UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 20, 2013
THE AES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 1-12291 | 54-1163725 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
4300 Wilson Boulevard, Suite 1100, Arlington, Virginia |
22203 | |
(Address of principal executive offices) | (zip code) |
Registrants telephone number, including area code: (703) 522-1315
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
¨ | 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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Election of Directors
On June 20, 2013, the Board of Directors (the Board) of The AES Corporation (the Company) appointed James H. Miller to the Board and Financial Audit Committee.
Mr. Miller, 64, served as Chairman of PPL Corporation (an energy and utility holding company) from 2006 until his retirement in March 2012. He also served as Chief Executive Officer of PPL from 2006 to 2011, President from 2005 to 2011 and Executive Vice President and Chief Operating Officer from 2004 to 2005. Mr. Miller joined PPL in 2001 as President of PPL Generation, LLC, a subsidiary that operates power plants in the United States. Previously, Mr. Miller was Executive Vice President of USEC Inc., and President of two ABB Group subsidiaries: ABB Environmental Systems and ABB Resource Recovery Systems. He also served as President of the former UC Operating Services. He began his career in the electric utility industry at the former Delmarva Power & Light Co. Mr. Miller serves on the Board of Crown Holdings, Inc., Lehigh Gas Partners LP, and Rayonier, Inc. He earned a bachelors degree in electrical engineering from the University of Delaware after serving in the U.S. Navy nuclear submarine program.
Mr. Miller will participate in the non-employee director compensation arrangements described in the Companys 2013 annual proxy statement filed with the Securities and Exchange Commission on March 5, 2013. Also, consistent with initial grants previously offered to certain non-employee directors of the Company, Mr. Miller will receive an initial grant consisting of deferred stock units and/or stock options valued at $40,000.
On June 21, 2013, the Company issued a press release announcing the appointment of Mr. Miller. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits |
Exhibit No. |
Description | |
99.1 | Press release, dated as of June 21, 2013 |
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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 hereunto duly authorized.
THE AES CORPORATION (Registrant) | ||
By: | /s/ Brian A. Miller | |
Name: | Brian A. Miller | |
Title: | Executive Vice President, General Counsel and Secretary |
Date: June 21, 2013
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EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Press Release, dated June 21, 2013 |
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Press Release
Investor Contact: Ahmed Pasha 703 682 6451 Media Contact: Rich Bulger 703 682 6318 |
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James Miller Joins AES Board of Directors
ARLINGTON, Va. June 21, 2013 The AES Corporation (NYSE: AES) announced today that Mr. James Miller, former Chief Executive Officer and Chairman of PPL Corporation, has been appointed to the AES Board of Directors, effective June 20, 2013.
Jim brings to AES Board substantial experience in the energy industry, both in the U.S. and internationally, including in regulated utilities and competitive power markets, said Charles Rossotti, AES Board Chairman. AES will benefit from Jims strategic insight, track record of operational improvements and disciplined capital allocation.
With more than 35 years of experience in the energy industry, Mr. Miller most recently served as Chairman of PPL Corporation from 2006 until his retirement in March 2012. He joined PPL as President of its U.S. generation businesses in 2001. Previously, he was Executive Vice President of USEC Inc. and President of two ABB Group subsidiaries: ABB Environmental Systems and ABB Resource Recovery Systems. He began his career in the electric utility industry at the former Delmarva Power & Light Co.
Mr. Miller serves on the Boards of Rayonier, Inc., Lehigh Gas Partners LP and Crown Holdings, Inc.
Mr. Miller holds a bachelors degree in electrical engineering from the University of Delaware and served in the U.S. Navy nuclear submarine program.
About AES
The AES Corporation (NYSE: AES) is a Fortune 200 global power company. We provide affordable, sustainable energy to 23 countries through our diverse portfolio of distribution businesses as well as thermal and renewable generation facilities. Our workforce of 25,000 people is committed to operational excellence and meeting the worlds changing power needs. Our 2012 revenues were $18 billion and we own and manage $42 billion in total assets. To learn more, please visit www.aes.com.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning of the Securities Act of 1933 and of the Securities Exchange Act of 1934. Forward-looking statements are not intended to be a guarantee of future results, but instead constitute AES current expectations based on reasonable assumptions. Actual results could differ materially from those projected in AES forward-looking statements due to risks, uncertainties and other factors. Important factors that could affect actual results are discussed in the Tender Offer Materials related to the Tender Offers and AES filings with the SEC, including, but not limited to, the risks discussed under Item 1A Risk Factors and Item 7 Managements Discussion & Analysis of Financial Condition and Results of Operations in AES 2012 Annual Report on Form 10-K and in subsequent reports filed with the SEC. Readers are encouraged to read AES filings to learn more about the risk factors associated with AES business. AES undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Anyone who desires a copy of AES 2012 Annual Report on Form 10-K dated on or about February 26, 2013 may obtain a copy (excluding Exhibits) without charge by addressing a request to the Office of the Corporate Secretary, The AES Corporation, 4300 Wilson Boulevard, Arlington, Virginia 22203. Exhibits also may be requested, but a charge equal to the reproduction cost thereof will be made.
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