Ameren (AEE) 10-K risk factor changes: FY2020 vs FY2019
The 2020-12-31 10-K against the 2019-12-31 one, compared heading by heading and sentence by sentence.
Item 1A86 rewritten89 added102 removed164 unchanged
All filing items2,848 rewritten2,315 added2,236 removed1,693 unchanged
Summary
counted, not written
- Item 1A lists 20 risk factor headings: 2 new, 4 reworded and 14 unchanged since FY2019. 1 heading from FY2019 no longer appears.
- Sentence by sentence, 2,315 added, 2,236 removed, 2,848 rewritten and 1,693 unchanged across 22 items that differ.
New Item 1A headings (2)
- Our results of operations, financial position, and liquidity have been and are expected to continue to be adversely affected by the international public health emergency associated with the COVID-19 pandemic.
- The construction and acquisition of, and capital improvements to, electric and natural gas utility infrastructure, along with Ameren Missouri’s ability to implement its Smart Energy Plan, which is aligned with its 2020 IRP, involve substantial risks.
Removed Item 1A headings (1)
- The construction and acquisition of, and capital improvements to, electric and natural gas utility infrastructure involve substantial risks. These risks include escalating costs; unsatisfactory performance by the projects when completed; the inability to complete projects as scheduled, which could affect the ability to qualify for some or all of the anticipated federal production or investment tax credits; cost disallowances by regulators; and the inability to earn an adequate return on invested capital. Any of these risks could result in higher costs, inability to complete anticipated projects, or facility closures.
Reworded Item 1A headings (4)
- As a result of its participation in performance-based formula ratemaking, Ameren Illinois’ ROE for its electric distribution service and its electric energy-efficiency investments is directly correlated to yields on United States Treasury bonds. Additionally, Ameren Illinois is required to achieve certain performance standards. [added: With respect to its natural gas delivery service business, unless extended, Ameren Illinois’ QIP will sunset after December 2023.]
- As a result of the [added: election to use the] PISA, Ameren Missouri’s electric rates are subject to a rate cap.
- Energy conservation, energy efficiency, distributed generation, energy storage, technological advances, and other factors could reduce energy demand from
[removed: Ameren Missouri’s][added: our] customers. - Customers’, investors’, legislators’, and regulators’ opinions of us are affected by many factors, including system reliability, implementation of our
[removed: investment plans,][added: strategic plan,] protection of customer information, rates, media coverage, and environmental, social, and governance[removed: practices.][added: practices, as well as actions by other utility companies.] Negative opinions developed by customers, investors, legislators, or regulators could harm our reputation.
A heading is new when no FY2019 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2020; struck-through words were in FY2019. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
86 rewritten, 89 added, 102 removed, 164 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Significant changes in the nature of the regulation of our [removed: businesses] [added: businesses, including expiration of, or significant changes to, existing regulatory mechanisms,] could require changes to our business planning and management of our businesses and could adversely affect our results of operations, financial position, and liquidity.
Decisions made by these governmental entities regarding [added: customer] rates are largely outside of our control.
Additionally, Ameren Illinois is required to achieve certain performance [removed: standards.][added: standards.]
If [added: the performance-based formula ratemaking framework is] not [removed: extended,] [added: extended or if] Ameren Illinois [added: elects not to participate, Ameren Illinois] would then be required to establish future rates through a traditional regulatory rate review with the ICC, which might result in rates that do not produce a full or timely recovery of costs or provide for an adequate return on investments and would expose Ameren Illinois’ electric distribution business to the risks described in the immediately preceding risk factor.
With respect to electric distribution service, a 50 basis point change in the annual average of the monthly yields of the 30-year United States Treasury bonds would result in an estimated [removed: $9] [added: $10] million change in Ameren’s and Ameren Illinois’ annual net income, based on its [removed: 2020] [added: 2021] projected rate base.
The electric distribution service regulatory framework provides for ROE penalties up to 38 basis points [added: annually] in [removed: each year from 2020 through 2022,] [added: 2021 and 2022] if these performance standards are not met.
Any adjustments to the allowed ROE for energy-efficiency investments will depend on annual performance [removed: of] [added: for] a historical period relative to energy savings goals.
In [added: 2020,] 2019, [removed: 2018,] and [removed: 2017,] [added: 2018,] there were no [removed: material] performance-related basis point [removed: adjustments.][added: adjustments that materially affected financial results.]
[removed: Pursuant to the FEJA,] Ameren Illinois plans to invest up to approximately $100 million per year in electric energy-efficiency programs through [removed: 2024,] [added: 2025,] and will earn a return on those investments.
As a result of the [added: election to use the] PISA, Ameren Missouri’s electric rates are subject to a rate cap.
Complex and lengthy processes are required to obtain and renew approvals, permits, and licenses for new, [removed: existing] [added: existing,] or modified facilities.
[removed: Ameren is also] [added: Further, we are] subject to risks from changing or conflicting interpretations of existing [added: laws, modification to existing laws, and new] laws.
[removed: Over time,] [added: Environmental regulations have a significant impact on the electric utility industry and] compliance with these regulations could be costly for Ameren Missouri, which operates coal-fired power plants.
As of December 31, [removed: 2019,] [added: 2020,] Ameren Missouri’s coal-fired energy centers represented [removed: 12%] [added: 11%] and [removed: 26%] [added: 23%] of Ameren’s and Ameren Missouri’s rate base, respectively.
[removed: Regulations] [added: Clean Air Act regulations] that apply to [removed: air emissions from] the electric utility industry include the NSPS, the CSAPR, the MATS, and the National Ambient Air Quality Standards, which are subject to periodic review for certain pollutants.
The management and disposal of coal ash is regulated [added: as a solid waste] under the [added: Resource Conservation and Recovery Act and the] CCR rule, which [removed: will] require the closure of [added: our] surface impoundments [removed: and the installations of dry ash handling systems] at [removed: several of] Ameren Missouri’s [added: coal-fired] energy centers.
The individual or combined effects of existing [added: and new] environmental regulations could result in significant capital expenditures, increased operating costs, or the closure or alteration of operations at some of Ameren Missouri’s energy centers.
[removed: Additionally, in October 2019, following a request by Ameren Missouri, the] [added: The] district court [added: has] stayed implementation of the majority of [removed: its order’s] [added: the] requirements [added: of its order] while the case is [removed: appealed.][added: under appeal.]
[removed: The ultimate resolution of this matter could have a material] adverse effect on the results of operations, financial position, and liquidity of Ameren and Ameren Missouri.
Among other things and subject to economic and regulatory considerations, resolution of this matter could [added: result in increased capital expenditures for the installation of air pollution control equipment, as well as increased operations and maintenance expenses.]
Based upon engineering [removed: studies,] [added: studies from October 2019,] capital expenditures to comply with the district court’s order for installation of a flue gas desulfurization system at the Rush Island Energy Center are estimated at approximately $1 billion.
[removed: In July 2019, the EPA issued the] [added: The EPA’s] Affordable Clean Energy [removed: Rule, which establishes] [added: Rule repealed the Clean Power Plan and replaced it with a new rule that had established] emission guidelines for states to follow in developing plans to limit CO2 emissions [removed: from] [added: and identified certain efficiency measures as the best system of emission reduction for] coal-fired electric generating units.
At this time, [removed: we] [added: Ameren Missouri] cannot predict the outcome of [removed: Missouri’s compliance plan development process.][added: legal challenges or future rulemakings.]
Ameren and Ameren Missouri have [removed: incurred] [added: incurred,] and expect to [removed: incur] [added: incur,] significant costs with respect to environmental compliance and site remediation.
Customers’, investors’, legislators’, and regulators’ opinions of us are affected by many factors, including system reliability, implementation of our [removed: investment plans,] [added: strategic plan,] protection of customer information, rates, media coverage, and environmental, social, and governance [removed: practices.][added: practices, as well as actions by other utility companies.]
Additionally, negative perceptions or publicity resulting from increasing scrutiny of environmental, social, and governance practices could negatively impact our [removed: reputation or] [added: reputation,] investment in our common [removed: stock.][added: stock, or our access to capital markets.]
Additionally, negative opinions about us [added: or other utility companies] could make it more difficult for our [removed: utilities] [added: businesses] to achieve [removed: favorable legislative or regulatory outcomes.]
If we were found not to be in compliance with these mandatory NERC reliability standards, PHMSA rules and regulations, or FERC regulations, rules, and orders, we could incur substantial monetary penalties and other sanctions, which could adversely affect our results of operations, [added: financial position, and liquidity.]
The FERC also conducts audits and reviews of Ameren Missouri’s, Ameren Illinois’, and ATXI’s accounting records to assess the accuracy of [removed: its] [added: their respective] formula ratemaking process, and it can require refunds to customers for previously billed amounts, with interest.
The construction and acquisition of, and capital improvements to, electric and natural gas utility [removed: infrastructure] [added: infrastructure, along with Ameren Missouri’s ability to implement its Smart Energy Plan, which is aligned with its 2020 IRP,] involve substantial [removed: risks.][added: risks.]
Any of these risks could result in higher costs, [added: the] inability to complete anticipated projects, or facility [removed: closures.][added: closures, and could adversely affect our results of operations, financial position, and liquidity.]
We estimate that we will invest up to [removed: $16.6] [added: $17.8] billion (Ameren Missouri – up to [removed: $8.4] [added: $9.3] billion; Ameren Illinois – up to [removed: $8.0] [added: $8.2] billion; ATXI – up to $0.2 billion) of capital expenditures from [removed: 2020] [added: 2021] through [removed: 2024.][added: 2025.]
Our ability to complete construction projects successfully within projected [removed: estimates] [added: estimates, including schedule, performance, and/or cost,] and to [removed: acquire wind] [added: implement Ameren Missouri’s Smart Energy Plan, which may include acquisition of] generation facilities after they are [removed: constructed] [added: constructed,] is contingent upon many [removed: variables] [added: factors] and subject to substantial risks.
These factors [removed: include delays in obtaining permits or regulatory approvals;] [added: include, but are not limited to, the following: project management expertise; escalating costs and/or] shortages [removed: in] [added: for labor,] materials, [removed: equipment,] and [removed: qualified labor; suppliers] [added: equipment, including changes to tariffs on materials; the ability of suppliers, contractors,] and [removed: contractors who do not perform as required under their contracts;] [added: developers to meet contractual commitments timely;] changes in the scope and timing of projects; the [added: ability to obtain required regulatory, project, and permit approvals; the ability to obtain necessary rights-of-way, easements, and transmission connections at an acceptable cost in a timely fashion; unsatisfactory performance by the projects when completed; the] inability to [added: earn an adequate return on invested capital; the ability to] raise capital on reasonable terms; [removed: or] [added: and] other events beyond our control, including construction delays due to weather.
[removed: There is a risk that] [added: -] an energy center [added: that] might not be permitted to continue to operate if pollution control equipment is not installed by prescribed deadlines or does not perform as [removed: expected.][added: expected;]
[removed: | • |] [added: -] facility shutdowns due to operator error, or a failure of equipment or processes; [removed: |]
[removed: | • |] [added: -] longer-than-anticipated maintenance outages; [removed: |]
[removed: | • |] [added: -] aging infrastructure that may require significant expenditures to operate and maintain; [removed: |]
[removed: | • |] [added: -] lack of adequate water required for cooling plant operations; [removed: |]
[removed: | • |] [added: -] labor disputes; [removed: |]
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
With respect to its natural gas delivery service business, unless extended, Ameren Illinois’ QIP will sunset after December 2023.
The QIP provides Ameren Illinois with recovery of, and a return on, qualifying natural gas infrastructure investments that are placed in service between regulatory rate reviews.
Infrastructure investments under the QIP earn a return at the applicable WACC.
