt : 20040210 0001002910-04-000041.hdr.sgml : 20040210 20040210080414 ACCESSION NUMBER: 0001002910-04-000041 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040210 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040210 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMEREN CORP CENTRAL INDEX KEY: 0001002910 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 431723446 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14756 FILM NUMBER: 04579558 BUSINESS ADDRESS: STREET 1: 1901 CHOUTEAU AVE STREET 2: MC 1370 CITY: ST LOUIS STATE: MO ZIP: 63166-6149 BUSINESS PHONE: 431723446 MAIL ADDRESS: STREET 1: 1901 CHOUTEAU AVE STREET 2: MC 1370 CITY: ST LOUIS STATE: MO ZIP: 63103 8-K 1 amc8-k021004.txt AMC DTD. 02/10/04 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 10, 2004 AMEREN CORPORATION (Exact name of registrant as specified in its charter) Missouri 1-14756 43-1723446 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1901 Chouteau Avenue, St. Louis, Missouri 63103 (Address of principal executive offices and Zip Code) Registrant's telephone number, including area code: (314) 621-3222 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release regarding earnings for the twelve months ended December 31,2003, issued on February 10, 2004 by Ameren Corporation (the Registrant). ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On February 10, 2004, the Registrant issued a press release announcing its earnings for the twelve months ended December 31, 2003. The press release is attached as Exhibit 99.1 and is incorporated herein by reference. SIGNATURE 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 thereunto duly authorized. AMEREN CORPORATION (Registrant) By /s/ Martin J. Lyons -------------------------------------- Name: Martin J. Lyons Title: Vice President and Controller (Principal Accounting Officer) Date: February 10, 2003 2 Exhibit Index ------------- Exhibit No. Description - ----------- ----------- 99.1 - Press release regarding earnings for the twelve months ended December 31, 2003, issued on February 10, 2004 by Ameren Corporation. 3
AMEREN CORPORATION (AEE) CONSOLIDATED OPERATING STATISTICS Three Months Ended Twelve Months Ended December 31, December 31, --------------------------- ------------------------- 2003 2002 2003 2002 --------------------------- ------------------------- Electric Sales - KWH (in millions): Residential 3,967 3,845 17,673 16,704 Commercial 4,650 3,991 18,821 17,224 Industrial 4,510 2,994 17,685 12,442 Wholesale 2,099 2,280 8,770 8,936 Other 83 75 309 280 -------------- -------------- -------------- ----------- Native 15,309 13,185 63,258 55,586 Interchange 2,702 1,610 9,268 8,165 EEI 1,182 1,460 5,255 6,588 -------------- -------------- -------------- ----------- Total 19,193 16,255 77,781 70,339 Electric Revenues - (in millions): Residential $ 240 $ 228 $ 1,247 $ 1,202 Commercial 234 200 1,115 1,024 Industrial 175 111 733 511 Wholesale 68 72 295 291 Other 6 6 25 23 -------------- -------------- -------------- ----------- Native 723 617 3,415 3,051 Interchange 74 43 295 200 EEI 23 29 134 185 Other 27 19 93 84 -------------- -------------- -------------- ----------- Total 847 708 3,937 3,520 Power Supply (%): Fossil 78.3 78.9 77.5 74.3 Nuclear 12.2 12.4 11.9 12.4 Hydro 0.8 1.1 0.9 1.7 Purchased 8.7 7.6 9.7 11.6 Fuel Cost per KWH (cents) 1.074 0.975 1.079 1.015 Gas Sales - MMBTU (in thousands) 21,695 13,507 72,440 39,325 December 31, December 31, 2003 2002 ---------------- --------------- Common Stock: Shares outstanding (in millions) 162.9 154.1 Book value per share $26.73 $24.94 Capitalization Ratios: Common equity 47.5% 51.6% Preferred stock 2.0% 2.6% Debt, net of cash 50.5% 45.8%
AMEREN CORPORATION (AEE) CONSOLIDATED BALANCE SHEET (Unaudited, in millions) December 31, December 31, 2003 2002 - ------------------------------------------------------------------------------------------------------------------------------------ ASSETS - ------------------------------------------------------------------------------------------------------------------------------------ Current Assets: Cash and cash equivalents $ 111 $ 628 Accounts receivable - trade 326 266 Unbilled revenue 221 176 Miscellaneous accounts and notes receivable 126 44 Materials and supplies, at average cost 487 299 Other current assets 46 39 ------------------- ----------------- Total current assets 1,317 1,452 ------------------- ---------------- Property and Plant, net 10,917 8,840 Investments and Other Non-Current Assets: Investments 164 38 Nuclear decommissioning trust fund 212 172 Goodwill and other intangibles, net 664 - Other assets 320 307 ------------------- ---------------- Total investments and other assets 1,360 517 ------------------- ---------------- Regulatory Assets 729 690 - ------------------------------------------------------------------------------------------------------------------------------------ TOTAL ASSETS $ 14,323 $ 11,499 ==================================================================================================================================== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------------------------------------------------------------------------------------------------------ Current Liabilities: Current maturities of long-term debt $ 458 $ 339 Short-term debt 161 271 Accounts and wages payable 480 