-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, gHXXp14WpNozbVYXMNmo+UvuORUjFHK8D2IjECmOgFxlVu9DTxkal8kNC4Cyu8o8 NCZYe5cH8TSEi+FTNnO6Qg== 0000950124-95-001915.txt : 199507030000950124-95-001915.hdr.sgml : 19950703 ACCESSION NUMBER: 0000950124-95-001915 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950630 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNION ELECTRIC CO CENTRAL INDEX KEY: 0000100826 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 430559760 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02967 FILM NUMBER: 95551322 BUSINESS ADDRESS: STREET 1: P O BOX 149 CITY: ST LOUIS STATE: MO ZIP: 63166 BUSINESS PHONE: 3146213222 MAIL ADDRESS: STREET 1: P O BOX 149 CITY: ST LOUIS STATE: MO ZIP: 63166 11-K 1 FORM 11-K 1 FORM 11-K (X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from ________ to ________ COMMISSION FILE NUMBER 1-2967 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN Issuer: Union Electric Company 1901 Chouteau Avenue St. Louis, Missouri 63103 (Principal Executive Office) 2 (PRICE WATERHOUSE LLP FINANCIAL REPORT) 3 UNION ELECTRIC COMPANY Savings Investment Plan Financial Statements and Additional Information December 31, 1994 4 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN INDEX TO FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION PAGE Report of Independent Accountants 1-2 Statement of Net Assets Available for Benefits with Fund Information at December 31, 1994 and 1993 3-4 Statement of Changes in Net Assets Available for Benefits with Fund Information for the years ended December 31, 1994 and 1993 5-6 Notes to Financial Statements 7-12 Additional Information*: Item 27a Form 5500- Schedule of Assets Held for Investment Purposes at December 31, 1994 Schedule I Item 27d Form 5500 - Schedule of Reportable Transactions for the year ended December 31, 1994 Schedule II * Other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable. 5 June 12, 1995 To the Board of Directors of Union Electric Company and the Participants of the Union Electric Company Savings Investment Plan In our opinion, the accompanying statements of net assets available for benefits with fund information and the related statements of changes in net assets available for benefits with fund information present fairly, in all material respects, the net assets available for benefits of the Union Electric Company Savings Investment Plan at December 31, 1994 and 1993, and the changes in net assets available for benefits for the years then ended, in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Plan's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with generally accepted auditing standards which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. As described more fully in Note 1, Union Electric Company merged the net assets of the Union Electric Company Savings Investment Plan for Contract Employees and Union Electric Company Employee Stock Ownership Plan into the Union Electric Company Savings Investment Plan for Management Employees effective April 1, 1993. The merged plan was renamed the Union Electric Company Savings Investment Plan. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in Schedules I and II is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. The Fund Information in the statement of net assets available for benefits and the statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. Schedules I and II and the Fund 6 June 12, 1995 To the Board of Directors Page 2 Information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ Price Waterhouse LLP 7 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION DECEMBER 31, 1994 PAGE 3
UE COMMON AGGRESSIVE CONSERVATIVE STOCK EQUITY EQUITY BALANCED BOND FUND FUND FUND FUND FUND Assets: Investments: Boatmen's Employee Benefit Short-Term Fund $ 71,998 $ 175 $ 101 $ 83 $ 42 T Rowe Price Stable Value Common Trust Fund Union Electric Common Stock 170,997,315 Mutual and Collective Fund Investments 48,181,633 28,395,358 22,148,552 9,891,777 Insurance Company Contracts Dividends and interest receivable 1,485 294 169 133 67 Contributions receivable: Employee 119,412 314,046 151,449 112,682 43,289 Employer 96,330 42,032 20,809 16,059 6,898 Loans receivable 690,351 1,443,170 909,087 734,199 652,521 ------------ ----------- ----------- ----------- ----------- Total assets 171,976,891 49,981,350 29,476,973 23,011,708 10,594,594 ------------ ----------- ----------- ----------- ----------- Liabilities: Transfers due to (from) other funds 12,168 (45,718) (24,481) 