Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
19K characters. Original on sec.gov · Markdown
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| Page No. | |
| (a)(1) Financial Statements | |
| Ameren | |
| Report of Independent Registered Public Accounting Firm | 70 |
| Consolidated Statement of Income and Comprehensive Income – Years Ended December 31, 2019, 2018, and 2017 | 74 |
| Consolidated Balance Sheet – December 31, 2019 and 2018 | 75 |
| Consolidated Statement of Cash Flows – Years Ended December 31, 2019, 2018, and 2017 | 76 |
| Consolidated Statement of Shareholders’ Equity – Years Ended December 31, 2019, 2018, and 2017 | 77 |
| Ameren Missouri | |
| Report of Independent Registered Public Accounting Firm | 72 |
| Statement of Income – Years Ended December 31, 2019, 2018, and 2017 | 78 |
| Balance Sheet – December 31, 2019 and 2018 | 79 |
| Statement of Cash Flows – Years Ended December 31, 2019, 2018, and 2017 | 80 |
| Statement of Shareholders’ Equity – Years Ended December 31, 2019, 2018, and 2017 | 81 |
| Ameren Illinois | |
| Report of Independent Registered Public Accounting Firm | 73 |
| Statement of Income – Years Ended December 31, 2019, 2018, and 2017 | 82 |
| Balance Sheet – December 31, 2019 and 2018 | 83 |
| Statement of Cash Flows – Years Ended December 31, 2019, 2018, and 2017 | 84 |
| Statement of Shareholders’ Equity – Years Ended December 31, 2019, 2018, and 2017 | 85 |
| (a)(2) Financial Statement Schedules | |
| Schedule I | |
| Condensed Financial Information of Parent – Ameren: | |
| Condensed Statement of Income and Comprehensive Income – Years Ended December 31, 2019, 2018, and 2017 | 147 |
| Condensed Balance Sheet – December 31, 2019 and 2018 | 148 |
| Condensed Statement of Cash Flows – Years Ended December 31, 2019, 2018, and 2017 | 149 |
| Schedule II | |
| Ameren | |
| Valuation and Qualifying Accounts for the years ended December 31, 2019, 2018, and 2017 | 151 |
| Ameren Missouri | |
| Valuation and Qualifying Accounts for the years ended December 31, 2019, 2018, and 2017 | 151 |
| Ameren Illinois | |
| Valuation and Qualifying Accounts for the years ended December 31, 2019, 2018, and 2017 | 151 |
Schedule I and II should be read in conjunction with the aforementioned financial statements. Certain schedules have been omitted because they are not applicable or because the required data is shown in the aforementioned financial statements.
| (a)(3) | Exhibits – reference is made to the Exhibit Index | 152 | |
| (b) | Exhibit Index | 152 |
| SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF PARENT AMEREN CORPORATION CONDENSED STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Years Ended December 31, 2019, 2018, and 2017 | |||||||||||
| (In millions) | 2019 | 2018 | 2017 | ||||||||
| Operating revenues | $ | — | $ | — | $ | — | |||||
| Operating expenses | 15 | 11 | 15 | ||||||||
| Operating loss | (15 | ) | (11 | ) | (15 | ) | |||||
| Equity in earnings of subsidiaries | 850 | 857 | 659 | ||||||||
| Interest income from affiliates | 5 | 3 | 9 | ||||||||
| Total other income (expense), net | (2 | ) | (12 | ) | 2 | ||||||
| Interest charges | 39 | 34 | 31 | ||||||||
| Income tax (benefit) | (29 | ) | (12 | ) | 101 | ||||||
| Net Income Attributable to Ameren Common Shareholders | $ | 828 | $ | 815 | $ | 523 | |||||
| Net Income Attributable to Ameren Common Shareholders | $ | 828 | $ | 815 | $ | 523 | |||||
| Other Comprehensive Income (Loss), Net of Taxes | |||||||||||
| Pension and other postretirement benefit plan activity, net of income taxes (benefit) of $1, $(1), and $3, respectively | 5 | (4 | ) | 5 | |||||||