369 Taxes accrued 103 45 Other current liabilities 216 177 ------------------- ---------------- Total current liabilities 1,418 1,201 ------------------- ---------------- Long-term Debt, Net 4,109 3,433 Preferred Stock Subject to Mandatory Redemption 21 - Deferred Credits and Other Non-Current Liabilities: Accumulated deferred income taxes, net 1,943 1,707 Accumulated deferred investment tax credits 151 149 Regulatory liabilities 821 136 Asset retirement obligations 413 174 Accrued pension and other post-retirement benefits 699 476 Other deferred credits and liabilities 190 173 ------------------- ---------------- Total deferred credits and other liabilities 4,217 2,815 ------------------- ---------------- Preferred Stock Not Subject to Mandatory Redemption 182 193 Minority Interest in Consolidated Subsidiaries 22 15 Stockholders' Equity: Common stock 2 2 Other paid-in capital, principally premium on common stock 2,552 2,203 Retained earnings 1,853 1,739 Accumulated other comprehensive income (loss) (44) (93) Other (9) (9) ------------------- ---------------- Total stockholders' equity 4,354 3,842 - ------------------------------------------------------------------------------------------------------- ---------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 14,323 $ 11,499 ====================================================================================================================================
AMEREN CORPORATION (AEE) CONSOLIDATED STATEMENT OF INCOME (Unaudited, in millions, except per share amounts) Three Months Ended Twelve Months Ended December 31, December 31, ---------------------- ------------------------- 2003 2002 2003 2002 - ------------------------------------------------------------------------------------------------------------------------------------ Operating Revenues: - ------------------------------------------------------------------------------------------------------------------------------------ Electric $ 847 $ 708 $ 3,937 $ 3,520 Gas 198 113 648 315 Other 2 2 8 6 ------ ------ ------- --------- Total operating revenues 1,047 823 4,593 3,841 Operating Expenses: - ------------------------------------------------------------------------------------------------------------------------------------ Fuel and purchased power 252 170 1,055 825 Gas purchased for resale 141 69 457 198 Other operations and maintenance 323 325 1,224 1,160 Voluntary retirement and other restructuring charges - 92 - 92 Coal contract settlement - - (51) - Depreciation and amortization 131 110 519 431 Taxes other than income taxes 61 51 299 262 ------ ------ ------- --------- Total operating expenses 908 817 3,503 2,968 ------ ------ ------- --------- Operating Income 139 6 1,090 873 - ------------------------------------------------------------------------------------------------------------------------------------ Other Income and (Deductions): - ------------------------------------------------------------------------------------------------------------------------------------ Miscellaneous income 11 5 27 21 Miscellaneous expense (8) (4) (22) (50) ------- ------ ------- --------- Total other income and (deductions) 3 1 5 (29) ------- ------ ------- --------- Interest Charges and Preferred Dividends: - ------------------------------------------------------------------------------------------------------------------------------------ Interest 73 56 277 214 Preferred dividends of subsidiaries 3 2 11 11 ------- ------ ------- --------- Net interest charges and preferred dividends 76 58 288 225 ------- ------ ------- --------- Income Before Income Taxes and Cumulative Effect of Change in Accounting Principle 66 (51) 807 619 - ------------------------------------------------------------------------------------------------------------------------------------ Income Taxes 28 (19) 301 237 ------- ------ ------- --------- Income Before Cumulative Effect of Change in Accounting Principle 38 (32) 506 382 - ------------------------------------------------------------------------------------------------------------------------------------ Cumulative Effect of Change in Accounting Principle, Net of Income Taxes - - 18 - - ------------------------------------------------------------------------------------------------------------------------------------ Net Income $ 38 $ (32) $ 524 $ 382 ==================================================================================================================================== Earnings per Common Share - Basic: Income before cumulative effect of change in accounting principle $ 0.24 $ (0.20) $ 3.14 $ 2.61 Cumulative effect of change in accounting principle, net of income taxes - - 0.11 - ------- ------ ------- --------- Net income $ 0.24 $ (0.20) $ 3.25 $ 2.61 ==================================================================================================================================== Earnings per Common Share - Diluted: Income before cumulative effect of change in accounting principle $ 0.24 $ (0.20) $ 3.14 $ 2.60 Cumulative effect of change in accounting principle, net of income taxes - - 0.11 - ------- ------ ------- --------- Net income $ 0.24 $ (0.20) $ 3.25 $ 2.60 ==================================================================================================================================== Average Common Shares Outstanding 162.4 153.6 161.1 146.1 ====================================================================================================================================