221,171 342,791 Other liabilities 68,285 - - - - ------------ ----------- ----------- ----------- ----------- Total liabilities 80,453 (45,718) (24,481) 221,171 342,791 ------------ ----------- ----------- ----------- ----------- Net assets available for benefits $171,896,438 $50,027,068 $29,501,454 $22,790,537 $10,251,803 ============ =========== =========== =========== =========== STABLE INTEREST INCOME FUND TOTAL Assets: Investments: Boatmen's Employee Benefit Short-Term Fund $ 4,208,645 $ 4,281,044 T Rowe Price Stable Value Common Trust Fund 14,225,065 14,225,065 Union Electric Common Stock 170,997,315 Mutual and Collective Fund Investments 108,617,320 Insurance Company Contracts 20,956,014 20,956,014 Dividends and interest receivable 96,672 98,820 Contributions receivable: Employee 140,276 881,154 Employer 20,512 202,640 Loans receivable 2,832,733 7,262,061 ----------- ------------ Total assets 42,479,917 327,521,433 ----------- ------------ Liabilities: Transfers due to (from) other funds (505,931) 0 Other liabilities 194,581 262,866 ----------- ------------ Total liabilities (311,350) 262,866 ----------- ------------ Net assets available for benefits $42,791,267 $327,258,567 =========== ============
See accompanying Notes to Financial Statements. 8 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION DECEMBER 31, 1993 PAGE 4
UE COMMON AGGRESSIVE CONSERVATIVE STOCK EQUITY EQUITY BALANCED FUND FUND FUND FUND Assets: Investments: Boatmen's Employee Benefit Short-Term Fund $ 65,976 $ 141 $ 90 $ 75 Union Electric Common Stock 189,698,914 Mutual and Collective Fund Investments 40,995,302 25,557,052 21,192,896 Insurance Company Contracts Dividends and interest receivable 1,023 86 59 46 Contributions receivable: Employee 129,927 251,386 141,525 116,808 Employer 80,336 29,426 17,953 15,193 Loans receivable 534,905 1,146,076 750,767 610,632 ------------ ----------- ----------- ----------- Total assets 190,511,081 42,422,417 26,467,446 21,935,650 ============ =========== =========== =========== Liabilities: Transfers due to (from) other funds 11,498 (1,003,738) 190,834 98,758 Other liabilities 63,624 - - - ------------ ----------- ----------- ----------- Total liabilities 75,122 (1,003,738) 190,834 98,758 ------------ ----------- ----------- ----------- Net assets available for benefits $190,435,959 $43,426,155 $26,276,612 $21,836,892 ============ =========== =========== =========== STABLE INTEREST BOND INCOME FUND FUND TOTAL Assets: Investments: Boatmen's Employee Benefit Short-Term Fund $ 47 $ 6,353,159 $ 6,419,488 Union Electric Common Stock 189,698,914 Mutual and Collective Fund Investments 12,975,077 2,552,534 103,272,861 Insurance Company Contracts 27,097,769 27,097,769 Dividends and interest receivable 32 18,825 20,071 Contributions receivable: Employee 64,719 132,658 837,023 Employer 8,830 18,275 170,013 Loans receivable 566,886 2,317,629 5,926,895 ----------- ----------- ------------ Total assets 13,615,591 38,490,849 333,443,034 ----------- ----------- ------------ Liabilities: Transfers due to (from) other funds 265,588 437,060 0 Other liabilities - 1,568 65,192 ----------- ----------- ------------ Total liabilities 265,588 438,628 65,192 ----------- ----------- ------------ Net assets available for benefits $13,350,003 $38,052,221 $333,377,842 =========== =========== ============
See accompanying Notes to Financial Statements. 9 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1994 PAGE 5
UE COMMON AGGRESSIVE CONSERVATIVE STOCK EQUITY EQUITY BALANCED FUND FUND FUND FUND Additions to net assets attributed to: Contributions: Employee $ 3,166,589 $ 7,497,482 $ 3,651,645 $ 3,027,083 Employer 2,167,342 870,695 436,978 366,362 ------------- ------------- ------------- ------------- 5,333,931 8,368,177 4,088,623 3,393,445 ------------- ------------- ------------- ------------- Investment income: Interest 12,575 1,862 1,313 1,065 Dividends 11,453,216 2,446,651 1,723,652 896,427 Unrealized appreciation/ (depreciation) of investments (24,301,463) (6,348,512) (1,941,293) (1,519,562) Net realized gain 5,931,821 415,995 134,435 135,606 ------------- ------------- ------------- ------------- (6,903,851) (3,484,004) (81,893) (486,464) ------------- ------------- ------------- ------------- Loan interest payments 56,885 160,140 73,001 62,160 ------------- ------------- ------------- ------------- Total additions (1,513,035) 5,044,313 4,079,731 2,969,141 ------------- ------------- ------------- ------------- Deductions from net assets attributed to: Distributions 16,263,638 1,418,868 1,064,422 726,115 Withdrawals 13 Administrative expenses 16,855 19,681 11,726 9,560 Net loan activity with participants 155,447 297,094 158,320 123,566 Interfund transfers 590,533 (3,292,243) (379,579) 1,156,255 ------------- ------------- ------------- ------------- Total deductions 17,026,486 (1,556,600) 854,889 2,015,496 ------------- ------------- ------------- ------------- Increase (decrease) in net assets available for benefits (18,539,521) 6,600,913 3,224,842 953,645 Net assets available for benefits, beginning of year 190,435,959 43,426,155 26,276,612 21,836,892 ------------- ------------- ------------- ------------- Net assets available for benefits, end of year $ 171,896,438 $ 50,027,068 $ 29,501,454 $ 22,790,537 ============= ============= ============= =============
STABLE INTEREST BOND INCOME FUND FUND TOTAL Additions to net assets attributed to: Contributions: Employee $ 1,407,905 $ 3,617,491 $ 22,368,195 Employer 180,258 410,570 4,432,205 ------------- ------------- ------------ 1,588,163 4,028,061 26,800,400 ------------- ------------- ------------ Investment income: Interest 617 394,323 411,755 Dividends 887,176 1,559,173 18,966,295 Unrealized appreciation/ (depreciation) of investments (1,221,532) (772,406) (36,104,768) Net realized gain (79,936) 636,109 7,174,030 ------------- ------------- ------------ (413,675) 1,817,199 (9,552,688) ------------- ------------- ------------ Loan interest payments 32,298 80,632 465,116 ------------- ------------- ------------ Total additions (1,206,786) 5,925,892 17,712,828 ------------- ------------- ------------ Deductions from net assets attributed to: Distributions 502,567 2,368,624 22,344,234 Withdrawals 13 Administrative expenses 5,422 89,445 152,689 Net loan activity with participants 85,635 515,105 1,335,167 Interfund transfers 3,711,362 (1,786,328) - ------------- ------------- ------------ Total deductions 4,304,986 1,186,846 23,832,103 ------------- ------------- ------------ Increase (decrease) in net assets available for benefits (3,098,200) 4,739,046 (6,119,275) Net assets available for benefits, beginning of year 13,350,003 38,052,221 333,377,842 ------------- ------------- ------------ Net assets available for benefits, end of year $ 10,251,803 $ 42,791,267 $ 327,258,567 ============= ============= =============
See accompanying Notes to Financial Statements. 10 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1993 PAGE 7
UE COMMON AGGRESSIVE CONSERVATIVE STOCK EQUITY EQUITY BALANCED FUND FUND FUND FUND Additions to net assets attributed to: Contributions: Employee $ 2,683,244 $ 4,922,873 $ 3,078,232 $ 2,518,440 Employer 1,818,184 568,967 384,951 316,534 Transfers from contract plan 28 3,060 3,097 80 ------------- ------------- ------------- ------------- 4,501,456 5,494,900 3,466,280 2,835,054 ------------- ------------- ------------- ------------- Investment income: Interest 8,526 2,727 2,012 1,758 Dividends 8,648,782 1,803,874 1,761,442 1,371,103 Unrealized appreciation/(deprecia- tion) of investments 78,045,895 8,381,689 1,369,814 1,321,550 Net realized gain 7,696,490 257,025 108,150 139,468 ------------- ------------- ------------- ------------- 94,399,693 10,445,315 3,241,418 2,833,879 ------------- ------------- ------------- ------------- Loan interest payments 46,500 102,999 62,934 52,107 ------------- ------------- ------------- ------------- Total additions 98,947,649 16,043,214 6,770,632 5,721,040 ------------- ------------- ------------- ------------- Deductions from net assets attributed to: Distributions 16,715,924 530,918 650,424 508,516 Withdrawals 6,692 5,494 19,764 4,083 Administrative expenses 13,464 13,252 9,647 7,954 Net loan activity with participants 152,429 253,165 106,356 102,316 Interfund transfers (639,811) (4,378,970) (258,061) (340,045) ------------- ------------- ------------- ------------- Total deductions 16,248,698 (3,576,141) 528,130 282,824 ------------- ------------- ------------- ------------- Increase in net assets available for benefits 82,698,951 19,619,355 6,242,502 5,438,216 Transfer from Savings Investment Plan for Contract Employees 7,607,676 7,952,913 7,234,512 5,696,658 Transfer from Employee Stock Ownership Plan 89,120,743 Net assets available for benefits, beginning of year 11,008,589 15,853,887 12,799,598 10,702,018 ------------- ------------- ------------- ------------- Net assets available for benefits, end of year $ 190,435,959 $ 43,426,155 $ 26,276,612 $ 21,836,892 ============= ============= ============= =============
