8-KThe WireRoutine
Company Update
Filed Jun 21, 2024 · 2y ago · Accession 0001104659-24-073994
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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, 2024
Commission File Number
Exact
Name of Registrant as
Specified in Charter;
State of Incorporation;
Address and Telephone Number
IRS Employer
Identification Number
1-14756
Ameren
Corporation
( Missouri
Corporation)
1901
Chouteau Avenue
St.
Louis , Missouri
63103
( 314 )
621-3222
43-1723446
1-2967
Union Electric Company
( Missouri Corporation)
1901 Chouteau Avenue
St. Louis , Missouri 63103
( 314 )
621-3222
43-0559760
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants
under any of the following provisions:
¨ 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))
Securities registered
pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, $0.01 par value per share
AEE
New York Stock Exchange
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
Ameren Corporation
¨
Union Electric Company
¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Ameren Corporation
¨
Union Electric Company
¨
Co-Registrant
CIK
0000100826
Co-Registrant
Amendment Flag
false
Co-Registrant
Form Type
8-K
Co-Registrant
DocumentperiodEndDate
2024-06-20
Co-Registrant
Written Commuunications
false
Co-Registrant
Solicitating Materials
false
Co-Registrant
PreCommencement Tender Offer
false
Co-Registrant
PreCommencement Tender Offer
false
Co-Registrant
Entity PreCommencement Issuer Tender Offer
false
ITEM 8.01 Other Events.
Reference
is made to Note 2 – Rate and Regulatory Matters and Note 9 – Commitments and Contingencies to the financial statements under
Part I, Item 1. Financial Statements and to Overview and Outlook under Part I, Item 2. Management’s Discussion
and Analysis of Financial Condition and Results of Operations, each in the Quarterly Report on Form 10-Q for the quarter ended March 31,
2024 (the "Form 10-Q"); and to Note 1 – Summary of Significant Accounting Policies, Note 2 – Rate and
Regulatory Matters and Note 14 – Commitments and Contingencies to the financial statements under Part II, Item 8. Financial
Statements and Supplementary Data and to Overview and Outlook under Part II, Item 7. Management’s Discussion and Analysis
of Financial Condition and Results of Operations, each in the Annual Report on Form 10-K for the year ended December 31, 2023
(the "Form 10-K"), of registrants Ameren Corporation and Union Electric Company, doing business as Ameren Missouri ("Ameren
Missouri"), for a discussion of Ameren Missouri's petition to the Missouri Public Service Commission ("MoPSC") for a financing
order to authorize the issuance of securitized utility tariff bonds to finance costs related to the planned accelerated retirement of
the Rush Island Energy Center in October 2024.
On June 20, 2024, the MoPSC issued a financing
order (the "Financing Order") authorizing the issuance of securitized utility tariff bonds (the "Bonds") by a wholly
owned, special purpose subsidiary of Ameren Missouri to finance certain costs associated with the retirement of the Rush Island Energy
Center. The Financing Order authorizes the financing of approximately $470 million in energy transition costs and upfront financing costs. The authorized energy transition costs include, among others, the unrecovered net plant balance associated with the facility
at the time of its retirement and costs related to the closure and decommissioning of the facility. The Financing Order also authorizes
the recovery of ongoing financing costs.
The Financing Order includes a determination that the decision to retire the Rush Island Energy Center was reasonable and prudent. The
MoPSC found that it was not required to make a determination regarding the prudency of Ameren Missouri's prior actions that resulted in
the adverse ruling in the New Source Review and Clean Air Act litigation discussed in the Form 10-K and Form 10-Q. However, claims regarding
such actions could be considered in future regulatory proceedings.
The Financing Order is subject to requests for
rehearing through July 19, 2024, and subsequently is subject to appeal by any party that seeks rehearing.
This combined Form 8-K is being filed separately
by Ameren Corporation and Ameren Missouri (each a “registrant”). Information contained herein relating to any individual registrant
has been filed by such registrant on its own behalf. No registrant makes any representation as to information relating to any other registrant.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.
AMEREN CORPORATION
(Registrant)
By:
/s/
Michael L. Moehn
Name:
Michael L. Moehn
Title:
Senior Executive Vice President and Chief Financial
Officer
UNION ELECTRIC COMPANY
(Registrant)
By:
/s/ Mark C. Birk
Name:
Mark C. Birk
Title:
Chairman and President
Date: June 21, 2024
Filing details
- Company
- UNION ELECTRIC CO
- Ticker
- UEPCO
- CIK
- 100826
- Form type
- 8-K
- Filing date
- Jun 21, 2024
- Report date
- Jun 20, 2024
- Document
- tm2417738d1_8k.htm
- Size
- 265 KB