Ameren Illinois’ QIP is subject to a rate impact limitation of a cumulative 4% per year since the most recent delivery service rate order, with no single year exceeding 5.5%.
If the rate impact limitation was met in a particular year, the amount of rate base causing the QIP rate to exceed the limitation would be exposed to regulatory lag until a year when that amount could be recovered under QIP or is added to rate base as a part of a regulatory rate review.
Upon issuance of a natural gas delivery service rate order, QIP rate base is transferred to base rates and the QIP is reset to zero.
Without legislative action, the QIP will sunset after December 2023.
If the QIP is not extended or there is no other regulatory change, Ameren Illinois will be subject to regulatory lag on its natural gas infrastructure investments that are placed in service between regulatory rate reviews, which could adversely affect Ameren Illinois’ results of operations, financial position, and liquidity.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Our electric generation, transmission, and distribution operations and natural gas transmission, distribution, and storage operations must comply with a variety of environmental laws that are enforced through statutory and regulatory requirements including permitting programs implemented by federal, state, and local authorities.
Depending upon the business activity of specific facilities, such laws address emissions; discharges to water bodies; the storage, handling and disposal of hazardous substances and waste materials; siting and land use requirements; and potential ecological impacts.
Clean Water Act regulations govern both water intake and discharges from power plants and require evaluation of the ecological and biological impact of our operations and could require modifications to water intake structures or more stringent limitations on wastewater discharges at Ameren Missouri’s energy centers.
Depending upon the scope of modifications ultimately required by state regulators, these capital expenditures could be significant.
The ultimate resolution of this matter could have a material
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
In January 2021, the United States Court of Appeals for the District of Columbia Circuit vacated the Affordable Clean Energy Rule, and ruled that the EPA had the discretion to consider emission reduction measures that include efficiency measures and generation shifting to lower carbon emissions.
Additional litigation including reconsideration by the entire United States Court of Appeals for the District of Columbia Circuit or an appeal to the United States Supreme Court is possible.
Regardless of the outcome of such potential legal challenges, the EPA is likely to develop new regulations to address carbon emissions from coal and natural gas electric generating units, which could take years to finalize.
Our results of operations, financial position, and liquidity have been and are expected to continue to be adversely affected by the international public health emergency associated with the COVID-19 pandemic.
The COVID-19 pandemic continues to be a constantly evolving situation.
In 2020, we experienced a net decrease in our sales volumes, an increase in our accounts receivable balances that were past due or that were a part of a deferred payment arrangement, and a decline in our cash collections from customers.
The continued effect of the COVID-19 pandemic on our results of operations, financial position, and liquidity in subsequent periods will depend on its severity and longevity, future regulatory or legislative actions with respect thereto, and the resulting impact on business, economic, and capital market conditions.
As a result of the COVID-19 pandemic, measures have been taken by local, state, and federal governments, such as travel bans, quarantines, and shelter-in place orders.
Shelter-in-place orders began taking
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
effect in our service territories in mid-March 2020.
These orders generally required individuals to remain at home and precluded or limited the operation of businesses that were deemed nonessential.
In mid-May 2020, shelter-in-place orders effective in our service territories began to be relaxed, with individuals allowed to leave their homes and nonessential businesses allowed to begin reopening.
However, certain restrictions remain in place that limit individual activities and the operation of nonessential businesses.
Additional restrictions may be imposed in the future.
Ameren’s business operations are deemed essential and are not directly impacted by the shelter-in-place orders.
As a result of the COVID-19 pandemic, economic activity has been disrupted in the service territories of Ameren Missouri and Ameren Illinois.
It has also caused disruptions in the capital markets, which could adversely affect our ability to access these markets on reasonable terms and when needed.
These disruptions could continue for a prolonged period of time or become more severe.
Disruptions to the capital markets as a result of the COVID-19 pandemic could negatively affect our ability to maintain and to expand our businesses.
In addition, our credit ratings may be impacted by the economic conditions of the COVID-19 pandemic.
The COVID-19 pandemic could lead to events beyond our control, such as further depressed economic conditions or extreme volatility in the debt, equity, or credit markets, and might create uncertainty that could increase our cost of capital or impair or eliminate our ability to access the debt, equity, or credit markets, including our ability to draw on bank credit facilities or issue commercial paper.
As a result of the COVID-19 pandemic, we experienced and expect to continue to experience changes to our sales volumes.
In 2020, compared to 2019, Ameren Missouri experienced a reduction in commercial and industrial electric sales volumes, partially offset by increased electric sales volumes to higher margin residential customers, excluding the estimated effects of weather and customer energy-efficiency programs.
Ameren, through ATXI and Ameren Illinois, is investing significant capital resources in electric transmission.
These investments are based on the FERC’s regulatory framework and an allowed ROE that is currently higher than that allowed by our state commissions.
However, the FERC regulatory framework and rate of return are subject to change, including as a result of appeals and challenges to the new methodology for determining the base ROE established by the FERC in November 2019.
Accordingly, the regulatory framework may be less favorable or the rate of return may be lower in the future, compared with the current regulatory environment and rate of return, all of which may adversely affect Ameren’s and Ameren Illinois’ results of operations, financial position, and liquidity.
A 50 basis point reduction in the FERC-allowed ROE would reduce Ameren’s and Ameren Illinois’ annual net income by an estimated $10 million and $6 million, respectively, based on each company’s 2020 projected rate base.
We are subject to various environmental laws, including statutes and regulations, enforced by federal, state, and local authorities.
The development and operation of electric generation, transmission, and distribution facilities and natural gas storage, transmission, and distribution facilities can trigger compliance obligations with respect to environmental laws.
These laws address emissions, discharges to water, water intake, impacts to air, land, and water, and chemical and waste handling.
The EPA has promulgated environmental regulations that have a significant impact on the electric utility industry.
Water intake and discharges from power plants are regulated under the Clean Water Act.
Such regulation could require modifications to water intake structures or more stringent limitations on wastewater discharges at Ameren Missouri’s energy centers, either of which could result in significant capital expenditures.
result in increased capital expenditures for the installation of air pollution control equipment, as well as increased operations and maintenance expenses.
The EPA has identified certain efficiency measures as the best system of emission reduction for coal-fired electric generating units.
The Affordable Clean Energy Rule went into effect on September 6, 2019.
The rule requires the state of Missouri to develop a compliance plan and submit it to the EPA for approval by September 2022.
The plan is expected to include a standard of performance for each affected generating unit.
We are evaluating the impact of the adoption and implementation of the Affordable Clean Energy Rule and, along with other stakeholders, will be working with the state of Missouri to develop the compliance plan submitted to the EPA.
We also cannot predict the outcome of any potential legal challenges to the rule.
financial position, and liquidity.
These risks include escalating costs; unsatisfactory performance by the projects when completed; the inability to complete projects as scheduled, which could affect the ability to qualify for some or all of the anticipated federal production or investment tax credits; cost disallowances by regulators; and the inability to earn an adequate return on invested capital.
These estimates include allowance for equity funds used during construction, but do not include any capital expenditures related to pollution control equipment that may be required as a result of the NSR and Clean Air Act litigation.
These variables include, but are not limited to, project management expertise, escalating costs for labor and materials, including changes to tariffs on materials, reliance on third parties, the ability to obtain required project approvals, and the ability to obtain necessary rights-of-way, easements, and transmission connections.
The schedule, performance, and/or cost, including qualifying for federal production or investment tax credits, of these projects can be affected by many factors.
In February 2020, the developers of the wind generation facilities, to be acquired by Ameren Missouri after construction, received notice from the wind turbine supplier of potential disruptions in its manufacturing, transport, and/or import/export activities resulting from the international public health emergency associated with the novel coronavirus (COVID-19).
The developers notified Ameren Missouri that their performance might be delayed as a result.
At this time, Ameren Missouri and the developers are unable to estimate the impact to each project, including the project schedule and contracted megawatts.
Additionally, we are evaluating the impact of this international public health emergency on our supply chains.
Should any such pollution control equipment not be installed on time or not perform as expected, Ameren Missouri could be subject to additional costs and to the loss of its investment in the project or facility.
All of these project and construction risks could adversely affect our results of operations, financial position, and liquidity.
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An excerpt. Shown here: 40 of 86 rewritten, 40 of 89 added and 40 of 102 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2020 filing and the FY2019 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
397 rewritten, 596 added, 605 removed, 252 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[removed: | • |] [added: -] Ameren Missouri operates a rate-regulated electric generation, transmission, and distribution business and a rate-regulated natural gas distribution business in Missouri. [removed: |]
[removed: | • |] [added: -] Ameren Illinois operates rate-regulated electric transmission, electric distribution, and natural gas distribution businesses in Illinois. [removed: |]
[removed: | • |] [added: -] ATXI operates a FERC rate-regulated electric transmission business in the MISO. [removed: |]
See Note 16 – Segment Information under Part II, Item 8, of this report for further discussion of [removed: Ameren’s, Ameren Missouri’s,] [added: Ameren’s] and Ameren Illinois’ [removed: Segments.][added: segments.]
Discussion regarding our financial condition and results of operations for the year ended December 31, [removed: 2017,] [added: 2018,] including comparisons with the year ended December 31, [removed: 2018,] [added: 2019,] is included in Item 7 of our Form 10-K for the year ended December 31, [removed: 2018,] [added: 2019,] filed with the SEC on February [removed: 26, 2019.][added: 28, 2020.]
| Investing in and operating our utilities in a manner consistent with existing regulatory frameworks | | [added: | | | |] Enhancing regulatory frameworks and advocating for responsible energy and economic policies | | | [added: | | | | | |] Creating and capitalizing on opportunities for investment for the benefit of our customers and shareholders | [added: | |]
| We seek to earn competitive returns on investments in our businesses. Accordingly, we remain focused on disciplined cost management and strategic capital allocation. We align our overall spending, both operating and capital, with economic conditions and with the frameworks established by our regulators, to create and capitalize on investment opportunities for the benefit of our customers and shareholders. We focus on minimizing the gap between allowed and earned ROEs and allocating capital resources to business opportunities that we expect will provide the most benefit to our customers and offer the most attractive risk-adjusted return potential. | | [added: | | | |] We seek to partner with our stakeholders, including our customers, regulators, federal and state legislators, and RTOs, to enhance our regulatory frameworks and advocate for responsible energy and economic policies for the benefit of our customers and shareholders. We believe constructive regulatory frameworks for investment exist at all of [removed: Ameren's] [added: our] business segments. Accordingly, we expect to earn competitive returns on investments in our businesses and realize timely recovery of our costs in the coming years with the benefits accruing to both customers and shareholders. | | | [added: | | | | | |] We seek to make prudent investments that benefit our customers. The goal of these investments is to maintain and enhance the reliability of our services, develop cleaner sources of energy, create economic development opportunities in our region, and provide customers with more options and greater control over their energy usage, among other things. By prudently investing in our businesses, we believe that we deliver superior value to both customers and shareholders. | [added: | |]
| | | [added: | | | |] Customer Rates, [removed: (¢/KWH)(d)] [added: (¢/KWH)(e)] | | | | [added: | | | | | | | |]
| | | [removed: ] | | | | [added:  | | | | | | | | | | | |]
| Rate Base ($ in billions)(a) | | [added: | | | |] Constructive Regulatory [removed: Frameworks] [added: Frameworks(c)] | | | [added: | | | | | |] TSR [removed: 2014-2019(e)] [added: 2015-2020(f)] | [added: | |]
| [removed: ] [added: ] | | [added: | | | |] Segment | [added: | |] Regulatory Framework | | [removed: ] | [added: | | |  | | |]
| | [added: | |] Ameren Transmission | [added: | |] *Formula [removed: ratemaking* *Allowed] [added: ratemaking Allowed] ROE is [removed: 10.38%*] [added: 10.52%*] | | | | [added: | | | | | | | |]
| | [added: | |] Ameren Illinois Natural Gas | [added: | |] *Future test year ratemaking and QIP, PGA, [removed: VBA* *Allowed] [added: VBA Allowed] ROE is [removed: 9.87%*] [added: 9.67%*] | | | | [added: | | | | | | | |]
| | [added: | |] Ameren Illinois Electric Distribution | [added: | |] *Formula [removed: ratemaking* *Allowed] [added: ratemaking Allowed] ROE is 30-year U.S. Treasury + 5.8%* | | | | [added: | | | | | | | |]
| | [added: | |] Ameren Missouri | [added: | |] *Historical test year ratemaking and* *PISA, RESRAM, FAC, MEEIA* *Allowed ROE is [removed: 9.2%] [added: 9.4%] - [removed: 9.7%*(c)] [added: 9.8%*(d)] | | | | [added: | | | | | | | |]
[removed: (c)] [added: (d)] Allowed ROE applicable to electric service.