STABLE INTEREST BOND INCOME FUND FUND TOTAL Additions to net assets attributed to: Contributions: Employee $ 1,442,382 $ 3,448,147 $ 18,093,318 Employer 187,679 417,653 3,693,968 Transfers from contract plan 878 2,931,906 2,939,049 ------------- ------------- ------------- 1,630,939 6,797,706 24,726,335 ------------- ------------- ------------- Investment income: Interest 1,093 220,266 236,382 Dividends 870,616 1,424,448 15,880,265 Unrealized appreciation/ (depreciation) of investments 488,461 (171,297) 89,436,112 Net realized gain 72,139 927,658 9,200,930 ------------- ------------- ------------- 1,432,309 2,401,075 114,753,689 ------------- ------------- ------------- Loan interest payments 33,594 66,454 364,588 ------------- ------------- ------------- Total additions 3,096,842 9,265,235 139,844,612 ------------- ------------- ------------- Deductions from net assets attributed to: Distributions 379,856 1,644,971 20,430,609 Withdrawals 2,064 10,191 48,288 Administrative expenses 5,210 71,199 120,726 Net loan activity with participants 90,337 365,632 1,070,235 Interfund transfers 1,050,913 4,565,974 0 ------------- ------------- ------------- Total deductions 1,528,380 6,657,967 21,669,858 ------------- ------------- ------------- Increase in net assets available for benefits 1,568,462 2,607,268 118,174,754 Transfer from Savings Investment Plan for Contract Employees 4,775,102 14,331,049 47,597,910 Transfer from Employee Stock Ownership Plan 89,120,743 Net assets available for benefits, beginning of year 7,006,439 21,113,904 78,484,435 ------------- ------------- ------------- Net assets available for benefits, end of year $ 13,350,003 $ 38,052,221 $ 333,377,842 ============= ============== ==============
See accompanying Notes to Financial Statements. 11 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS PAGE 8 1. DESCRIPTION OF THE PLAN GENERAL The following is a brief summary of the various provisions of the Union Electric Company (Company) Savings Investment Plan (Plan). Participants should refer to the Plan document for more complete information. The Plan's purpose is to provide management and contract employees of the Company the option to defer a portion of their annual base compensation for Federal income tax purposes in accordance with Section 401(k) of the Internal Revenue Code (Code). The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended, and to certain provisions of the Securities Exchange Commission. The current Plan constitutes the merger of three former Company plans, the Savings Investment Plan for Management Employees, the Savings Investment Plan for Contract Employees, and the Employee Stock Ownership Plan. The Company serves as sponsor of the Plan, and, consequently, has the authority to amend or terminate the Plan subject to certain restrictions. The Board of Directors of the Company has the authority and responsibility for the general administration of the Plan. Boatmen's Trust Company, as Trustee, has the authority and responsibility to hold and protect the assets of the Plan in accordance with Plan provisions and the separate Trust Agreement. PARTICIPATION The Plan covers substantially all employees of Union Electric Company who have completed one year of service and who are at least 21 years of age. Each person who becomes an eligible employee may become a participant in the Plan as of the first enrollment date (January 1 or July 1) after becoming an eligible employee. The total number of active participants in the Plan at December 31, 1994 was approximately 7,031. Participation by eligible employees is voluntary. CONTRIBUTIONS Participants may contribute to the Plan from 2% to 15% of their base compensation through payroll deductions (basic contributions). For management employees, the Company makes a matching contribution equal to $.25 for each $1.00 up to the first 5% of each participant's contribution (basic matching contribution). Additionally, the Company will contribute an additional $.25 for each $1.00 up to the first 5% of a participant's contribution (additional matching contribution) to be invested entirely in the Union Electric Common Stock Fund. For contract employees, Company contributions are made based on specific agreements between the Company and the individual collective bargaining units. All Company contributions are made to the extent sufficient earnings are available. 