Missouri | 1-14756 | 43-1723446 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.02 | Results of Operations and Financial Condition. |
ITEM 8.01 | Other Events. |
ITEM 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
Exhibit Number: | Title: | |
99.1* | Press release regarding earnings for the quarterly period ended March 31, 2017, issued on May 4, 2017, by Ameren. | |
99.2 | Ameren’s unaudited consolidated Statement of Income for the three months ended March 31, 2017 and March 31, 2016, Balance Sheet at March 31, 2017 and December 31, 2016, and Statement of Cash Flows for the three months ended March 31, 2017 and March 31, 2016. |
AMEREN CORPORATION | ||
(Registrant) | ||
By: /s/ Martin J. Lyons, Jr.___________________________ | ||
Name: Martin J. Lyons, Jr. | ||
Title: Executive Vice President and Chief Financial Officer |
Exhibit Number: | Title: | |
99.1* | Press release regarding earnings for the quarterly period ended March 31, 2017, issued on May 4, 2017, by Ameren. | |
99.2 | Ameren’s unaudited consolidated Statement of Income for the three months ended March 31, 2017 and March 31, 2016, Balance Sheet at March 31, 2017 and December 31, 2016, and Statement of Cash Flows for the three months ended March 31, 2017 and March 31, 2016. |
Exhibit 99.1 |
Contacts | |||
Media | Analysts | Investors | |
Joe Muehlenkamp | Doug Fischer | Andrew Kirk | Investor Services |
314.554.4135 | 314.554.4859 | 314.554.3942 | 800.255.2237 |
jmuehlenkamp@ameren.com | dfischer@ameren.com | akirk@ameren.com | invest@ameren.com |
• | First Quarter Earnings Per Share were $0.42 in 2017, Compared to $0.43 in 2016 |
• | Guidance Range for 2017 Diluted EPS Affirmed at $2.65 to $2.85 |
• | regulatory, judicial, or legislative actions, including any federal income tax reform and changes in regulatory policies and ratemaking determinations, such as those that may result from the complaint case filed in February 2015 with the Federal Energy Regulatory Commission seeking a reduction in the allowed base return on common equity under the Midcontinent Independent System Operator tariff, Ameren Illinois’ April 2017 annual electric distribution service formula rate update filing, and future regulatory, judicial, or legislative actions that change regulatory recovery mechanisms; |
• | the effect of Ameren Illinois participating in a performance-based formula ratemaking process under the Illinois Energy Infrastructure Modernization Act (IEIMA), including the direct relationship between Ameren Illinois’ return on common equity and 30-year United States Treasury bond yields, and the related financial commitments; |
• | the effects of changes in federal, state, or local laws and other governmental actions, including monetary, fiscal, and energy policies; |
• | the effects of changes in federal, state, or local tax laws, regulations, interpretations, or rates and any challenges to the tax positions we have taken; |
• | the effects on demand for our services resulting from technological advances, including advances in customer energy efficiency and private generation sources, which generate electricity at the site of consumption and are becoming more cost-competitive; |
• | the effectiveness of Ameren Missouri’s customer energy efficiency programs and the related revenues and performance incentives earned under its MEEIA plans; |
• | Ameren Illinois’ achievement of Future Energy Jobs Act electric energy efficiency goals, and the resulting impact on its allowed return on program investments; |
• | our ability to align overall spending, both operating and capital, with frameworks established by our regulators in our attempt to earn our allowed return on equity; |
• | the timing of increasing capital expenditure and operating expense requirements and our ability to recover these costs in a timely manner; |
• | the cost and availability of fuel, such as ultra-low-sulfur coal, natural gas, and enriched uranium used to produce electricity; the cost and availability of purchased power and natural gas for distribution; and the level and volatility of future market prices for such commodities, including our ability to recover the costs for such commodities and our customers’ tolerance for the related rate increases; |