[removed: (d)] [added: (e)] Average residential electric prices.
Source: Edison Electric Institute, “Typical Bills and Average Rates Report” for the 12 months ended June 30, [removed: 2019.][added: 2020.]
[removed: (e)] [added: (f)] Ameren management cautions that the stock price performance shown above should not be considered indicative of future stock price performance.
[removed: In] [added: Also, in] August 2019, Ameren entered into a forward sale agreement with a counterparty relating to 7.5 million shares of common stock.
See Note 5 – Long-term Debt and Equity Financings under Part II, Item [removed: 8,] [added: 8] of this [removed: report] [added: report,] for [removed: additional information.][added: discussion of items included herein.]
See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for [removed: more] [added: additional] information regarding Ameren [removed: Missouri wind generation facilities.][added: Missouri’s, Ameren Illinois’, and ATXI’s regulatory frameworks.]
The [removed: stipulation and agreement includes] [added: order also provided for] the continued use of the FAC and trackers [added: for pension and postretirement benefits, uncertain income tax positions, and certain excess deferred income taxes] that the MoPSC previously authorized in earlier electric rate orders.
[removed: A decision by the MoPSC is expected by] [added: - The] March [removed: 2020,] [added: 2020 MoPSC electric rate order,] with new rates effective [removed: as early as] April 1, [removed: 2020.][added: 2020, increased margins $34 million.]
See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for [removed: more] [added: additional] information regarding [removed: the] Ameren [removed: Missouri 2019] [added: Missouri’s March 2020] electric [removed: service regulatory] rate [removed: review.][added: order.]
See Note [removed: 14] [added: 2] – [removed: Commitments] [added: Rate] and [removed: Contingencies] [added: Regulatory Matters] under Part II, Item 8, of this report for more information [removed: regarding NSR and clean air litigation.][added: about our regulatory frameworks.]
In February [removed: 2020,] [added: 2021,] Ameren Missouri filed an update to its Smart Energy Plan with the MoPSC, which includes a five-year capital investment overview with a detailed one-year plan for [removed: 2020.][added: 2021.]
Investments under the plan are expected to total approximately [removed: $7.6] [added: $8.4] billion over the five-year period from [removed: 2020] [added: 2021] through [removed: 2024,] [added: 2025,] with expenditures largely recoverable under the PISA and the RESRAM.
Maintenance expenses [removed: will be] [added: are] amortized over the period between refueling and maintenance outages, which is approximately 18 months.
In December [removed: 2019,] [added: 2020,] the ICC issued an order [added: in Ameren Illinois’ annual update filing] that approved a [removed: $7] [added: $49] million decrease in Ameren Illinois’ electric distribution service rates beginning in January [removed: 2020.][added: 2021.]
See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for [removed: more] information regarding [removed: Ameren Illinois’ natural gas delivery service regulatory rate review.][added: the MEEIA performance incentives.]
See Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report for [removed: more] [added: additional] information regarding the [added: May 2020] FERC [removed: complaint cases.][added: order.]
In [removed: October 2019, Ameren’s] [added: February 2021, the] board [removed: of directors] increased the quarterly common stock dividend to [removed: 49.5] [added: 55] cents per share, resulting in an annualized equivalent dividend rate of [removed: $1.98] [added: $2.20] per share.
Net income attributable to Ameren common shareholders was [removed: $828] [added: $871] million, or [removed: $3.35] [added: $3.50] per diluted share, for [removed: 2019,] [added: 2020,] and [removed: $815] [added: $828] million, or [removed: $3.32] [added: $3.35] per diluted share, for [removed: 2018.][added: 2019.]
At December 31, [removed: 2019,] [added: 2020,] Ameren, on a consolidated basis, had available liquidity in the form of cash on hand and amounts available under the Credit Agreements of $1.9 billion.
The following chart presents [removed: 2019] [added: 2020] capital expenditures by segment and the midpoint of projected cumulative capital expenditures for [removed: 2020] [added: 2021] through [removed: 2024] [added: 2025] by segment:
[removed: |  | | | |  | | |][added: ]
| | | [added: | | | |] Ameren [removed: Missouri] [added: Missouri(a)] | | | [added: | | | | | |] Ameren Illinois Natural Gas | | [added: | | | |]
| | | [added: | | | |] Ameren Illinois Electric Distribution | | | [added: | | | | | |] Ameren Transmission | | [added: | | | |]
For [removed: 2020] [added: 2021] through [removed: 2024,] [added: 2025,] Ameren’s cumulative capital expenditures are projected to range from [removed: $15.4] [added: $16.4] billion to [removed: $16.6] [added: $17.8] billion.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Our core strategy is driven by the following three pillars:
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(c) As of January 2021.
*Key announcements, updates, and regulatory outcomes*
The COVID-19 pandemic continues to be a constantly evolving situation.
In 2020, we experienced a net decrease in our sales volumes, an increase in our accounts receivable balances that were past due or that were a part of a deferred payment arrangement, and a decline in our cash collections from customers.
The continued effect of the COVID-19 pandemic on our results of operations, financial position, and liquidity in subsequent periods will depend on its severity and longevity, future regulatory or legislative actions with respect thereto, and the resulting impact on business, economic, and capital market conditions.
Shelter-in-place orders began taking effect in our service territories in mid-March 2020.
These orders generally required individuals to remain at home and precluded or limited the operation of businesses that were deemed nonessential.
In early 2020, Ameren began implementing its business continuity plans, and continues to take measures to mitigate the risk of COVID-19 transmission.
Actions included restricting travel for employees, implementing work-from-home policies, securing and supplying personal protective equipment, and implementing work practices to protect the safety of our employees and customers.
While our business operations were deemed essential and were not directly impacted by the shelter-in-place orders, approximately 65% of our workforce transitioned to remote working arrangements in mid-March 2020.
In order to work more effectively in certain areas, a portion of our workforce returned to our work locations in early June 2020 under a phased approach, and, as of the date of this filing, approximately 50% of our workforce continues to work remotely.
In mid-May 2020, shelter-in-place orders effective in our service territories began to be relaxed, with fewer restrictions on social activities and nonessential businesses beginning to reopen.
However, certain
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
restrictions remain in place that limit individual activities and the operation of nonessential businesses.
Additional restrictions may be imposed in the future.
We continue to assess the impacts the pandemic is having on our businesses, including impacts on electric and natural gas sales volumes, liquidity, and bad debt expense, among other things.
For further discussion of these and other matters, see Note 1 – Summary of Significant Accounting Policies and Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report, and Results of Operations, Liquidity and Capital Resources, and Outlook sections below.
In addition, for information regarding Ameren Missouri’s and Ameren Illinois’ suspensions and reinstatement of customer disconnection activities and late fee charges for nonpayment, see Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report.
Maintenance expenses associated with the fall 2020 refueling and maintenance outage were deferred as a regulatory asset.
Amortization of those expenses began in January 2021, and will be amortized until the completion of the next refueling and maintenance outage.
During its return to full power after the completion of the last refueling and maintenance outage in late December 2020, the Callaway Energy Center experienced a non-nuclear operating issue related to its generator.
A thorough investigation of this matter was conducted.
Work has begun to replace certain key components of the generator in order to return the energy center to service.
Ameren Missouri expects generator repairs of $65 million, which are expected to be largely capital expenditures.
Due to the long lead time for the manufacture, repair, and installation of the components, the energy center is expected to return to service in late June or early July 2021.
See Note 9 – Callaway Energy Center under Part II, Item 8, of this report for additional information.
In March 2020, the MoPSC issued an order in Ameren Missouri’s July 2019 electric service regulatory rate review, approving nonunanimous stipulation and agreements.
The order resulted in a decrease of $32 million to Ameren Missouri’s annual revenue requirement for electric retail service, which reflected infrastructure investments as of December 31, 2019.
In addition, the order required Ameren Missouri to donate $8 million to low-income assistance programs, which was reflected in results of operations in the first quarter of 2020.
The new rates became effective on April 1, 2020.
In August 2020, the MoPSC issued an order approving a unanimous stipulation and agreement with respect to the 2022 program year of Ameren Missouri’s six-year MEEIA 2019 program and related performance incentives.
The order also approved Ameren Missouri’s energy savings results for the first year of the MEEIA 2019 program.
As a result of this order and in accordance with revenue recognition guidance, Ameren Missouri recognized revenues of $6 million in the third quarter of 2020.
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Our core strategy to invest in regulated infrastructure, continuously improve performance, and advocate for responsible policies to deliver superior customer and shareholder value is driven by three pillars.
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Below are some key announcements, updates, legislative actions, and regulatory outcomes that occurred in 2019 and early 2020.
In March 2019, Ameren issued its Building a Cleaner Energy Future report, which sets forth Ameren’s plan for reducing carbon emissions and addressing climate risk.
The plan is largely reflected in the Ameren Missouri 2017 IRP, which includes expanding renewable sources by adding 700 megawatts of wind generation by the end of 2020 and adding 100 megawatts of solar generation by 2027.
Ameren Missouri expects to file its next integrated resource plan in September 2020.
The forward sale agreement can be settled at Ameren’s discretion on or prior to March 31, 2021.
On a settlement date or dates, if Ameren elects to physically settle the forward sale agreement, Ameren will issue shares of common stock to the counterparty at the then-applicable forward sale price.
The forward sale agreement will be physically settled unless Ameren elects to settle in cash or to net share settle.
If physically settled, Ameren expects to receive between $540 million and $550 million upon settlement, which is expected to be used to fund a portion of Ameren Missouri’s wind generation investments.
Consistent with its 2017 IRP filing, in May 2019, Ameren Missouri entered into a build-transfer agreement to acquire, after construction, an up-to 300-megawatt wind generation facility.
In 2018, Ameren Missouri entered into a build-transfer agreement to acquire, after construction, an up-to 400\-megawatt wind generation facility.
These two agreements are subject to customary contract terms and conditions.
The two build-transfer acquisitions collectively represent $1.2 billion of capital expenditures, are expected to be completed by the end of 2020, and would support Ameren Missouri’s compliance with the Missouri renewable energy standard.
Both acquisitions have received all regulatory approvals, and both projects have received all applicable zoning approvals, have entered into RTO interconnection agreements, and have begun construction activities.
The MoPSC has approved a RESRAM, which is designed to mitigate the impacts of regulatory lag for the cost of compliance with Missouri’s renewable energy standard, including recovery of investments in wind and other renewable energy generation, by providing more timely recovery of costs and a return on investments not already provided for in customer rates or recovered under the PISA.
In July 2019, Ameren Missouri filed a request with the MoPSC seeking approval to decrease its annual revenues for electric service by $1 million.
In February 2020, Ameren Missouri, the MoPSC staff, the MoOPC, and certain intervenors filed a nonunanimous stipulation and agreement with the MoPSC to decrease Ameren Missouri’s annual revenues for electric service by $32 million.