AMEREN CORPORATION (AEE) CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited, in millions) Twelve Months Ended December 31, -------------------------- 2003 2002 - --------------------------------------------------------------------------------------------------------------------------- Cash Flows From Operating Activities: - --------------------------------------------------------------------------------------------------------------------------- Net income $ 524 $ 382 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting principle (18) - Depreciation and amortization 519 431 Amortization of nuclear fuel 33 30 Amortization of debt issuance costs and premium/discounts 10 8 Deferred income taxes, net 12 74 Deferred investment tax credits, net (11) (9) Coal contract settlement (36) - Voluntary retirement and other restructuring charges - 92 Other 5 8 Changes in assets and liabilities, excluding the effects of the acquisitions: Receivables, net 6 (26) Materials and supplies (47) (4) Accounts and wages payable (7) (80) Taxes accrued 39 38 Assets, other (15) (12) Liabilities, other 17 (99) -------- ------- Net cash provided by operating activities 1,031 833 - --------------------------------------------------------------------------------------------------------------------------- Cash Flows From Investing Activities: - --------------------------------------------------------------------------------------------------------------------------- Construction expenditures (682) (787) Acquisitions, net of cash acquired (479) - Nuclear fuel expenditures (23) (28) Other 3 12 -------- ------- Net cash used in investing activities (1,181) (803) - --------------------------------------------------------------------------------------------------------------------------- Cash Flows From Financing Activities: - --------------------------------------------------------------------------------------------------------------------------- Dividends on common stock (410) (376) Capital issuance costs (14) (35) Redemptions, Repurchases and Maturities - Nuclear fuel lease (46) - Short-term debt (110) (370) Long-term debt (815) (247) Preferred stock (31) (42) Issuances - Common stock 361 658 Nuclear fuel lease - 50 Long-term debt 698 893 -------- ------- Net cash provided by (used in) financing activities (367) 531 - --------------------------------------------------------------------------------------------------------------------------- Net Change In Cash and Cash Equivalents (517) 561 Cash and Cash Equivalents at Beginning of Year 628 67 - --------------------------------------------------------------------------------------------------------------------------- Cash and Cash Equivalents at End of Year $ 111 $ 628 ===========================================================================================================================
EX-99.1 3 ex99-1_8k021004.txt 021004 8K EXHIBIT Exhibit 99.1 [GRAPHIC OMITTED][GRAPHIC OMITTED] One Ameren Plaza 1901 Chouteau Avenue St. Louis, MO 63103 Contact: Media Analysts Investors Tim Fox Bruce Steinke Investor Services (314) 554-3120 (314) 554-2574 invest@ameren.com tfox2@ameren.com bsteinke@ameren.com FOR IMMEDIATE RELEASE - --------------------- AMEREN REPORTS 2003 EARNINGS St. Louis, Mo., Feb. 10, 2004---Ameren Corporation (NYSE: AEE) today announced 2003 net income of $524 million, or $3.25 per share ($3.25 diluted), compared to net income of $382 million, or $2.61 per share ($2.60 diluted), in 2002. Ameren recorded net income of $38 million, or 24 cents per share (24 cents diluted), for the fourth quarter of 2003, compared to a net loss of $32 million, or 20 cents per share (20 cents diluted), for the fourth quarter of 2002. Net income in 2003 included a third quarter after-tax gain of $31 million, or 19 cents per share, related to the settlement of a dispute over certain mine reclamation issues with a coal supplier and a first quarter after-tax gain of $18 million, or 11 cents per share, due to the adoption of a new accounting standard related to the recognition of asset retirement obligations. Net income in 2002 included a fourth quarter after-tax charge of $58 million, or 40 cents per share, which primarily related to a voluntary employee retirement program and restructuring charges associated with the retirement of the company's Venice, Ill., plant. Excluding these items, adjusted (non-GAAP) net income in 2003 was $475 million, or $2.95 per share ($2.95 diluted), compared to adjusted (non-GAAP) net income of $440 million, or $3.01 per share ($3.00 diluted), in 2002. Adjusted (non-GAAP) net income for the fourth quarter of 2002 was $26 million, or 18 cents per share (18 cents diluted). "Despite our share of challenges in 2003, we again delivered solid returns to our shareholders and reliable service to our customers," said Gary L. Rainwater, chairman and chief executive officer of Ameren Corporation. "As we began 2003, we faced a weak economy and energy market, electric rate reductions in our Missouri service territory and rising employee benefit costs. To tackle these challenges, we initiated a voluntary retirement program that reduced staffing levels; we closed inefficient generating units and