• | disruptions in the delivery of fuel, failure of our fuel suppliers to provide adequate quantities or quality of fuel, or lack of adequate inventories of fuel, including nuclear fuel assemblies from Westinghouse, the Callaway Energy Center's only Nuclear Regulatory Commission-licensed supplier of such assemblies, which is currently in bankruptcy proceedings; |
• | the effectiveness of our risk management strategies and our use of financial and derivative instruments; |
• | the ability to obtain sufficient insurance, including insurance for Ameren Missouri’s Callaway Energy Center, or, in the absence of insurance, the ability to recover uninsured losses from our customers; |
• | business and economic conditions, including their impact on interest rates, collection of our receivable balances, and demand for our products; |
• | disruptions of the capital markets, deterioration in our credit metrics, or other events that may have an adverse effect on the cost or availability of capital, including short-term credit and liquidity; |
• | the actions of credit rating agencies and the effects of such actions; |
• | the impact of adopting new accounting guidance and the application of appropriate accounting rules and guidance; |
• | the impact of weather conditions and other natural phenomena on us and our customers, including the impact of system outages; |
• | the construction, installation, performance, and cost recovery of generation, transmission, and distribution assets; |
• | the effects of breakdowns or failures of equipment in the operation of natural gas transmission and distribution systems and storage facilities, such as leaks, explosions and mechanical problems, and compliance with natural gas safety regulations; |
• | the effects of our increasing investment in electric transmission projects, our ability to obtain all of the necessary approvals to complete the projects, and the uncertainty as to whether we will achieve our expected returns in a timely manner; |
• | operation of Ameren Missouri’s Callaway Energy Center, including planned and unplanned outages, and decommissioning costs; |
• | the effects of strategic initiatives, including mergers, acquisitions and divestitures, and any related tax implications; |
• | the impact of current environmental regulations and new, more stringent, or changing requirements, including those related to carbon dioxide, other emissions and discharges, cooling water intake structures, coal combustion residuals, and energy efficiency, that are enacted over time and that could limit or terminate the operation of certain of Ameren Missouri's energy centers, increase our costs or investment requirements, result in an impairment of our assets, cause us to sell our assets, reduce our customers’ demand for electricity or natural gas, or otherwise have a negative financial effect; |
• | the impact of complying with renewable energy portfolio requirements in Missouri; |
• | labor disputes, work force reductions, future wage and employee benefits costs, including changes in discount rates, mortality tables, and returns on benefit plan assets; |
• | the inability of our counterparties to meet their obligations with respect to contracts, credit agreements, and financial instruments; |
• | the cost and availability of transmission capacity for the energy generated by Ameren Missouri’s energy centers or required to satisfy Ameren Missouri’s energy sales; |
• | legal and administrative proceedings; |
• | the impact of cyber attacks, which could result in the loss of operational control of energy centers and electric and natural gas transmission and distribution systems and/or the loss of data, such as customer data and account information; and |
• | acts of sabotage, war, terrorism, or other intentionally disruptive acts. |
Three Months Ended March 31, | |||||||
2017 | 2016 | ||||||
Operating Revenues: | |||||||
Electric | $ | 1,206 | $ | 1,102 | |||
Gas | 308 | 332 | |||||
Total operating revenues | 1,514 | 1,434 | |||||
Operating Expenses: | |||||||
Fuel | 206 | 203 | |||||
Purchased power | 180 | 138 | |||||