The remaining intervenor did not object to the agreement.
The stipulation and agreement, which is subject to MoPSC approval, specified an allowed ROE range of 9.4% to 9.8%, but did not specify the common equity percentage or rate base.
Ameren Missouri cannot predict whether the MoPSC will approve the stipulation and agreement or, if approved, whether any application for rehearing or appeal will be filed, or the outcome if so filed.
The percentage of net energy cost variances from the amount set in base rates allowed to be recovered or refunded under the FAC and costs from services provided by affiliates are still being challenged by the MoOPC, and are expected to be addressed in a proceeding that would begin in March 2020.
A MoPSC decision would be expected in the proceeding by the end of May 2020.
If a change to the percentage of net energy cost variances from the amount set in base rates allowed to be recovered or refunded under the FAC is ordered by the MoPSC, the ordered percentage will be reflected in the FAC.
If any investments or expenses are disallowed by the MoPSC, the effect on customer rates of such disallowances will be deferred as a regulatory liability and refunded to customers over a period of time determined in the next regulatory rate review.
In September 2019, the United States District Court for the Eastern District of Missouri issued an order in a case brought by the Department of Justice, on behalf of the EPA, alleging that in performing projects at its coal-fired Rush Island Energy Center in 2007 and 2010, Ameren Missouri violated provisions of the Clean Air Act and Missouri law.
The order requires Ameren Missouri to install a flue gas desulfurization system at the Rush Island Energy Center and a dry sorbent injection system at the Labadie Energy Center.
In October 2019, Ameren Missouri appealed the district court’s ruling to the United States Court of Appeals for the Eighth Circuit.
Additionally, in October 2019, following a request by Ameren Missouri, the district court stayed implementation of the majority of its order requirements while the case is appealed.
As a result of the district court’s stay, Ameren Missouri does not expect to make significant capital expenditures or incur operations and maintenance expenses related to the district court’s order while the case is under appeal.
The ultimate resolution of this matter could have a material adverse effect on the results of operations, financial position, and liquidity of Ameren and Ameren Missouri.
An excerpt. Shown here: 40 of 397 rewritten, 40 of 596 added and 40 of 605 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2020 filing and the FY2019 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
37 rewritten, 21 added, 25 removed, 69 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[removed: | • |] [added: -] short-term variable-rate debt; [removed: |]
[removed: | • |] [added: -] fixed-rate debt; [removed: |]
[removed: | • |] [added: -] United States Treasury bonds; and [removed: |]
[removed: | • |] [added: -] the discount rate applicable to asset retirement obligations, goodwill, and defined pension and postretirement benefit plans. [removed: |]
The estimated increase in our annual interest expense and decrease in net income if interest rates were to increase by 100 basis points on variable-rate debt outstanding at December 31, [removed: 2019] [added: 2020] is immaterial.
A 50 basis point change in the annual average of the monthly yields of the 30-year United States Treasury bonds would result in an estimated [removed: $9] [added: $10] million change in Ameren’s and Ameren Illinois’ annual net income, based on its [removed: 2020] [added: 2021] projected rate base.
See Note 7 – Derivative Financial Instruments under Part II, Item 8, of this report for information on the potential loss on counterparty exposure as of December 31, [removed: 2019.][added: 2020.]
At December 31, [removed: 2019,] [added: 2020,] no nonaffiliated customer represented more than 10% of our accounts receivable.
As of December 31, [removed: 2019,] [added: 2020,] Ameren Illinois’ balance of purchased accounts receivable associated with the utility consolidated billing and purchase of receivables services was [removed: $32] [added: $28] million.
The risk associated with Ameren Illinois’ electric and natural gas trade receivables is also mitigated by a [removed: rate-adjustment mechanism] [added: rider] that allows Ameren Illinois to recover the difference between its actual net bad debt write-offs under GAAP and the amount of net bad debt write-offs included in its base rates.
Ameren Missouri and Ameren Illinois continue to monitor the impact of increasing rates on customer collections, as [removed: applicable.][added: applicable, and increasing customer account balances largely associated with the COVID-19 pandemic.]
Contributions to the plans and future costs could increase materially if we do not achieve pension and postretirement asset portfolio investment returns equal to or in excess of our [removed: 2020] [added: 2021] assumed return on plan assets of [removed: 7.00%.][added: 6.50%.]
As of December 31, [removed: 2019,] [added: 2020,] this fund was invested in domestic equity securities [removed: (67%)] [added: (69%)] and debt securities [removed: (32%).][added: (30%).]
[removed: By] maintaining a portfolio that includes long-term equity investments, Ameren Missouri seeks to maximize the returns to be used to fund nuclear decommissioning costs within acceptable parameters of risk.
Additionally, Ameren and Ameren Illinois have company-owned life insurance contracts with net asset values of [removed: $150] [added: $165] million and [removed: $9] [added: $8] million, respectively, as of December 31, [removed: 2019.][added: 2020.]
In [removed: 2019,] [added: 2020,] Ameren Illinois procured power on behalf of its customers for [removed: 22%] [added: 23%] of its total kilowatthour sales.
The IPA has proposed and the ICC has approved multiple procurement events covering portions of years through [removed: 2022] [added: 2023] for capacity and energy.
Ameren Illinois has also entered into ICC-approved contracts for zero emission credits through 2026 and for renewable energy credits with [added: various terms, including contracts with a 20-year term ending 2032, and contracts entered into beginning 2018 with] 15-year terms commencing on the date of first renewable energy credit delivery.
The following table presents, as of December 31, [removed: 2019,] [added: 2020,] the percentages of the projected required supply of coal and coal transportation for Ameren Missouri’s coal-fired energy centers, nuclear fuel for Ameren Missouri’s Callaway Energy Center, natural gas for Ameren Missouri’s retail distribution, and purchased power for Ameren Illinois that are price-hedged over the period [removed: 2020] [added: 2021] through [removed: 2024.][added: 2025.]
| Ameren: | | | | | | | | | [added: | | | | | | | | |]
| Coal | [added: | |] 100 | [added: |] % | | [removed: 94] | [added: | 87 | |] % | | [removed: 36] | [added: | 39 | |] % |
| Coal transportation | [added: | |] 100 | | | [removed: 100] | | | [added: 99 | | | | | |] 98 | | [added: |]
| Nuclear [removed: fuel] [added: fuel(a)] | [removed: 90] | | [added: —] | [removed: (a)] | | | [removed: 72(a)] | | [added: 82 | | | | | | 53 | | |]
| Natural gas for distribution(b) | [removed: 77] | | [added: 73] | [removed: 34] | | | [added: | | 31 | | | | | |] 10 | | [added: |]
| Purchased power for Ameren Illinois(c) | [added: | |] 69 | | | [added: | | |] 35 | | | [added: | | |] 11 | | [added: |]
| Ameren Missouri: | | | | | | | | | [added: | | | | | | | | |]
| Coal | [added: | |] 100 | [added: |] % | | [removed: 94] | [added: | 87 | |] % | | [removed: 36] | [added: | 39 | |] % |
| Coal transportation | [added: | |] 100 | | | [removed: 100] | | | [removed: 97] [added: 99] | | [added: | | | | 98 | | |]
| Nuclear [removed: fuel] [added: fuel(a)] | [removed: 90] | | [added: —] | [removed: (a)] | | | [removed: 72(a)] | | [added: 82 | | | | | | 53 | | |]
| Natural gas for distribution(b) | [removed: 65] | | [added: 68] | [removed: 34] | | | [removed: 9] | | [added: 36 | | | | | | 21 | | |]
| Ameren Illinois: | | | | | | | | | [added: | | | | | | | | |]
| Natural gas for distribution(b) | [removed: 79] | [added: | 73 | |] % | | [removed: 34] | [added: | 30 | |] % | | [removed: 10] | [added: | 8 | |] % |
| Purchased power(c) | [added: | |] 69 | | | [added: | | |] 35 | | | [added: | | |] 11 | | [added: |]
[removed: | (a) | The Callaway Energy Center requires refueling at 18-month intervals. The next refueling is scheduled for the fall of 2020.] As there are no refuelings scheduled to occur during 2021 or 2024, there are also no nuclear fuel deliveries anticipated to occur in these years. [removed: |]
[removed: | (b) | Represents] [added: (b)Represents] the percentage of natural gas price-hedged for peak winter season of November through March. [removed: The year 2020 represents January 2020 through March 2020. The year 2021 represents November 2020 through March 2021. This continues each successive year through March 2024. |]
[removed: | (c) | Represents] [added: (c)Represents] the percentage of purchased power price-hedged for fixed-price residential and nonresidential customers with less than 150 kilowatts of demand. [removed: |]
[removed: That supplier is currently] [added: Currently,] the [removed: only] [added: Callaway Energy Center has a single] NRC-licensed supplier able to provide fuel assemblies to the Callaway Energy Center.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
See Note 1 – Summary of Significant Accounting Policies under Part II, Item 8, of this report for more information on Ameren’s, Ameren Missouri’s, and Ameren Illinois’ accounts receivable balances that were 30 days or greater past due or that were a part of a deferred payment arrangement as of December 31, 2020.
In addition, for information regarding Ameren Missouri’s and Ameren Illinois’ suspensions and reinstatement of customer disconnection activities and late fee charges for nonpayment, see Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report.
By
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| | | | 2021 | | | | | | 2022 | | | | | | 2023 – 2025 | | |
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(a)The Callaway Energy Center has historically required refueling at 18-month intervals.
During its return to full power after the completion of the last refueling and maintenance outage in late December 2020, the Callaway Energy Center experienced a non-nuclear operating issue related to its generator.
A thorough investigation of this matter was conducted.
Work has begun to replace certain key components of the generator in order to return the energy center to service.
As of the date of this filing, due to the long lead time for the manufacture, repair, and installation of these components, the energy center is expected to return to service in late June or early July 2021.
The year 2021 represents January 2021 through March 2021.
The year 2022 represents November 2021 through March 2022.
This continues each successive year through March 2025.
In addition, low-sulfur coal suppliers have experienced financial hardships in recent years and could continue to experience financial hardships that could impact their ability to deliver shipments of low-sulfur coal in accordance with existing supply contracts.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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During 2019, one of Ameren Missouri’s low-sulfur coal suppliers and a partial owner of another supplier filed voluntary petitions for restructuring under Chapter 11 of the United States Bankruptcy Code.
Ameren Missouri replaced any resulting volume shortfall through its other coal supply contracts and through the use of existing inventory.
As such, Ameren Missouri did not experience any material impact to its operations as a result of these restructuring proceedings.
As of December 31, 2019, both entities have emerged from bankruptcy proceedings and shipments of low-sulfur coal have resumed in accordance with Ameren Missouri’s supply contracts in place with the affected suppliers prior to the bankruptcy proceedings.
Currently, the Callaway Energy Center uses nuclear fuel assemblies of a design fabricated by only a single supplier.
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Item 1. BUSINESS
200 rewritten, 161 added, 121 removed, 145 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[removed: | • |] [added: -] Ameren Missouri operates a rate-regulated electric generation, transmission, and distribution business and a rate-regulated natural gas distribution business in Missouri. [removed: |]
[removed: | • |] [added: -] Ameren Illinois operates rate-regulated electric transmission, electric distribution, and natural gas distribution businesses in Illinois. [removed: |]
[removed: | • |] [added: -] ATXI operates a FERC rate-regulated electric transmission business in the MISO. [removed: |]
The following table presents [removed: our] [added: Ameren’s] employees by [removed: function] [added: generation] at December 31, [removed: 2019:][added: 2020:]
| [removed: Ameren Missouri:] [added: Ameren Missouri] | | | [added: | | | | | | | | | | | | | | | | | |]
| [removed: Electric and natural] [added: Natural] gas transmission and distribution | [removed: 1,716] | | [added: 2.4 | | | | | | 2.1 | | | | | | 1.9 | | | | | |]
| [removed: Total] Ameren Missouri [added: total] | [removed: 4,072] | | [added: 20 | | | | | | 21 | | | | | | 21 | | | | | |]
| [removed: Ameren Illinois:] [added: Ameren Illinois] | | | [added: | | | | | | | | | | | | | | | | | |]
[removed: | Electric] [added: - consolidation of electric] and natural gas [removed: transmission and distribution | 2,856 | |][added: utility companies.]