took steps to reduce employee benefit costs, while still maintaining our position as an employer of choice." - more - Add One Mr. Rainwater added, "In the spring of 2003, an unexpected challenge arose as the worst series of storms and tornados in our history hit our service territory. However, our crews persevered and restored service quickly. Following the outages our customer service and satisfaction ratings actually increased--a testament to the hard work and the positive impression our crews made with customers." "As we moved through 2003, we seamlessly completed the acquisition and integration of CILCORP Inc. As a result, we realized anticipated acquisition synergies and fully expect to realize even greater synergies in the future," noted Mr. Rainwater. "Lastly, our cost containment measures and excellent operating performance, when combined with better-than-expected power prices, put us in a position to offset lower sales due to mild weather." Electric revenues in 2003 increased by $417 million, compared to 2002. The acquisition of CILCORP Inc. (including its utility subsidiary now operating as AmerenCILCO) increased electric revenues by $497 million. Higher interchange revenues associated with higher power prices and the improved availability of power plants also increased electric revenues by approximately $80 million. As a result, earnings from interchange power sales by AmerenEnergy, Inc., on behalf of AmerenUE and AmerenEnergy Generating Company, were 55 cents per share in 2003, versus 20 cents per share in 2002. These increases in revenues were partially offset by lower revenues from native load customers due to cooler summer weather in 2003, compared to hotter than normal summer weather in 2002. The company estimates that milder weather resulted in a 40 to 50 cent per share reduction in 2003 net income, compared to 2002. In addition, electric rate reductions in AmerenUE's Missouri service territory lowered 2003 revenue by $34 million, as compared to 2002. In the company's pre-CILCORP acquisition service area, weather-sensitive residential and commercial electric kilowatthour sales declined 4 percent and 2 percent, respectively, in 2003, compared to 2002. However, industrial electric kilowatthour sales in 2003 increased 2 percent in the company's pre-CILCORP acquisition service territory. Other operations and maintenance expenses increased $64 million in 2003, compared to 2002. Increased expenses due to the acquisition of CILCORP's operations ($135 million) and rising employee benefit costs were partially offset by lower labor costs resulting from the voluntary retirement program implemented at Ameren in early 2003 and lower electric generating plant maintenance costs. Earnings per share were also unfavorably impacted, compared to 2002, by higher depreciation expenses and financing costs associated with - more - Add Two increased capital expenditures, as well as a greater number of common shares outstanding resulting from shares issued in 2002 and 2003 as the company continued to maintain its strong credit profile. As noted previously, Ameren completed the acquisition of CILCORP in January 2003, and completed the integration of financial and operating systems in the second half of 2003. During 2003, the CILCORP transaction was accretive to earnings per share by approximately 4 cents, consistent with Ameren's expectations. On February 3, 2004, Ameren announced the signing of a definitive agreement to purchase the stock of Decatur, Ill.-based Illinois Power Company and a 20 percent interest in Electric Energy, Inc. (EEI) from Dynegy Inc. (NYSE: DYN) in a transaction valued at $2.3 billion. Ameren also announced that its financing plan for this transaction would include the issuance of new Ameren common stock, which in total, is expected to equal at least 50 percent of the transaction value. Last week, Ameren sold approximately 19.1 million shares of common stock valued at $875 million. The net proceeds from the offering are expected to be ultimately used for this acquisition. "Consistent with our acquisition of CILCORP, we intend to approach our financing for the Illinois Power acquisition in a conservative and prudent fashion," said Warner L. Baxter, executive vice president and chief financial officer. "We view our acquisition of Illinois Power and a greater ownership interest in EEI as a strategic long-term investment, which calls for a financing plan consistent with this perspective." Mr. Baxter added, "We expect this acquisition to be accretive to earnings by 5 to 10 cents per share in each of the first two years after closing and to provide significant long-term value for all of our stakeholders. However, last week's issuance of common stock prior to the closing of the acquisition will be dilutive to 2004 earnings per share by approximately 15 to 18 cents, assuming a year-end closing of the transaction." As a result of the issuance of the 19.1 million new shares of common stock, Ameren announced today that it now expects its 2004 earnings per share to range between $2.75 and $2.95 per share. Prior to the issuance of the new common stock, the company expected its 2004 earnings per share would range between $2.90 and $3.10 per share. The 2004 estimate excludes any potential earnings impact of the Illinois Power acquisition or potential further common stock issuances