Gas purchased for resale | 130 | 152 | |||||
Other operations and maintenance | 405 | 400 | |||||
Depreciation and amortization | 221 | 207 | |||||
Taxes other than income taxes | 118 | 114 | |||||
Total operating expenses | 1,260 | 1,214 | |||||
Operating Income | 254 | 220 | |||||
Other Income and Expenses: | |||||||
Miscellaneous income | 15 | 20 | |||||
Miscellaneous expense | 9 | 7 | |||||
Total other income | 6 | 13 | |||||
Interest Charges | 99 | 95 | |||||
Income Before Income Taxes | 161 | 138 | |||||
Income Taxes | 57 | 31 | |||||
Net Income | 104 | 107 | |||||
Less: Net Income Attributable to Noncontrolling Interests | 2 | 2 | |||||
Net Income Attributable to Ameren Common Shareholders | $ | 102 | $ | 105 | |||
Earnings per Common Share – Basic and Diluted | $ | 0.42 | $ | 0.43 | |||
Average Common Shares Outstanding – Basic | 242.6 | 242.6 |
March 31, 2017 | December 31, 2016 | ||||||
ASSETS | |||||||
Current Assets: | |||||||
Cash and cash equivalents | $ | 8 | $ | 9 | |||
Accounts receivable - trade (less allowance for doubtful accounts) | 457 | 437 | |||||
Unbilled revenue | 228 | 295 | |||||
Miscellaneous accounts receivable | 67 | 63 | |||||
Inventories | 467 | 527 | |||||
Current regulatory assets | 118 | 149 | |||||
Other current assets | 105 | 113 | |||||
Total current assets | 1,450 | 1,593 | |||||
Property, Plant, and Equipment, Net | 20,298 | 20,113 | |||||
Investments and Other Assets: | |||||||
Nuclear decommissioning trust fund | 635 | 607 | |||||
Goodwill | 411 | 411 | |||||
Regulatory assets | 1,485 | 1,437 | |||||
Other assets | 532 | 538 | |||||
Total investments and other assets | 3,063 | 2,993 | |||||
TOTAL ASSETS | $ | 24,811 | $ | 24,699 | |||
LIABILITIES AND EQUITY | |||||||
Current Liabilities: | |||||||
Current maturities of long-term debt | $ | 681 | $ | 681 | |||
Short-term debt | 914 | 558 | |||||
Accounts and wages payable | 460 | 805 | |||||
Taxes accrued | 77 | 46 | |||||
Interest accrued | 100 | 93 | |||||
Customer deposits | 106 | 107 | |||||
Current regulatory liabilities | 144 | 110 | |||||
Other current liabilities | 280 | 274 | |||||
Total current liabilities | 2,762 | 2,674 | |||||
Long-term Debt, Net | 6,597 | 6,595 | |||||
Deferred Credits and Other Liabilities: | |||||||
Accumulated deferred income taxes, net | 4,321 | 4,264 | |||||
Accumulated deferred investment tax credits | 53 | 55 | |||||
Regulatory liabilities | 1,982 | 1,985 | |||||
Asset retirement obligations | 641 | 635 | |||||
Pension and other postretirement benefits | 768 | 769 | |||||
Other deferred credits and liabilities | 481 | 477 | |||||
Total deferred credits and other liabilities | 8,246 | 8,185 | |||||
Ameren Corporation Shareholders’ Equity: | |||||||
Common stock | 2 | 2 | |||||
Other paid-in capital, principally premium on common stock | 5,522 | 5,556 | |||||
Retained earnings | 1,563 | 1,568 | |||||
Accumulated other comprehensive loss | (23 | ) | (23 | ) | |||
Total Ameren Corporation shareholders’ equity | 7,064 | 7,103 | |||||
Noncontrolling Interests | 142 | 142 | |||||
Total equity | 7,206 | 7,245 | |||||
TOTAL LIABILITIES AND EQUITY | $ | 24,811 | $ | 24,699 |
Three Months Ended March 31, | |||||||
2017 | 2016 | ||||||
Cash Flows From Operating Activities: | |||||||
Net income | $ | 104 | $ | 107 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization | 217 | 210 | |||||
Amortization of nuclear fuel | 24 | 24 | |||||
Amortization of debt issuance costs and premium/discounts | 6 | 6 | |||||
Deferred income taxes and investment tax credits, net | 51 | 42 | |||||
Allowance for equity funds used during construction | (6 | ) | (8 | ) | |||
Share-based compensation costs | 4 | 6 | |||||
Other | (4 | ) | (3 | ) | |||
Changes in assets and liabilities | (65 | ) | (35 | ) | |||
Net cash provided by operating activities | 331 | 349 | |||||
Cash Flows From Investing Activities: | |||||||
Capital expenditures | (504 | ) | (496 | ) | |||
Nuclear fuel expenditures | (27 | ) | (21 | ) | |||
Purchases of securities – nuclear decommissioning trust fund | (64 | ) | (130 | ) | |||
Sales and maturities of securities – nuclear decommissioning trust fund | 58 | 125 | |||||
Other | (2 | ) | 12 | ||||