| Comprehensive Income Attributable to Ameren Common Shareholders | $ | 833 | $ | 811 | $ | 528 |
| SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF PARENT AMEREN CORPORATION CONDENSED BALANCE SHEET | |||||||
| (In millions) | December 31, 2019 | December 31, 2018 | |||||
| Assets: | |||||||
| Cash and cash equivalents | $ | — | $ | — | |||
| Advances to money pool | 102 | 76 | |||||
| Accounts receivable – affiliates | 73 | 43 | |||||
| Miscellaneous accounts and notes receivable | 4 | 2 | |||||
| Other current assets | 3 | 2 | |||||
| Total current assets | 182 | 123 | |||||
| Investments in subsidiaries | 9,108 | 8,559 | |||||
| Note receivable – ATXI | 75 | 75 | |||||
| Accumulated deferred income taxes, net | 49 | 108 | |||||
| Other assets | 145 | 126 | |||||
| Total assets | $ | 9,559 | $ | 8,991 | |||
| Liabilities and Shareholders’ Equity: | |||||||
| Current maturities of long-term debt | $ | 350 | $ | — | |||
| Short-term debt | 153 | 470 | |||||
| Borrowings from money pool | 24 | 46 | |||||
| Accounts payable – affiliates | 39 | 10 | |||||
| Other current liabilities | 23 | 12 | |||||
| Total current liabilities | 589 | 538 | |||||
| Long-term debt | 794 | 697 | |||||
| Pension and other postretirement benefits | 37 | 43 | |||||
| Other deferred credits and liabilities | 80 | 82 | |||||
| Total liabilities | 1,500 | 1,360 | |||||
| Commitments and Contingencies (Note 5) | |||||||
| Shareholders’ Equity: | |||||||
| Common stock, $.01 par value, 400.0 shares authorized – shares outstanding of 246.2 and 244.5, respectively | 2 | 2 | |||||
| Other paid-in capital, principally premium on common stock | 5,694 | 5,627 | |||||
| Retained earnings | 2,380 | 2,024 | |||||
| Accumulated other comprehensive loss | (17 | ) | (22 | ) | |||
| Total shareholders’ equity | 8,059 | 7,631 | |||||
| Total liabilities and shareholders’ equity | $ | 9,559 | $ | 8,991 |
| SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF PARENT AMEREN CORPORATION CONDENSED STATEMENT OF CASH FLOWS For the Years Ended December 31, 2019, 2018, and 2017 | |||||||||||
| (In millions) | 2019 | 2018 | 2017 | ||||||||
| Net cash flows provided by operating activities | $ | 491 | $ | 550 | $ | 454 | |||||
| Cash flows from investing activities: | |||||||||||
| Money pool advances, net | (26 | ) | (63 | ) | 14 | ||||||
| Notes receivable – ATXI, net | — | — | 275 | ||||||||
| Investments in subsidiaries | (142 | ) | (208 | ) | (151 | ) | |||||
| Other | 5 | 5 | 6 | ||||||||
| Net cash flows provided by (used in) investing activities | (163 | ) | (266 | ) | 144 | ||||||
| Cash flows from financing activities: | |||||||||||
| Dividends on common stock | (472 | ) | (451 | ) | (431 | ) | |||||
| Short-term debt, net | (317 | ) | 87 | (124 | ) | ||||||
| Money pool borrowings, net | (22 | ) | 18 | (5 | ) | ||||||
| Issuances of long-term debt | 450 | — | — | ||||||||
| Issuances of common stock | 68 | 74 | — | ||||||||
| Repurchases of common stock for stock-based compensation | — | — | (24 | ) | |||||||
| Employee payroll taxes related to stock-based compensation | (29 | ) | (19 | ) | (15 | ) | |||||
| Debt issuance costs | (4 | ) | — | — | |||||||
| Net cash flows used in financing activities | (326 | ) | (291 | ) | (599 | ) | |||||
| Net change in cash, cash equivalents, and restricted cash | $ | 2 | $ | (7 | ) | $ | (1 | ) | |||
| Cash, cash equivalents, and restricted cash at beginning of year | 1 | 8 | 9 | ||||||||
| Cash, cash equivalents, and restricted cash at end of year | $ | 3 | $ | 1 | $ | 8 | |||||