12 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS PAGE 9 The following six investment funds are maintained by the Trustee: the Union Electric Common Stock Fund, the Aggressive Equity Fund, the Conservative Equity Fund, the Balanced Fund, the Bond Fund, and the Stable Interest Income Fund. Participants direct their basic contributions and the Company's basic matching contributions by electing that such contributions be placed in a single investment fund or allocated in multiples of 10% to any combination of investment funds. Such fund allocation elections may be changed monthly. Earnings derived from the assets of any investment fund are reinvested in the fund to which they relate. Participants may elect monthly to reallocate all or any multiple of 10% of the value of their accounts among funds. Pending investment of the assets into any investment fund, the Trustee may temporarily make certain short-term investments. VESTING Participants' contributions vest immediately, and Company contributions vest upon the completion of five years of Company service by the participant (including service prior to the effective date of the Plan). Company contributions also vest upon retirement, total and permanent disability, death, termination of the Plan or complete discontinuance of Company contributions regardless of years of service. The amount of the Company's contribution that is not vested with respect to any participant is forfeited upon termination of employment but will be restored if the participant becomes an eligible employee prior to incurring five consecutive one-year breaks in service following termination and repayment of all amounts distributed is made by the participant within five years of re-employment. DISTRIBUTIONS The total vested amount of a participant's account shall be distributed to the participant according to one of the options as described in the Plan and as elected by the participant. A participant whose account balance is $3,500 or greater may defer the distribution until age 65, or if retired, 5 years from retirement, whichever is later, but not beyond April 1 of the year following the participant's attaining age 70-1/2. If the balance of the account is less than $3,500, the distribution shall be made no later than 120 days after close of the plan year. All distributions shall be in the form of cash and whole shares of Union Electric Company common stock, if applicable. Participants may withdraw certain basic contributions and related earnings thereon upon reaching age 59-1/2 in the event of total disability or in the event of a financial hardship as defined by the Plan or the Code. For purposes of distributions, the participant's account value will be determined as of the last business day of the calendar month coincident with or immediately preceding the day of distribution. Contributions to the Plan and investment income thereon are taxable to participants upon distribution pursuant to the rules provided for under the Plan and the Code. The Plan also provides, to participants of the former Company Employee Stock Ownership Plan and at the discretion of the Company, for distribution prior to termination of employment of (a) all or a portion of a participant's account balance 13 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS PAGE 10 acquired at least 84 months prior to a distribution and (b) any portion of a participant's account balance acquired by dividends or other income. PARTICIPANT LOANS The Plan permits participants to borrow from their 401(k) accounts within the Plan. Such borrowings may be made subject to the following: (1) the minimum amount of the loan is $1,000, (2) the amount of the loan may not exceed the lesser of $50,000 or fifty percent of the vested amount in the participant's account, (3) the loan will bear a fixed interest rate and repayments will be made through mutual agreement subject to certain statutory repayment time limits, (4) the fixed interest rate will be equal to the "corporate base rate of interest" as announced by the Trustee plus 1%, and (5) such other rules and regulations as may be adopted by the Company. PLAN TERMINATION The Company intends to continue the Plan indefinitely. However, the Company may at any time and for any reason, subject to ERISA and Internal Revenue Service regulations, suspend or terminate the Plan provided that such action does not retroactively adversely affect the rights of any participant under the Plan. PLAN MERGER On April 1, 1993, the net assets of the Union Electric Company Savings Investment Plan for Contract Employees and Union Electric Company Employee Stock Ownership Plan were merged into the Union Electric Company Savings Investment Plan for Management Employees in accordance with Plan provisions. The merged plan was renamed the Union Electric Company Savings Investment Plan. Shares of stock held by participants of the former Company Employee Stock Ownership Plan are maintained in the Union Electric Common Stock Fund of the Plan. The Plan merger did not retroactively or adversely affect the rights of any participant or beneficiary under the Plan. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING The accompanying financial statements of the Union Electric Company Savings Investment Plan are prepared on the accrual basis of accounting, except as noted below for benefit payment obligations. INVESTMENTS Investments, except guaranteed investment contracts, are stated at current market value based on the latest quoted market price at December 31, 1994 and 1993, respectively, or at fair value as determined by the Trustee. Guaranteed investment contracts are valued at cost plus income earned and accrued. The following table presents investments. Investments that represent five percent or more of the Plan's net assets available for benefits at December 31, 1994 and 1993 are separately identified. 14 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS PAGE 11
December 31, 1994 1993 INVESTMENTS AT FAIR VALUE AS DETERMINED BY QUOTED MARKET PRICE Managed International Equity Funds: Acorn Fund $ 48,181,633 $ 40,995,302 Managed Equity Funds: Putnam Fund for Growth and Income 28,395,358 25,557,052 Vanguard Asset Allocation Fund 22,148,552 21,192,896 Managed Bond Funds 9,891,777 15,527,611 Common Stock: Union Electric Company, $5 par value 170,997,315 189,698,914 INVESTMENTS AT ESTIMATED FAIR VALUE Collective Investment Trust Funds 18,506,109 6,419,488 INVESTMENTS AT CONTRACT VALUE Insurance Company Contracts 20,956,014 27,097,769
INCOME Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. Gains and losses on security transactions are recorded as realized. In accordance with the policy of stating investments at current value, net unrealized appreciation or depreciation for the year is reflected on the Statement of Changes in Net Assets Available for Benefits with Fund Information. EXPENSES Trustee fees incurred in administering the Plan are charged to the Plan. BENEFIT PAYMENT OBLIGATIONS Benefit payments to participants are recorded when paid. Benefit payments approved but not yet paid as of December 31, 1994 are $2,016,317. Of this amount, $1,350,936 relates to the value of 38,189 shares of Union Electric Company common stock. Benefit payments approved but not yet paid as of December 31, 1993 are $2,036,700. 15 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS PAGE 12 This amount includes $1,662,000 relating to the value of 42,293 shares of Union Electric Company common stock. In accordance with generally accepted accounting principles, these payments are not a liability of the Plan at December 31, 1994 or 1993, respectively. However, the Department of Labor requires these payments to be recorded as a liability on Form 5500, Annual Return/Report of Employee Benefit Plan. Accordingly, the net assets available for benefits as reflected in the Form 5500 are less than the net assets presented on the Statement of Net Assets Available for Benefits with Fund Information. DISTRIBUTIONS The cost of Union Electric Company common stock distributed to participants is determined on a weighted average basis. For the year ended December 31, 1994, 460,682 shares of Union Electric Company common stock whose cost and market values totalled $10,745,843 and $16,248,110 at the dates of distribution, respectively, were distributed to participants of the Union Electric Common Stock Fund. For the year ended December 31, 1993, 411,622 shares of Union Electric Company common stock whose cost and market values totalled $9,275,950 and $16,760,829 at the dates of distribution, respectively, were distributed to participants of the Union Electric Common Stock Fund. 3. INVESTMENTS WITH PARTIES-IN-INTEREST At December 31, 1994, the Plan held 4,833,846 shares of Union Electric Company common stock with a cost and market value of $115,954,515 and $170,997,315, respectively. During 1994, the Plan purchased 496,904 shares at a cost of $17,231,123 and sold 35,469 shares valued at $1,251,839, resulting in a net loss of $134,363. The Plan also distributed 460,682 shares valued at $16,248,110 to persons withdrawing from the Plan. At