[removed: | Total Ameren Illinois | 3,476 | |][added: Ameren Illinois]
| Ameren Services [removed: – support services] | [removed: 1,775] | | [added: | | | 1,882 | | | | | | 11 | | | | | | 6% | | | | | |]
| [removed: Total] Ameren [added: Missouri total] | [removed: 9,323] | | [added: 100.0 | | % | | | | 100.0 | | % | | | | 100.0 | | % | | | |]
[removed: Labor unions] [added: Collective bargaining units] at Ameren’s subsidiaries consist of the International Brotherhood of Electrical Workers, the International Union of Operating Engineers, the Laborer’s International Union of North America, the United Association of Plumbers and Pipefitters, and the United Government Security Officers of America.
The Ameren Illinois collective bargaining unit contracts expire in [removed: 2020, 2021, 2022,] [added: 2022] and 2023, which cover [removed: 1%, 92%, 1%,] [added: 93%] and [removed: 6%] [added: 7%] of represented employees, respectively.
An illustration of the Ameren Companies’ reporting structures is provided [removed: below.][added: below:]
[removed: ][added: ]
[removed: |] (a) [removed: |] The Ameren Transmission segment also includes allocated Ameren (parent) interest charges, [removed: Ameren Transmission Company, LLC, ATX East, LLC,] [added: as well as other subsidiaries engaged in electric transmission project development] and [removed: ATX Southwest, LLC. |][added: investment.]
Decisions made by these governmental entities regarding [added: customer] rates are largely outside of our control.
These decisions, as well as the regulatory lag involved in the process of [removed: getting] [added: obtaining approval for] new [removed: rates approved,] [added: customer rates,] could have a material adverse effect on the results of operations, financial position, and liquidity of the Ameren Companies.
The following table summarizes the key terms of the rate orders in effect for customer billings for each of Ameren’s rate-regulated utilities as of January [removed: 1, 2020:][added: 2021:]
| | [added: | |] Rate Regulator | [added: | |] Effective Rate Order Issued In | [added: | |] Allowed ROE | [added: | |] Percent [removed: of Common] [added: of Common] Equity | [added: | |] Rate [removed: Base (in] [added: Base (in] billions) | [added: | |] Portion of Ameren’s [removed: 2019] [added: 2020] Operating Revenues(a) | [added: | |]
[removed: |] Ameren Missouri [removed: | | | | | | |]
| Natural gas delivery service | [added: | |] MoPSC | [added: | |] August 2019(d) | [added: | |] 9.4% – 9.95%(d) | [added: | |] 52.0% | [added: | |] (d) | [added: | |] 2% | [added: | |]
[removed: |] Ameren Illinois [removed: | | | | | | |]
| Electric distribution delivery service(e) | [added: | |] ICC | [added: | |] December [removed: 2019] [added: 2020] | [removed: 8.91%] | [added: | 8.38% | | |] 50.0% | [removed: $3.2] | [removed: 25%] | [added: $3.4 | | | 26% | | |]
| Electric transmission service(g) | [added: | |] FERC | [added: | |] (g) | [removed: 10.38%] | [removed: 51.3%] | [removed: $2.1] [added: 10.52%] | [removed: 4%] | [added: | 54.0% | | | $2.6 | | | 5% | | |]
| ATXI | | | | | | | [added: | | | | | | | | | | | | | |]
| Electric transmission service(g) | [added: | |] FERC | [added: | |] (g) | [removed: 10.38%] | [removed: 59.3%] | [added: 10.52% | | | 60.1% | | |] $1.4 | [added: | |] 3% | [added: | |]
[removed: | (a) | Includes] [added: (a)Includes] pass-through costs recovered from customers, such as purchased power for electric distribution delivery service and natural gas purchased for resale for natural gas delivery service, and intercompany eliminations. [removed: |]
[removed: | (b) | Ameren] [added: (b)Ameren] Missouri’s electric generation, transmission, and delivery service rates are bundled together and charged to retail customers under a combined electric service rate. [removed: Ameren Missouri has a pending electric service regulatory rate review it filed with the MoPSC in July 2019. For additional information regarding this regulatory rate review, see Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report. |]
[removed: | (d) | This] [added: (d)This] rate order specified that an implicit ROE was within a range of 9.4% to 9.95%. [removed: This rate order did not specify rate base. |]
[removed: | (e) | Ameren Illinois electric distribution delivery service rates are updated annually and become effective each January.] This rate order was based on [removed: 2018] [added: 2019] actual costs, expected net plant additions for [removed: 2019,] [added: 2020,] and the annual average of the monthly yields during [removed: 2018] [added: 2019] of the 30-year United States Treasury bonds plus 580 basis points. [removed: Ameren Illinois’ 2020 electric distribution delivery service revenues will be based on its 2020 actual recoverable costs, rate base, common equity percentage, and an allowed ROE, as calculated under the IEIMA’s performance-based formula ratemaking framework. |]
[removed: | (f) | This rate order was based on a 2019 future test year. Ameren Illinois has a pending natural gas delivery service regulatory rate review it filed with the ICC in February 2020.] For additional information regarding this [removed: regulatory rate review,] [added: order and related requests for rehearing,] see Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report. [removed: |]
The AMMO balancing authority area includes the load and energy centers of Ameren Missouri, and had a peak demand of [removed: 7,363 megawatts] [added: 7,108 MWs] in [removed: 2019.][added: 2020.]
The AMIL balancing authority area includes the load of Ameren Illinois, and had a peak demand of [removed: 8,735 megawatts] [added: 8,351 MWs] in [removed: 2019.][added: 2020.]
Ameren Missouri files a [added: long-term] nonbinding [removed: 20-year] integrated resource plan with the MoPSC every three years.
The most recent integrated resource plan, filed in September [removed: 2017,] [added: 2020,] includes Ameren Missouri’s preferred approach for meeting customers’ projected long-term energy needs in a cost-effective manner while maintaining system [removed: reliability.][added: reliability and customer affordability.]
The [removed: plan] [added: plan, which is subject to review by the MoPSC for compliance with Missouri law,] targets cleaner and more diverse sources of energy generation, including solar, wind, [removed: natural gas, hydroelectric,] [added: hydro,] and nuclear [removed: power.][added: power, and supports increased investment in new energy technologies.]
Ameren Missouri [removed: may] [added: would] be adversely affected if the MoPSC does not allow recovery of the remaining [removed: investment, if any,] [added: investment] and decommissioning costs associated with the retirement of an energy center, as well as the ability to earn a return on that remaining investment and those decommissioning costs.
Ameren Missouri expects to file its next integrated resource plan in September [removed: 2020.][added: 2023.]
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| Electric service(b) | | | MoPSC | | | March 2020(c) | | | 9.4% – 9.8%(c) | | | (c) | | | (c) | | | 51% | | |
| Natural gas delivery service(f) | | | ICC | | | January 2021 | | | 9.67% | | | 52.0% | | | $2.1 | | | 13% | | |
(c)This rate order specified that an implicit ROE was within a range of 9.4% to 9.8%.
This rate order did not specify a percent of common equity or rate base.
The ROE used for allowance for equity funds used during construction is 9.53%.
This rate order did not specify rate base.
The ROE used for allowance for equity funds used during construction is 9.53%.
(e)Ameren Illinois electric distribution delivery service rates are updated annually and become effective each January.
Ameren Illinois’ allowed ROE for 2020 and 2019 was based on an annual average of the monthly yields of the 30-year United States Treasury bonds of 1.56% and 2.58%, respectively.
Ameren Illinois’ 2021 electric distribution delivery service revenues will be based on its 2021 actual recoverable costs, rate base, common equity percentage, and an allowed ROE, as calculated under the IEIMA’s performance-based formula ratemaking framework.
(f)This rate order was based on a 2021 future test year.
(g)Transmission rates are updated annually and become effective each January.
They are determined by a company-specific, forward-looking formula ratemaking framework based on each year’s forecasted information.
The 10.52% return, which includes a 50 basis points incentive adder for participation in an RTO, is based on the FERC’s May 2020 order.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Our generation, transmission, and electric and natural gas distribution operations must comply with a variety of environmental laws contained in statutes and regulations relating to the protection of the environment and the health and safety of the public.
These laws are comprehensive and include the storage, handling, and disposal of waste materials, emergency planning and response requirements, limitations and standards applicable to discharges from our facilities into the air or water that are enforced through permitting requirements, and wildlife protection laws, including those related to endangered species.
It also includes expanding renewable sources by adding 3,100 MWs of renewable generation by the end of 2030 and a total of 5,400 MWs of renewable generation by 2040, inclusive of the High Prairie and Atchison renewable energy centers, the expectation that Ameren Missouri will seek NRC approval for an extension of the operating license for the Callaway Energy Center, expanding customer energy-efficiency programs, adding cost-effective demand response programs, advancing the retirement dates of the Sioux and Rush Island coal-fired energy centers to 2028 and 2039, respectively, and retiring the remaining coal-fired energy centers as they reach the end of their useful lives, including the Meramec Energy Center by the end of 2022.
The addition of a renewable generation facility is subject to obtaining necessary project approvals, including FERC approval and the issuance of a certificate of convenience and necessity by the MoPSC, as applicable.
Advancing the retirement dates of the Sioux and Rush Island energy centers is subject to the approval of a change in the assets’ depreciable lives by the MoPSC in a future regulatory rate review.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Missouri law requires Ameren Missouri to offer rebates and net metering to certain customers that install solar generation at their premises.
The cost of the rebates are deferred as a regulatory asset under the RESRAM, and earn carrying costs at short-term interest rates.
Customers that elect to enroll in net metering are allowed to net their generation against their usage within each billing month.
Disruptions in coal deliveries could cause Ameren
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
During its return to full power after the completion of the last refueling and maintenance outage in late December 2020, the Callaway Energy Center experienced a non-nuclear operating issue related to its generator.
A thorough investigation of this matter was conducted.
Work has begun to replace certain key components of the generator in order to return the energy center to service.
As of the date of this filing, due to the long lead time for the manufacture, repair, and installation of these components, the energy center is expected to return to service in late June or early July 2021.
In December 2020, Ameren Missouri acquired and placed in service the High Prairie Renewable Energy Center, a 400-MW wind generation facility.
In January 2021, Ameren Missouri acquired an up-to 300-MW wind generation project and, as of the date of this filing, placed 120 MWs in service as the Atchison Renewable Energy Center.
Ameren Missouri expects approximately 150 MWs to be in service by the end of the first quarter of 2021, and the remaining portion to be in service later in 2021.
As a result of a 2018 IPA procurement event, which was approved by the ICC, Ameren Illinois entered into agreements to acquire zero emission credits through 2026.
Annual zero emission credit commitment amounts will be published by the IPA each May prior to the start of the subsequent
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| Generation | 1,721 | |
| Other support services | 635 | |
| Other support services | 620 | |
At December 31, 2019, these labor unions collectively represented about 50% of Ameren’s total employees.
They represented 60% and 56% of the employees at Ameren Missouri and Ameren Illinois, respectively.