Net cash used in investing activities | (539 | ) | (510 | ) | |||
Cash Flows From Financing Activities: | |||||||
Dividends on common stock | (107 | ) | (103 | ) | |||
Dividends paid to noncontrolling interest holders | (2 | ) | (2 | ) | |||
Short-term debt, net | 356 | 280 | |||||
Maturities of long-term debt | — | (260 | ) | ||||
Share-based payments | (39 | ) | (32 | ) | |||
Other | (1 | ) | (1 | ) | |||
Net cash provided by (used in) financing activities | 207 | (118 | ) | ||||
Net change in cash and cash equivalents | (1 | ) | (279 | ) | |||
Cash and cash equivalents at beginning of year | 9 | 292 | |||||
Cash and cash equivalents at end of period | $ | 8 | $ | 13 |
Three Months Ended March 31, | |||||||
2017 | 2016 | ||||||
Electric Sales - kilowatthours (in millions): | |||||||
Ameren Missouri | |||||||
Residential | 3,227 | 3,477 | |||||
Commercial | 3,357 | 3,469 | |||||
Industrial | 1,035 | 1,302 | |||||
Off-system and other | 3,221 | 1,926 | |||||
Ameren Missouri total | 10,840 | 10,174 | |||||
Ameren Illinois Electric Distribution | |||||||
Residential | 2,717 | 2,904 | |||||
Commercial | 2,917 | 2,835 | |||||
Industrial | 2,736 | 2,831 | |||||
Street Lighting/Public Authority | 132 | 144 | |||||
Ameren Illinois Electric Distribution total | 8,502 | 8,714 | |||||
Eliminate affiliate sales | (168 | ) | (198 | ) | |||
Ameren Total | 19,174 | 18,690 | |||||
Electric Revenues (in millions): | |||||||
Ameren Missouri | |||||||
Residential | $ | 290 | $ | 298 | |||
Commercial | 231 | 240 | |||||
Industrial | 58 | 68 | |||||
Off-system and other | 167 | 88 | |||||
Ameren Missouri total | $ | 746 | $ | 694 | |||
Ameren Illinois Electric Distribution | |||||||
Residential | |||||||
Delivery service | $ | 137 | $ | 117 | |||
Power supply and other cost recovery | 82 | 87 | |||||
Commercial | |||||||
Delivery service | 80 | 61 | |||||
Power supply and other cost recovery | 53 | 51 | |||||
Industrial | |||||||
Delivery service | 17 | 13 | |||||
Power supply and other cost recovery | 11 | 8 | |||||
Street Lighting/Public Authority | |||||||
Delivery service | 6 | 8 | |||||
Power supply and other cost recovery | 3 | 4 | |||||
Other | (4 | ) | 3 | ||||
Ameren Illinois Electric Distribution total | $ | 385 | $ | 352 | |||
Ameren Transmission | |||||||
Ameren Illinois Transmission(a) | $ | 60 | $ | 51 | |||
ATXI | 42 | 32 | |||||
Ameren Transmission total | $ | 102 | $ | 83 | |||
Other and intersegment eliminations | (27 | ) | (27 | ) | |||
Ameren Total | $ | 1,206 | $ | 1,102 |
(a) | Includes $6 million and $11 million, respectively, of electric operating revenues from transmission services provided to |
Three Months Ended | |||||||
March 31, | |||||||
2017 | 2016 | ||||||
Gas Sales - dekatherms (in millions): | |||||||
Ameren Missouri | 6 | 7 | |||||
Ameren Illinois Natural Gas | 58 | 62 | |||||
Ameren Total | 64 | 69 | |||||
Gas Revenues (in millions): | |||||||
Ameren Missouri | $ | 44 | $ | 47 | |||
Ameren Illinois Natural Gas | 264 | 285 | |||||
Ameren Total | $ | 308 | $ | 332 | |||
March 31, 2017 | December 31, 2016 | ||||||
Common Stock: | |||||||
Shares outstanding (in millions) | 242.6 | 242.6 | |||||
Book value per share | $ | 29.12 | $ | 29.28 |
Three Months Ended March 31, | |||||||
2017 | 2016 | ||||||
Operating Revenues: | |||||||
Electric | $ | 1,206 | $ | 1,102 | |||
Gas | 308 | 332 | |||||
Total operating revenues | 1,514 | 1,434 | |||||
Operating Expenses: | |||||||
Fuel | 206 | 203 | |||||
Purchased power | 180 | 138 | |||||
Gas purchased for resale | 130 | 152 | |||||
Other operations and maintenance | 405 | 400 | |||||
Depreciation and amortization | 221 | 207 | |||||
Taxes other than income taxes | 118 | 114 | |||||
Total operating expenses | 1,260 | 1,214 | |||||
Operating Income | 254 | 220 | |||||
Other Income and Expenses: | |||||||
Miscellaneous income | 15 | 20 | |||||
Miscellaneous expense | 9 | 7 | |||||
Total other income | 6 | 13 | |||||
Interest Charges | 99 | 95 | |||||
Income Before Income Taxes | 161 | 138 | |||||
Income Taxes | 57 | 31 | |||||
Net Income | 104 | 107 | |||||
Less: Net Income Attributable to Noncontrolling Interests | 2 | 2 | |||||