| Cash dividends received from consolidated subsidiaries | $ | 445 | $ | 450 | $ | 362 | |||||
| Noncash financing activity – Issuance of common stock for stock-based compensation | $ | 54 | $ | 35 | $ | — |
AMEREN CORPORATION (parent company only)
NOTES TO CONDENSED FINANCIAL STATEMENTS DECEMBER 31, 2019
NOTE 1 – BASIS OF PRESENTATION
Ameren Corporation (parent company only) is a public utility holding company that conducts substantially all of its business operations through its subsidiaries. Ameren Corporation (parent company only) has accounted for its subsidiaries using the equity method. These financial statements are presented on a condensed basis.
See Note 1 – Summary of Significant Accounting Policies under Part II, Item 8, of this report for additional information. See Note 13 – Related-party Transactions under Part II, Item 8, of this report for information on the tax allocation agreement between Ameren Corporation (parent company only) and its subsidiaries.
NOTE 2 – CASH AND CASH EQUIVALENTS
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the balance sheet as of December 31, 2019 and 2018:
| 2019 | 2018 | ||||||
| Cash and cash equivalents | $ | — | $ | — | |||
| Restricted cash included in “Other current assets” | 3 | 1 | |||||
| Total cash, cash equivalents, and restricted cash | $ | 3 | $ | 1 |
See Note 1 – Summary of Significant Accounting Policies under Part II, Item 8, of this report for additional information.
NOTE 3 – SHORT-TERM DEBT AND LIQUIDITY
Ameren, Ameren Services, and other non-state-regulated Ameren subsidiaries have the ability, subject to Ameren parent company and applicable regulatory short-term borrowing authorizations, to access funding from the Credit Agreements and the commercial paper programs
through a non-state-regulated subsidiary money pool agreement. All participants may borrow from or lend to the non-state-regulated money pool. The total amount available to pool participants from the non-state-regulated subsidiary money pool at any given time is reduced by the amount of borrowings made by participants, but is increased to the extent that the pool participants advance surplus funds to the non-state-regulated subsidiary money pool or remit funds from other external sources. The non-state-regulated subsidiary money pool was established to coordinate and to provide short-term cash and working capital for the participants. Participants receiving a loan under the non-state-regulated subsidiary money pool agreement must repay the principal amount of such loan, together with accrued interest. The rate of interest depends on the composition of internal and external funds in the non-state-regulated subsidiary money pool. Interest revenues and interest charges related to non-state-regulated money pool advances and borrowings were immaterial in 2017, 2018, and 2019.
Ameren Corporation (parent company only) had a total of $10 million in guarantees outstanding, primarily for ATXI, that were not recorded on its December 31, 2019 balance sheet. The ATXI guarantees were issued to local governments as assurance for potential remediation of damage caused by ATXI construction.
See Note 4 – Short-term Debt and Liquidity under Part II, Item 8, of this report for a description and details of short-term debt and liquidity needs of Ameren Corporation (parent company only).
NOTE 4 – LONG-TERM OBLIGATIONS
See Note 5 – Long-term Debt and Equity Financings under Part II, Item 8, of this report for additional information on Ameren Corporation’s (parent company only) long-term debt, indenture provisions, and forward sale agreement related to common stock.