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| Electric service(b) | MoPSC | March 2017(c) | 9.2% – 9.7%(c) | (c) | (c) | 52% |
| Natural gas delivery service(f) | ICC | November 2018 | 9.87% | 50.0% | $1.6 | 14% |
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| (c) | This rate order specified that an implicit ROE was within a range of 9.2% to 9.7%. This rate order did not specify a percent of common equity or rate base. The ROE used for allowance for equity funds used during construction is 9.53%. |
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| (g) | Transmission rates are updated annually and become effective each January. They are determined by a company-specific, forward-looking formula ratemaking framework based on each year’s forecasted information. The 10.38% return, which includes a 50 basis points incentive adder for participation in an RTO, is based on the FERC’s November 2019 order. For additional information regarding this order and related requests for rehearing, see Note 2 – Rate and Regulatory Matters under Part II, Item 8, of this report. The ROE applicable to investments in ATXI’s Mark Twain project includes an additional 50 basis point incentive adder related to the unique nature of risks involved in completing the project. |
Certain of our operations are subject to federal, state, and local environmental laws, including statutes and regulations, relating to the protection of the safety and health of our personnel, the public, and the environment.
These laws include requirements relating to identification, generation, storage, handling, transportation, disposal, recordkeeping, labeling, reporting, and emergency response in connection with hazardous and toxic materials; safety and health standards; and environmental protection requirements, including standards and limitations relating to the discharge of air and water pollutants, water intake, and the management of waste and byproduct materials.
Additionally, Ameren Missouri may need to fulfill purchased power needs from another source if a supplier is unable to meet its power supply obligations.
An excerpt. Shown here: 40 of 200 rewritten, 40 of 161 added and 40 of 121 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2020 filing and the FY2019 filing.
Item 3. LEGAL PROCEEDINGS
1 rewritten, 1 added, 23 removed, 4 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[removed: Material] [added: For additional information on material] legal and administrative proceedings, [removed: which are discussed in Note] [added: see [Note] 2 – Rate and Regulatory [removed: Matters, Note] [added: Matters](#if2f6a31d3bf04a31946c203851e6d676_289), [Note] 9 – Callaway Energy [removed: Center,] [added: Center](#if2f6a31d3bf04a31946c203851e6d676_328),] and [removed: Note] [added: [Note] 14 – Commitments and [removed: Contingencies] [added: Contingencies](#if2f6a31d3bf04a31946c203851e6d676_358)] under Part II, Item 8, of this [removed: report and are incorporated herein by reference, include the following:][added: report.]
Pursuant to Item 103(c)(3)(iii) of Regulation S-K, our policy is to disclose environmental proceedings to which a governmental entity is a party if we reasonably believe such proceedings will result in monetary sanctions of $1 million or more.
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| • | Ameren Missouri’s electric service regulatory rate review filed with the MoPSC in July 2019; |
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| • | Ameren Illinois’ natural gas delivery service regulatory rate review filed with the ICC in February 2020; |
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| • | the ICC’s QIP prudence review requested by Ameren Illinois in March 2019; |
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| • | Ameren and the MISO transmission owner’s request for a rehearing of the November 2019 FERC order related to the November 2013 complaint case; |
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| • | the March 2019 FERC separate Notices of Inquiry regarding its allowed ROE policy and its transmission incentives policy; |
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| • | litigation against Ameren Missouri with respect to NSR and the Clean Air Act; and |
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| • | remediation matters associated with former MGP sites of Ameren Illinois. |
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Cover and table of contents
147 rewritten, 83 added, 146 removed, 150 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[removed: FORM 10-K][added: FORM 10-K]
| ☒ | [added: | |] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | [added: | |]
for the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2019][added: 2020]
| ☐ | [added: | |] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934 for] [added: 1934 for] the transition period from to | [added: | |]
| [removed: Commission File] [added: Commission File] Number | [added: | |] Exact name of registrant as specified in its [removed: charter; State] [added: charter; State] of [removed: Incorporation; Address] [added: Incorporation; Address] and Telephone Number | [added: | |] IRS [removed: Employer Identification] [added: Employer Identification] No. | [added: | |]
| 1-14756 | [added: | |] Ameren Corporation | [added: | |] 43-1723446 | [added: | |]
| 1-2967 | [added: | |] Union Electric Company | [added: | |] 43-0559760 | [added: | |]
| 1-3672 | [added: | |] Ameren Illinois Company | [added: | |] 37-0211380 | [added: | |]
| Title of each class | [added: | |] Trading Symbol(s) | [added: | |] Name of each exchange on which registered | [added: | |]
| Common Stock, $0.01 par value per share | [added: | |] AEE | [added: | |] New York Stock Exchange | [added: | |]
| Registrant | | [added: | | | |] Title of each class | [added: | |]
| Union Electric Company | | [added: | | | |] Preferred Stock, cumulative, no par value, stated value $100 per share | [added: | |]
| Ameren Illinois Company | | [added: | | | |] Preferred Stock, cumulative, $100 par value Depositary Shares, each representing 1/4 of a share of 6.625% Preferred Stock, cumulative, $100 par value | [added: | |]
| Ameren Corporation | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Union Electric Company | [added: | |] Yes | [removed: ☐] | [removed: No] | ☒ | [added: | | No | | | ☐ | | |]
| Ameren Illinois Company | [added: | |] Yes | [removed: ☐] | [removed: No] | ☒ | [added: | | No | | | ☐ | | |]
| Ameren Corporation | [added: | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☒ | [added: | |]
| Union Electric Company | [added: | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☒ | [added: | |]
| Ameren Illinois Company | [added: | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☒ | [added: | |]
| Ameren Corporation | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Union Electric Company | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Ameren Illinois Company | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Ameren Corporation | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Union Electric Company | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Ameren Illinois Company | [added: | |] Yes | [added: | |] ☒ | [added: | |] No | [added: | |] ☐ | [added: | |]
| Ameren Corporation | [added: | |] Large accelerated filer | [added: | |] ☒ | [added: | |] Accelerated filer | [added: | |] ☐ | [added: | |] Non-accelerated filer | [added: | |] ☐ | [added: | |]
| | | | [added: | | | | | |] Smaller reporting company | [added: | |] ☐ | [added: | |] Emerging growth company | [added: | |] ☐ | [added: | |]
| Union Electric Company | [added: | |] Large accelerated filer | [added: | |] ☐ | [added: | |] Accelerated filer | [added: | |] ☐ | [added: | |] Non-accelerated filer | [added: | |] ☒ | [added: | |]
| | | | [added: | | | | | |] Smaller reporting company | [added: | |] ☐ | [added: | |] Emerging growth company | [added: | |] ☐ | [added: | |]
| Ameren Illinois Company | [added: | |] Large accelerated filer | [added: | |] ☐ | [added: | |] Accelerated filer | [added: | |] ☐ | [added: | |] Non-accelerated filer | [added: | |] ☒ | [added: | |]
| | | | [added: | | | | | |] Smaller reporting company | [added: | |] ☐ | [added: | |] Emerging growth company | [added: | |] ☐ | [added: | |]
| Ameren Corporation | | | | [added: | | | | | | | |] ☐ | [added: | |]
| Union Electric Company | | | | [added: | | | | | | | |] ☐ | [added: | |]
| Ameren Illinois Company | | | | [added: | | | | | | | |] ☐ | [added: | |]
| Ameren Corporation | [added: | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☒ | [added: | |]
| Union Electric Company | [added: | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☒ | [added: | |]
| Ameren Illinois Company | [added: | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☒ | [added: | |]
As of June [removed: 28, 2019,] [added: 30, 2020,] the aggregate market value of Ameren Corporation’s common stock, $0.01 par value, (based upon the closing price of the common stock on the New York Stock Exchange on June [removed: 28, 2019)] [added: 30, 2020)] held by nonaffiliates was [removed: $18,378,774,986.][added: $17,299,078,950.]
All of the shares of common stock of the other registrants were held by Ameren Corporation as of June [removed: 28, 2019.][added: 30, 2020.]
The number of shares outstanding of each registrant’s classes of common stock as of January [removed: 31, 2020,] [added: 29, 2021,] were as follows:
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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Indicate by check mark whether each registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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An excerpt. Shown here: 40 of 147 rewritten, 40 of 83 added and 40 of 146 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2020 filing and the FY2019 filing.
Item 1B. UNRESOLVED STAFF COMMENTS
0 rewritten, 1 added, 2 removed, 1 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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Item 2. PROPERTIES
51 rewritten, 19 added, 40 removed, 13 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
The following table shows the anticipated capability of Ameren Missouri’s energy centers at the time of Ameren Missouri’s expected [removed: 2020] [added: 2021] peak summer electrical [removed: demand:][added: demand for all energy centers owned as of December 31, 2020:]
| Primary Fuel Source | [added: | |] Energy Center | [added: | |] Location | [added: | |] Net Kilowatt Capability(a) | | [added: |]
| Coal | [added: | |] Labadie(b) | [added: | |] Franklin County, Missouri | [added: | |] 2,372,000 | | [added: |]
| | [added: | |] Rush Island(c) | [added: | |] Jefferson County, Missouri | [added: | |] 1,178,000 | | [added: |]
| | [removed: Sioux(d)] | [added: | Sioux(c) | | |] St. Charles County, Missouri | [added: | |] 972,000 | | [added: |]
| | [removed: Meramec(e)] | [added: | Meramec(c) | | |] St. Louis County, Missouri | [added: | |] 540,000 | | [added: |]
| Total coal | | | [added: | | | | | |] 5,062,000 | | [added: |]
| Nuclear | [removed: Callaway(f)] | [added: | Callaway(d) | | |] Callaway County, Missouri | [added: | |] 1,194,000 | | [added: |]
| Hydroelectric | [removed: Osage(f)] | [added: | Osage(d) | | |] Lakeside, Missouri | [added: | |] 235,000 | | [added: |]
| | [added: | |] Keokuk | [added: | |] Keokuk, Iowa | [removed: 144,000] | | [added: 148,000 | | |]
| Total hydroelectric | | | [removed: 379,000] | | [added: | | | | 383,000 | | |]
| Pumped-storage | [added: | |] Taum [removed: Sauk(f)] [added: Sauk(d)] | [added: | |] Reynolds County, Missouri | [added: | |] 440,000 | | [added: |]
| Natural gas [removed: (CTs)] | [removed: Audrain(g)] | [added: | Audrain(f) | | |] Audrain County, Missouri | [removed: 608,000] | | [added: 616,000 | | |]
| | [removed: Venice(h)] | [added: | Venice | | |] Venice, Illinois | [removed: 494,000] | | [added: 495,000 | | |]
| | [added: | |] Goose Creek | [added: | |] Piatt County, Illinois | [removed: 438,000] | | [added: 444,000 | | |]
| | [added: | |] Pinckneyville | [added: | |] Pinckneyville, Illinois | [added: | |] 316,000 | | [added: |]
| | [added: | |] Raccoon Creek | [added: | |] Clay County, Illinois | [added: | |] 308,000 | | [added: |]
| | [removed: Meramec(e)(h)(i)] | [added: | Meramec(c)(g) | | |] St. Louis County, Missouri | [removed: 272,000] | | [added: 226,000 | | |]
| | [removed: Kinmundy(h)] | [added: | Kinmundy | | |] Kinmundy, Illinois | [added: | |] 210,000 | | [added: |]
| | [added: | |] Peno [removed: Creek(g)(h)] [added: Creek(f)] | [added: | |] Bowling Green, Missouri | [added: | |] 192,000 | | [added: |]
| Total natural gas | | | [removed: 2,838,000] | | [added: | | | | 2,807,000 | | |]
| Oil (CTs) | [removed: Fairgrounds] | [added: | Fairgrounds(c) | | |] Jefferson City, Missouri | [added: | |] 55,000 | | [added: |]
| | [removed: Mexico] | [added: | Mexico(c) | | |] Mexico, Missouri | [removed: 54,000] | | [added: 55,000 | | |]
| | [removed: Moberly] | [added: | Moberly(c) | | |] Moberly, Missouri | [removed: 54,000] | | [added: 55,000 | | |]
| | [removed: Moreau] | [added: | Moreau(c) | | |] Jefferson City, Missouri | [removed: 54,000] | | [added: 55,000 | | |]
| Total oil | | | [removed: 217,000] | | [added: | | | | 220,000 | | |]
| Methane gas (CT) | [added: | |] Maryland Heights | [added: | |] Maryland Heights, Missouri | [added: | |] 8,000 | | [added: |]
| Solar | [added: | |] O’Fallon | [added: | |] O’Fallon, Missouri | [removed: 3,000] | | [added: 4,500 | | |]
| | [added: | |] Lambert | [added: | |] St. Louis County, Missouri | [added: | |] 1,000 | | [added: |]
| | [added: | |] BJC | [added: | |] St. Louis, Missouri | [removed: 1,000] | | [added: 1,500 | | |]
| Total solar | | | [removed: 5,000] | | [added: | | | | 7,000 | | |]
| Total Ameren and Ameren Missouri | | | [removed: 10,141,000] | | [added: | | | | 10,521,000 | | |]
[removed: | (a) | Net] [added: (a)Net] kilowatt [removed: capability] [added: capability, except for wind and solar generating facilities,] is the generating capacity available for dispatch from the energy center into the electric transmission grid. [removed: |]
[removed: | (b) | The] [added: (b)The] Labadie Energy Center is scheduled to retire 1,186,000 kilowatts by 2036 and 1,186,000 kilowatts by 2042. [removed: |]
[removed: | (f) | The] [added: (d)The] operating licenses for the Callaway, Osage, and Taum Sauk energy centers expire in 2044, 2047, and 2044, respectively. [removed: |]
[removed: | (g) | There] [added: (f)There] are economic development arrangements applicable to these CTs, as discussed below. [removed: |]
[removed: | (i) | Two of its three] [added: (g)Its two operating] units are steam-powered. [removed: |]
The following table presents in-service electric and natural gas utility-related properties for Ameren Missouri and Ameren Illinois as of December 31, [removed: 2019:][added: 2020:]
| | [removed: Ameren Missouri] | | [added: Ameren Missouri] | [removed: Ameren Illinois] | | [added: | | | Ameren Illinois | | |]
| Circuit miles of electric transmission lines(a) | [removed: 2,971] | | [added: 3,150] | [removed: 4,643] | | [added: | | | 4,662 | | |]
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| Wind(e) | | | High Prairie | | | Adair and Schuyler Counties, Missouri | | | 400,000 | | |
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Capability for wind and solar facilities represents nameplate capacity.