December 31, 1993, the Plan held 4,833,093 shares of Union Electric Company common stock with a cost and market value of $109,994,651 and $189,698,914, respectively. During 1993, the Plan purchased 342,764 shares at a cost of $14,044,112 and sold 16,742 shares valued at $659,582, resulting in a net gain of $163,646. The Plan also distributed 411,622 shares valued at $16,760,829 to persons withdrawing from the Plan. The Plan held 4,281,044 shares of Boatmen's Trust Company Employee Benefit Short-Term Fund at December 31, 1994. The book value for these shares, which approximates market, was $4,281,044 at December 31, 1994. During plan year 1994, the Plan purchased 23,589,744 shares at a cost of $23,589,744 and sold 25,728,188 shares valued at $25,728,188. 16 UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS PAGE 13 The Plan held 6,419,488 shares of Boatmen's Trust Company Employee Benefit Short-Term Fund at December 31, 1993. The book value for these shares, which approximates market, was $6,419,488 at December 31, 1993. During plan year 1993, the Plan purchased 41,962,053 shares at a cost of $41,962,053 and sold 38,975,413 shares valued at $38,975,413. These transactions are allowable party-in-interest transactions under Section 408(b)(8) of the ERISA regulations. 4. FEDERAL INCOME TAX STATUS A favorable determination letter with respect to the qualified tax status of the Plan has been obtained from the District Director of the Internal Revenue Service. 17 UNION ELECTRIC COMPANY SCHEDULE I SAVINGS INVESTMENT PLAN ITEM 27A FORM 5500 - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1994
DECEMBER 31, 1994 IDENTITY OF ISSUE/DESCRIPTION NUMBER OF OF INVESTMENT SHARES/UNITS COST FAIR VALUE MUTUAL FUNDS Acorn Fund 3,936,408 $ 43,005,061 $ 48,181,633 Putnam Income Fund 1,528,868 10,429,787 9,891,777 Putnam Fund for Growth and Income 2,232,339 28,394,337 28,395,358 Vanguard Asset Allocation Fund 1,635,787 21,394,256 22,148,552 ----------------- ----------------- 103,223,441 108,617,320 INVESTMENT CONTRACTS Commonwealth Life Insurance GIC 3,763,499 3,763,499 3,763,499 Lincoln National GIC 3,030,927 3,030,927 3,030,927 Protective Life Insurance GIC 1,223,810 1,223,810 1,223,810 Business Men's Assurance GIC 4,819,019 4,819,019 4,819,019 Sun Life Insurance GIC 2,538,010 2,538,010 2,538,010 New York Life Insurance GIC 2,503,565 2,503,565 2,503,565 Hartford Life Insurance GIC 2,819,180 2,819,180 2,819,180 Collective Investment G-II Fund 2,348 235,689 258,004 ----------------- ----------------- 20,933,699 20,956,014 COLLECTIVE INVESTMENT TRUST FUNDS *Boatmen's Employee Benefit Short-Term Fund 4,281,044 4,281,044 4,281,044 T Rowe Price Stable Value Common Trust Fund 14,225,605 14,225,065 14,225,065 COMMON STOCK *Union Electric Company, $5 par 4,833,846 115,594,515 170,997,315 ----------------- ----------------- $ 258,257,764 $ 319,076,758 ================= =================
* Represents a Plan party-in-interest 18 UNION ELECTRIC COMPANY SCHEDULE II SAVINGS INVESTMENT PLAN ITEM 27d FORM 5500 - SCHEDULE OF REPORTABLE TRANSACTIONS* FOR THE YEAR ENDED DECEMBER 31, 1994
IDENTITY OF PARTY/DESCRIPTION NUMBER OF NUMBER OF PURCHASE SELLING NET OF INVESTMENT PURCHASES SALES PRICE PRICE GAIN/(LOSS) Boatmen's Employee Benefit Short-Term Fund 252 169 $ 23,589,744 $ 25,728,188 $ - Union Electric Company common stock, $5 par value 73 37 17,231,123 1,251,839 (134,363) Acorn Fund 76 34 15,266,273 2,147,425 (111,637)
* Transactions or series of transactions in excess of 5% of the current value of the Plan's assets as of December 31, 1993 as defined in Section 2520.103-6 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA. 19 SIGNATURE THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. UNION ELECTRIC COMPANY SAVINGS INVESTMENT PLAN UNION ELECTRIC COMPANY (Administrator) By /s/ H. W. Loeh ---------------------------- H. W. Loeh Vice President June 30, 1995 EXHIBIT INDEX Exhibits Filed Herewith
Exhibit No. Description - ----------- --------------------------------------------------- 23 Consent of Independent Accountants
EX-23 2 CONSENT OF INDEPENDENT ACCOUNTANTS 1 EXHIBIT 23 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 33-60330) of Union Electric Company of our report on the Union Electric Company Savings Investment Plan for the year ended December 31, 1994, dated June 12, 1995 which is incorporated by reference in this Form 11-K. /s/ PRICE WATERHOUSE LLP PRICE WATERHOUSE LLP One Boatmen's Plaza St. Louis, Missouri June 26, 1995 -----END PRIVACY-ENHANCED MESSAGE-----