prior to the closing of the transaction. The company's guidance is subject to, among other things, plant operations, weather conditions, energy market and - more - Add Three economic conditions, unusual or otherwise unexpected gains or losses and other risks and uncertainties outlined in the company's Forward-Looking Statements section of this release. Ameren will conduct a conference call for financial analysts at 9:00 a.m. (Central Time) on Tuesday, Feb. 10, to discuss 2003 net income and the updated 2004 guidance. Investors, the news media and the public may listen to a live Internet broadcast of the Ameren analyst call at www.ameren.com by clicking on "2003 Earnings Conference Call," then the appropriate audio link. The analyst call will also be available for replay on the Internet for one year. Telephone playback of the conference call will also be available beginning at 12:00 p.m. (Central Time), Feb. 10, until Feb. 17 by dialing, U.S. (800) 428-6051; international (973) 709-2089, and entering the number: 331947. With assets of $14.3 billion, Ameren owns a diverse mix of electric generating plants strategically located in its Midwest market with a capacity of more than 14,700 megawatts. Ameren serves 1.7 million electric customers and 500,000 natural gas customers in a 49,000 square-mile area of Missouri and Illinois. Forward-Looking Statements - -------------------------- Statements made in this release, which are not based on historical facts, are "forward-looking" and, accordingly, involve risks and uncertainties that could cause actual results to differ materially from those discussed. Although such "forward-looking" statements have been made in good faith and are based on reasonable assumptions, there is no assurance that the expected results will be achieved. These statements include (without limitation) statements as to future expectations, beliefs, plans, strategies, objectives, events, conditions, and financial performance. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the company is providing this cautionary statement to identify important factors that could cause actual results to differ materially from those anticipated. The following factors, in addition to those discussed elsewhere in this release and in past and subsequent securities filings, could cause actual results to differ materially from management expectations as suggested by such "forward-looking" statements: o the closing and timing of Ameren's acquisition of Illinois Power and the impact of any conditions imposed by regulators in connection with their approval thereof; o the effects of the stipulation and agreement relating to the AmerenUE Missouri electric excess earnings complaint case and other regulatory actions, including changes in regulatory policy; o changes in laws and other governmental actions, including monetary and fiscal policy; o the impact on the company of current regulations related to the opportunity for customers to choose alternative energy suppliers in Illinois; o the effects of increased competition in the future due to, among other things, deregulation of certain aspects of the company's business at both the state and federal levels; o the effects of participation in a Federal Energy Regulatory Commission-approved regional transmission organization, including activities associated with the Midwest Independent System Operator; o the availability of fuel for the production of electricity, such as coal and natural gas, and purchased power and natural gas for distribution, and the level and volatility of future market prices for such commodities, including the ability to recover any increased costs; o the use of financial and derivative instruments; o average rates for electricity in the Midwest; o business and economic conditions; o the impact of the adoption of new accounting standards and the application of appropriate technical accounting rules and guidance; o interest rates and the availability of capital; o actions of ratings agencies and the effects of such actions; weather conditions; generation plant construction, installation and performance; operation of nuclear power facilities and decommissioning costs; o the effects of strategic initiatives, including acquisitions and divestitures; o the impact of current environmental regulations on utilities and generating companies and the expectation that more stringent requirements will be introduced over time, which could potentially have a negative financial effect; o future wages and employee benefits costs, including changes in returns on benefit plan assets; o disruptions of the capital markets or other events making the company's access to necessary capital more difficult or costly; o competition from other generating facilities, including new facilities that may be developed; difficulties in integrating AmerenCILCO and Illinois Power with the company's other businesses; o changes in the coal markets, environmental laws or regulations, or other factors adversely impacting synergy assumptions in connection with the CILCORP Inc. and Illinois Power acquisitions; o cost and availability of transmission capacity for the energy generated by the company's generating facilities or required to satisfy energy sales made by the company; and legal and administrative proceedings. # # # -----END PRIVACY-ENHANCED MESSAGE-----