This capacity is only attainable when wind/solar conditions are sufficiently available.
The on-demand capability for wind and solar units is zero.
(c)The Rush Island, Sioux, and Meramec energy centers are scheduled to retire by 2039, 2028, and 2022, respectively.
The retirement dates of the Rush Island and Sioux energy centers are proposed to be advanced from their previous retirement dates of 2045 and 2033, respectively, as part of the 2020 IRP.
The Fairgrounds, Mexico, Moberly, and Moreau energy centers are scheduled to be retired by 2026 as part of the 2020 IRP.
Advancing the retirement date of an energy center is subject to the approval of a change in the assets’ depreciable lives by the MoPSC in a future regulatory rate review.
(e)Ameren Missouri acquired the Atchison Renewable Energy Center in January 2021.
As of the date of this filing, 120,000 kilowatts were in service.
Ameren Missouri expects approximately 150,000 kilowatts of the up-to 300,000-kilowatt project to be in service by the end of the first quarter of 2021, and the remaining portion to be in service later in 2021.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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- Certain property is situated on lands occupied under leases, easements, franchises, licenses, or permits.
That property includes a portion of Ameren Missouri’s Osage Energy Center reservoir; certain facilities at Ameren Missouri’s Sioux Energy Center; most of Ameren Missouri’s High Prairie Renewable, Atchison Renewable, Peno Creek CT and Audrain CT energy centers; Ameren Missouri’s Maryland Heights, Lambert, and BJC energy centers; certain substations; and most transmission and distribution lines and natural gas mains.
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| (c) | The Rush Island Energy Center is scheduled to retire all generating capacity by 2045. |
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| (d) | The Sioux Energy Center is scheduled to retire all generating capacity by 2033. |
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| (e) | The Meramec Energy Center is scheduled for retirement by 2022. |
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| (h) | These CTs have the capability to operate on either oil or natural gas (dual fuel). |
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In May 2019, Ameren Missouri entered into a build-transfer agreement to acquire, after construction, an up-to 300-megawatt wind generation facility.
In 2018, Ameren Missouri entered into a build-transfer agreement to acquire, after construction, an up-to 400-megawatt wind generation facility.
Both facilities are expected to be completed by the end of 2020 and would support Ameren Missouri’s compliance with the Missouri renewable energy standard.
For additional information on these agreements, see Note 2 – Rate and Regulatory Matters under Part II, Item 8 of this report.
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An excerpt. Shown here: 40 of 51 rewritten, all 19 added and all 40 removed. The counts are complete. For every sentence, read Item 2. PROPERTIES in the FY2020 filing and the FY2019 filing.
Item 4. MINE SAFETY DISCLOSURES
27 rewritten, 19 added, 20 removed, 10 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
The executive officers of the Ameren Companies, including major subsidiaries, are listed below, along with their ages as of December 31, [removed: 2019,] [added: 2020,] all their positions and offices held with the Ameren Companies as of February [removed: 14, 2020,] [added: 22, 2021,] their tenures as officers, and their business backgrounds for at least the last five years.
| Name | [added: | |] Age | | | [added: | | |] Positions and Offices Held | [added: | |]
| Warner L. Baxter | [removed: 58] | | [added: 59] | [added: | | | | |] Chairman, President and Chief Executive Officer, and Director | [added: | |]
| Baxter joined Ameren Missouri in 1995. He was elected to the positions of executive vice president and chief financial officer of Ameren, Ameren Missouri, Ameren Illinois, and Ameren Services in 2003. He was elected chairman, president, chief executive officer, and chief financial officer of Ameren Services in 2007. In 2009, he was elected chairman, president, and chief executive officer of Ameren Missouri. In 2014, he was elected chairman, president, and chief executive officer of Ameren, and relinquished his positions at Ameren Missouri. | | | | | [added: | | | | | | |]
| Michael L. Moehn | [removed: 50] | | [added: 51] | [added: | | | | |] Executive Vice President and Chief Financial Officer | [added: | |]
| Moehn joined Ameren Services in 2000. In 2004, he was elected vice president, corporate planning, of Ameren Services. In 2008, he was elected senior vice president, corporate planning and business risk management, of Ameren Services. In 2012, he was elected senior vice president, customer operations, of Ameren Missouri, and relinquished his position at Ameren Services. In 2014, he was elected chairman and president of Ameren Missouri. In December 2019, he was elected executive vice president and chief financial officer of the Ameren Companies and chairman and president of Ameren Services and relinquished his positions at Ameren Missouri. | | | | | [added: | | | | | | |]
| Chonda J. Nwamu | [removed: 48] | | [added: 49] | [added: | | | | |] Senior Vice President, General Counsel, and Secretary | [added: | |]
| Nwamu joined Ameren Services in September 2016 as vice president and deputy general counsel. In January 2019, she was elected senior vice president and deputy general counsel of Ameren Services. In August 2019, she was elected senior vice president, general counsel and secretary of the Ameren Companies. Prior to joining Ameren Services, she served as regulatory counsel at Pacific Gas and Electric Company, a public utility, from 2000 to May 2014 and as managing counsel and senior director from June 2014 to June 2016. | | | | | [added: | | | | | | |]
| Bruce A. Steinke | [removed: 58] | | [added: 59] | [added: | | | | |] Senior Vice President, Finance, and Chief Accounting Officer | [added: | |]
| Steinke joined Ameren Services in 2002. In 2008, he was elected vice president and controller of Ameren, Ameren Illinois, and Ameren Services. In 2009, he relinquished his positions at Ameren Illinois. In 2013, he was elected senior vice president, finance, and chief accounting officer of the Ameren Companies. | | | | | [added: | | | | | | |]
| Name | [added: | |] Age | | | [added: | | |] Positions and Offices Held | [added: | |]
| Bhavani Amirthalingam | [removed: 44] | | [added: 45] | [added: | | | | |] Senior Vice President and Chief Digital Information Officer (Ameren Services) | [added: | |]
| Amirthalingam joined Ameren Services in March 2018 as senior vice president and chief digital information officer. She served as the chief information officer and vice president North America for Schneider Electric SE, an energy management and automation solutions company, from January 2015 to March 2018 and in various roles at World Wide Technology Inc., a technology solution provider, from November 1999 to January 2015, most recently serving as vice president of customer solutions and innovation from September 2013 to January 2015. | | | | | [added: | | | | | | |]
| Mark C. Birk | [removed: 55] | | [added: 56] | [added: | | | | |] Senior Vice President, Customer and Power Operations (Ameren Missouri) | [added: | |]
| Birk joined Ameren Missouri in 1986. In 2004, he was elected vice president, power operations, of Ameren Missouri. In 2012, he was elected senior vice president, corporate planning, of Ameren Services. In 2014, he was also elected senior vice president, oversight, of Ameren Services, and in 2015, he was elected senior vice president, corporate safety, planning and operations oversight. In January 2017, he was elected senior vice president, customer operations, at Ameren Missouri and relinquished his positions at Ameren Services. In October 2017, he was elected senior vice president, customer and power operations, at Ameren Missouri. | | | | | [added: | | | | | | |]
| Fadi M. Diya | [removed: 57] | | [added: 58] | [added: | | | | |] Senior Vice President and Chief Nuclear Officer (Ameren Missouri) | [added: | |]
| Diya joined Ameren Missouri in 2005. In 2008, he was elected vice president, nuclear operations, of Ameren Missouri. In 2014, he was elected senior vice president and chief nuclear officer of Ameren Missouri. | | | | | [added: | | | | | | |]
| Mary P. Heger | [removed: 63] | | [added: 64] | [added: | | | | |] Senior Vice President, Customer Experience (Ameren Illinois) | [added: | |]
| Heger joined Ameren Missouri in 1976. In 2009, she was elected vice president, information technology, of Ameren Services, and in 2013, she was also elected chief information officer of Ameren Services. In September 2015, she was elected senior vice president and chief information officer of Ameren Services. In February 2019, she was elected senior vice president, customer experience, at Ameren Illinois and relinquished her position at Ameren Services. | | | | | [added: | | | | | | |]
| Mark C. Lindgren | [removed: 52] | | [added: 53] | [added: | | | | |] Senior Vice President, Corporate Communications, and Chief Human Resources Officer (Ameren Services) | [added: | |]
| Lindgren joined Ameren Services in 1998. In 2009, he was elected vice president, human resources, of Ameren Services, and in 2012, he was also elected chief human resources officer of Ameren Services. In September 2015, he was elected senior vice president, corporate communications, and chief human resources officer of Ameren Services. | | | | | [added: | | | | | | |]
| Richard J. Mark | [removed: 64] | | [added: 65] | [added: | | | | |] Chairman and President (Ameren Illinois) | [added: | |]
| Mark joined Ameren Services in 2002 as vice president, customer service. In 2003, he was elected vice president, governmental policy and consumer affairs, of Ameren Services. In 2005, he was elected senior vice president, customer operations, of Ameren Missouri. In 2007, he relinquished his position at Ameren Services. In 2012, he relinquished his position at Ameren Missouri and was elected chairman and president of Ameren Illinois. | | | | | [added: | | | | | | |]
| Martin J. Lyons, Jr. | [removed: 53] | | [added: 54] | [added: | | | | |] Chairman and President (Ameren Missouri) | [added: | |]
| Lyons joined Ameren Services in 2001. In 2008, he was elected senior vice president and chief accounting officer of the Ameren Companies. In 2009, he was also elected chief financial officer of the Ameren Companies. In 2013, he was elected executive vice president and chief financial officer of the Ameren Companies, and relinquished his duties as chief accounting officer. In March 2016, he was elected chairman and president of Ameren Services. In December 2019, he was elected chairman and president of Ameren Missouri and relinquished his position as executive vice president and chief financial officer of the Ameren Companies and his positions at Ameren Services. | | | | | [added: | | | | | | |]
| Shawn E. Schukar | [removed: 58] | | [added: 59] | [added: | | | | |] Chairman and President (ATXI) | [added: | |]
| Schukar joined a predecessor company of Ameren Illinois in 1984. In 2005, he was elected vice president, commercial RTO operations, of Ameren Services. In 2013, he was elected senior vice president, transmission operations, construction and project management, of ATXI. In May 2017, he was elected chairman and president of ATXI. | | | | | [added: | | | | | | |]
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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Item 5. MARKET FOR REGISTRANTS’ COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASE OF EQUITY SECURITIES
8 rewritten, 7 added, 11 removed, 7 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Ameren common shareholders of record totaled [removed: 43,576] [added: 42,072] on January [removed: 31, 2020.][added: 29, 2021.]