NOTE 5 – COMMITMENTS AND CONTINGENCIES
See Note 14 – Commitments and Contingencies under Part II, Item 8, of this report for a description of all material contingencies of Ameren Corporation (parent company only).
NOTE 6 – OTHER INCOME (EXPENSE), NET
The following table presents the components of “Other Income (Expense), Net” in the Condensed Statement of Income and Comprehensive Income for the years ended December 31, 2019, 2018, and 2017:
| 2019 | 2018 | 2017 | |||||||||
| Other Income (Expense), Net | |||||||||||
| Non-service cost components of net periodic benefit income | $ | 2 | $ | 2 | $ | 2 | |||||
| Charitable donations | (3 | ) | (13 | ) | — | ||||||
| Other expense, net | (1 | ) | (1 | ) | — | ||||||
| Total Other Income (Expense), Net | $ | (2 | ) | $ | (12 | ) | $ | 2 |
NOTE 7 – INCOME TAXES
During the year ended December 31, 2017, Ameren (parent) recorded $110 million in income tax expense and reduction in accumulated deferred income taxes as a result of the TCJA. During the year ended December 31, 2018, Ameren (parent) updated its provisional estimate and recorded $5 million of income tax expense and reduction in accumulated deferred income taxes, primarily due to the application of proposed IRS regulations on depreciation transition rules.
| SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS FOR THE YEARS ENDED DECEMBER 31, 2019, 2018, AND 2017 | ||||||||||||||||||||
| (in millions) | ||||||||||||||||||||
| Column A | Column B | Column C | Column D | Column E | ||||||||||||||||
| Description | Balance at Beginning of Period | (1) Charged to Costs and Expenses | (2) Charged to Other Accounts**(a)** | Deductions**(b)** | Balance at End of Period | |||||||||||||||
| Ameren: | ||||||||||||||||||||
| Deducted from assets – allowance for doubtful accounts: | ||||||||||||||||||||
| 2019 | $ | 18 | $ | 26 | $ | 4 | $ | 31 | $ | 17 | ||||||||||
| 2018 | 19 | 27 | 4 | 32 | 18 | |||||||||||||||
| 2017 | 19 | 26 | 7 | 33 | 19 | |||||||||||||||
| Deferred tax valuation allowance: | ||||||||||||||||||||
| 2019 | $ | 5 | $ | (2 | ) | $ | — | $ | — | $ | 3 | |||||||||
| 2018 | 5 | — | — | — | 5 | |||||||||||||||
| 2017 | 11 | (6 | ) | (c) | — | — | 5 | |||||||||||||
| Ameren Missouri: | ||||||||||||||||||||
| Deducted from assets – allowance for doubtful accounts: | ||||||||||||||||||||
| 2019 | $ | 7 | $ | 9 | $ | — | $ | 9 | $ | 7 | ||||||||||
| 2018 | 7 | 9 | — | 9 | 7 | |||||||||||||||
| 2017 | 7 | 9 | — | 9 | 7 | |||||||||||||||
| Ameren Illinois: | ||||||||||||||||||||
| Deducted from assets – allowance for doubtful accounts: | ||||||||||||||||||||
| 2019 | $ | 11 | $ | 17 | $ | 4 | $ | 22 | $ | 10 | ||||||||||
| 2018 | 12 | 18 | 4 | 23 | 11 | |||||||||||||||
| 2017 | 12 | 17 | 7 | 24 | 12 |
| (a) | Amounts associated with the allowance for doubtful accounts relate to the uncollectible account reserve associated with receivables purchased by Ameren Illinois from alternative retail electric suppliers, as required by the Illinois Public Utilities Act. |
| (b) | Uncollectible accounts charged off, less recoveries. |
| (c) | Includes an adjustment of $3 million to Ameren (parent)’s valuation allowance for certain deferred tax assets existing at December 31, 2017, for the reduction in the income tax rate. |
Previous: Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES · Next: Item 16. FORM 10-K SUMMARY