Net Income Attributable to Ameren Common Shareholders | $ | 102 | $ | 105 | |||
Earnings per Common Share – Basic and Diluted | $ | 0.42 | $ | 0.43 | |||
Average Common Shares Outstanding – Basic | 242.6 | 242.6 |
March 31, 2017 | December 31, 2016 | ||||||
ASSETS | |||||||
Current Assets: | |||||||
Cash and cash equivalents | $ | 8 | $ | 9 | |||
Accounts receivable - trade (less allowance for doubtful accounts) | 457 | 437 | |||||
Unbilled revenue | 228 | 295 | |||||
Miscellaneous accounts receivable | 67 | 63 | |||||
Inventories | 467 | 527 | |||||
Current regulatory assets | 118 | 149 | |||||
Other current assets | 105 | 113 | |||||
Total current assets | 1,450 | 1,593 | |||||
Property, Plant, and Equipment, Net | 20,298 | 20,113 | |||||
Investments and Other Assets: | |||||||
Nuclear decommissioning trust fund | 635 | 607 | |||||
Goodwill | 411 | 411 | |||||
Regulatory assets | 1,485 | 1,437 | |||||
Other assets | 532 | 538 | |||||
Total investments and other assets | 3,063 | 2,993 | |||||
TOTAL ASSETS | $ | 24,811 | $ | 24,699 | |||
LIABILITIES AND EQUITY | |||||||
Current Liabilities: | |||||||
Current maturities of long-term debt | $ | 681 | $ | 681 | |||
Short-term debt | 914 | 558 | |||||
Accounts and wages payable | 460 | 805 | |||||
Taxes accrued | 77 | 46 | |||||
Interest accrued | 100 | 93 | |||||
Customer deposits | 106 | 107 | |||||
Current regulatory liabilities | 144 | 110 | |||||
Other current liabilities | 280 | 274 | |||||
Total current liabilities | 2,762 | 2,674 | |||||
Long-term Debt, Net | 6,597 | 6,595 | |||||
Deferred Credits and Other Liabilities: | |||||||
Accumulated deferred income taxes, net | 4,321 | 4,264 | |||||
Accumulated deferred investment tax credits | 53 | 55 | |||||
Regulatory liabilities | 1,982 | 1,985 | |||||
Asset retirement obligations | 641 | 635 | |||||
Pension and other postretirement benefits | 768 | 769 | |||||
Other deferred credits and liabilities | 481 | 477 | |||||
Total deferred credits and other liabilities | 8,246 | 8,185 | |||||
Ameren Corporation Shareholders’ Equity: | |||||||
Common stock | 2 | 2 | |||||
Other paid-in capital, principally premium on common stock | 5,522 | 5,556 | |||||
Retained earnings | 1,563 | 1,568 | |||||
Accumulated other comprehensive loss | (23 | ) | (23 | ) | |||
Total Ameren Corporation shareholders’ equity | 7,064 | 7,103 | |||||
Noncontrolling Interests | 142 | 142 | |||||
Total equity | 7,206 | 7,245 | |||||
TOTAL LIABILITIES AND EQUITY | $ | 24,811 | $ | 24,699 |
Three Months Ended March 31, | |||||||
2017 | 2016 | ||||||
Cash Flows From Operating Activities: | |||||||
Net income | $ | 104 | $ | 107 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization | 217 | 210 | |||||
Amortization of nuclear fuel | 24 | 24 | |||||
Amortization of debt issuance costs and premium/discounts | 6 | 6 | |||||
Deferred income taxes and investment tax credits, net | 51 | 42 | |||||
Allowance for equity funds used during construction | (6 | ) | (8 | ) | |||
Share-based compensation costs | 4 | 6 | |||||
Other | (4 | ) | (3 | ) | |||
Changes in assets and liabilities | (65 | ) | (35 | ) | |||
Net cash provided by operating activities | 331 | 349 | |||||
Cash Flows From Investing Activities: | |||||||
Capital expenditures | (504 | ) | (496 | ) | |||
Nuclear fuel expenditures | (27 | ) | (21 | ) | |||
Purchases of securities – nuclear decommissioning trust fund | (64 | ) | (130 | ) | |||
Sales and maturities of securities – nuclear decommissioning trust fund | 58 | 125 | |||||
Other | (2 | ) | 12 | ||||
Net cash used in investing activities | (539 | ) | (510 | ) | |||
Cash Flows From Financing Activities: | |||||||
Dividends on common stock | (107 | ) | (103 | ) | |||
Dividends paid to noncontrolling interest holders | (2 | ) | (2 | ) | |||
Short-term debt, net | 356 | 280 | |||||
Maturities of long-term debt | — | (260 | ) | ||||
Share-based payments | (39 | ) | (32 | ) | |||
Other | (1 | ) | (1 | ) | |||
Net cash provided by (used in) financing activities | 207 | (118 | ) | ||||
Net change in cash and cash equivalents | (1 | ) | (279 | ) | |||
Cash and cash equivalents at beginning of year | 9 | 292 | |||||
Cash and cash equivalents at end of period | $ | 8 | $ | 13 |