Ameren Corporation, Ameren Missouri, and Ameren Illinois did not purchase any equity securities reportable under Item 703 of Regulation S-K during the period from October 1, [removed: 2019,] [added: 2020,] to December 31, [removed: 2019.][added: 2020.]
The following graph shows Ameren’s cumulative TSR during the five years ended December 31, [removed: 2019.][added: 2020.]
The graph also shows the cumulative total returns of the [removed: Edison Electric Institute Index (EEI Index),] S&P 500 Index, S&P 500 Utility Index, and the Philadelphia Utility Index.
The [removed: EEI Index,] S&P 500 Utility [removed: Index,] [added: Index] and the Philadelphia Utility Index are market capitalization-weighted indices of U.S. public utility companies.
The comparison assumes that $100 was invested on December 31, [removed: 2014,] [added: 2015,] in Ameren common stock and in each of the indices shown and that all of the dividends were reinvested.
[removed: ][added: ]
| December 31, | [removed: 2014] | | [added: 2015] | | [removed: 2015] | | | | 2016 | | | | [added: | |] 2017 | | | | [added: | |] 2018 | | | | [added: | |] 2019 | | | [added: | | | 2020 | | |]
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| Ameren (AEE) | | | $ | 100.00 | | | | | $ | 125.66 | | | | | $ | 145.72 | | | | | $ | 166.09 | | | | | $ | 200.67 | | | | | $ | 209.23 | |
| S&P 500 Index | | | 100.00 | | | | | | 111.96 | | | | | | 136.40 | | | | | | 130.43 | | | | | | 171.50 | | | | | | 203.05 | | |
| S&P 500 Utility Index | | | 100.00 | | | | | | 116.29 | | | | | | 130.37 | | | | | | 135.73 | | | | | | 171.50 | | | | | | 172.32 | | |
| Philadelphia Utility Index | | | 100.00 | | | | | | 117.40 | | | | | | 132.45 | | | | | | 137.11 | | | | | | 173.88 | | | | | | 178.61 | | |
The S&P 500 Index and Philadelphia Utility Index are expected to be used as comparisons in future years, instead of the EEI Index, as management believes these indices provide more readily accessible comparisons to investors.
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| Ameren (AEE) | $ | 100.00 | | | $ | 97.63 | | | $ | 122.68 | | | $ | 142.26 | | | $ | 162.15 | | | $ | 195.91 | |
| EEI Index | 100.00 | | | | 96.10 | | | | 112.86 | | | | 126.09 | | | | 130.71 | | | | 164.43 | | |
| S&P 500 Index | 100.00 | | | | 101.38 | | | | 113.51 | | | | 138.28 | | | | 132.23 | | | | 173.86 | | |
| S&P 500 Utility Index | 100.00 | | | | 95.15 | | | | 110.65 | | | | 124.05 | | | | 129.15 | | | | 163.18 | | |
| Philadelphia Utility Index | 100.00 | | | | 93.83 | | | | 110.37 | | | | 124.03 | | | | 128.45 | | | | 163.00 | | |
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Item 6. SELECTED FINANCIAL DATA
0 rewritten, 2 added, 47 removed, 0 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Ameren has early adopted the SEC’s Disclosure Modernization Final Rule, effective February 10, 2021, for Item 301 of Regulation S-K.
As such, Item 6 – Selected Financial Data has not been provided.
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| Ameren: | | | | | | | | | | | | | | | | | | | | |
| Operating revenues | $ | 5,910 | | | $ | 6,291 | | | $ | 6,174 | | | $ | 6,076 | | | $ | 6,098 | | (a) |
| Operating income | 1,267 | | | | 1,357 | | | | 1,410 | | | | 1,322 | | | | 1,235 | | | (a)(b) |
| Income from continuing operations | 834 | | | | 821 | | | | 529 | | | (c) | 659 | | | | 585 | | | |
| Income from discontinued operations, net of taxes | — | | | | — | | | | — | | | | — | | | | 51 | | | |
| Net income attributable to Ameren common shareholders | 828 | | | | 815 | | | | 523 | | | | 653 | | | | 630 | | | |
| Common stock dividends | 472 | | | | 451 | | | | 431 | | | | 416 | | | | 402 | | | |
| Continuing operations earnings per share – basic | 3.37 | | | | 3.34 | | | | 2.16 | | | | 2.69 | | | | 2.39 | | | |
| Continuing operations earnings per share – diluted | 3.35 | | | | 3.32 | | | | 2.14 | | | | 2.68 | | | | 2.38 | | | |
| Common stock dividends per share | 1.9200 | | | | 1.8475 | | | | 1.7775 | | | | 1.715 | | | | 1.655 | | | |
| As of December 31: | | | | | | | | | | | | | | | | | | | | |
| Total assets | $ | 28,933 | | | $ | 27,215 | | | $ | 25,945 | | | $ | 24,699 | | | $ | 23,640 | | |
| Long-term debt, excluding current maturities | 8,915 | | | | 7,859 | | | | 7,094 | | | | 6,595 | | | | 6,880 | | | |
| Total Ameren Corporation shareholders’ equity | 8,059 | | | | 7,631 | | | | 7,184 | | | | 7,103 | | | | 6,946 | | | |
| Ameren Missouri: | | | | | | | | | | | | | | | | | | | | |
| Operating revenues | $ | 3,243 | | | $ | 3,589 | | | $ | 3,537 | | | $ | 3,524 | | | $ | 3,609 | | (a) |
| Operating income | 617 | | | | 749 | | | | 722 | | | | 725 | | | | 742 | | | (a)(b) |
| Net income available to common shareholder | 426 | | | | 478 | | | | 323 | | | (c) | 357 | | | | 352 | | | |
| Dividends to parent | 430 | | | | 375 | | | | 362 | | | | 355 | | | | 575 | | | |
| As of December 31: | | | | | | | | | | | | | | | | | | | | |
| Total assets | $ | 14,937 | | | $ | 14,291 | | | $ | 14,043 | | | $ | 14,035 | | | $ | 13,851 | | |
| Long-term debt, excluding current maturities | 4,098 | | | | 3,418 | | | | 3,577 | | | | 3,563 | | | | 3,844 | | | |
| Total shareholders’ equity | 4,349 | | | | 4,229 | | | | 4,081 | | | | 4,090 | | | | 4,082 | | | |
| Ameren Illinois: | | | | | | | | | | | | | | | | | | | | |
| Operating revenues | $ | 2,527 | | | $ | 2,576 | | | $ | 2,527 | | | $ | 2,489 | | | $ | 2,466 | | (a) |
| Operating income | 550 | | | | 512 | | | | 569 | | | | 519 | | | | 446 | | | (a) |
| Net income available to common shareholder | 343 | | | | 304 | | | | 268 | | | | 252 | | | | 214 | | | |
| Dividends to parent | — | | | | — | | | | — | | | | 110 | | | | — | | | |
| As of December 31: | | | | | | | | | | | | | | | | | | | | |
| Total assets | $ | 12,185 | | | $ | 11,319 | | | $ | 10,345 | | | $ | 9,474 | | | $ | 8,903 | | |
| Long-term debt, excluding current maturities | 3,575 | | | | 3,296 | | | | 2,373 | | | | 2,338 | | | | 2,342 | | | |
| Total shareholders’ equity | 4,132 | | | | 3,774 | | | | 3,310 | | | | 3,034 | | | | 2,897 | | | |
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| (a) | Amounts have not been revised to reflect the adoption of accounting guidance on revenue from contracts with customers, effective for the Ameren Companies as of January 1, 2018, and are not comparative. See Note 1 – Summary of Significant Accounting Policies under Part II, Item 8, of our Form 10-K for the year ended December 31, 2018, filed with the SEC on February 26, 2019, for additional information. |
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An excerpt. Shown here: all 0 rewritten, all 2 added and 40 of 47 removed. The counts are complete. For every sentence, read Item 6. SELECTED FINANCIAL DATA in the FY2020 filing and the FY2019 filing.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
1,470 rewritten, 1,171 added, 945 removed, 803 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
We have audited the accompanying consolidated balance sheets of Ameren Corporation and its subsidiaries (the “Company”) as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related consolidated statements of income and comprehensive income, of shareholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] including the related notes and financial statement schedules listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).
We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020] in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) [removed: (“PCAOB”)] [added: (PCAOB)] and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
The Company’s use of accounting guidance for rate-regulated businesses results in recording regulatory assets and liabilities for certain transactions that management expects will be recovered [removed: from,] [added: from] or returned [removed: to,] [added: to] customers in future rates.
As of December 31, [removed: 2019,] [added: 2020,] the Company’s consolidated balance sheet reflected [removed: $1.1] [added: $1.2] billion of regulatory assets and [removed: $5.1] [added: $5.4] billion of regulatory liabilities.
The principal considerations for our determination that performing procedures relating to accounting for the effects of regulation is a critical audit matter are [removed: there was] [added: the] significant judgment by management when accounting for (i) new or existing regulatory assets or liabilities that were impacted by updates in regulatory commission orders, legislation, historical experience, or management’s discussions with legal counsel, (ii) the probability of recovery of regulatory assets and refund of regulatory liabilities recorded before approval has been received from the [removed: regulator] [added: regulator,] and (iii) regulatory [removed: assets] [added: mechanisms] meeting the alternative revenue program [removed: criteria.][added: criteria, which in turn led to a high degree of auditor]
[removed: This resulted in significant auditor judgment] [added: judgment, subjectivity,] and effort when performing audit procedures and evaluating audit evidence [removed: relating] [added: obtained related] to management’s application of regulatory accounting, assessment of probability of [removed: recovery,] [added: recovery of regulatory assets] and [added: refund of regulatory liabilities, and] expected timing of collection within 24 months of the end of the annual period in which [removed: they] [added: mechanisms] are recognized.
These procedures also included, among others, (i) testing calculations of new and existing regulatory assets or liabilities by comparison to provisions and formulas outlined in regulatory commission orders, legislation, or external legal counsel correspondence, (ii) evaluating management’s assessment of the probability of recovery of regulatory assets and refund of regulatory liabilities, and (iii) evaluating management’s assessment of regulatory mechanisms meeting the alternative revenue program criteria and [removed: testing] the expected timing of collection within 24 months of the end of the annual period in which [removed: they] [added: mechanisms] are recognized.
We have audited the accompanying balance sheets of Union Electric Company (the “Company”) as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related statements of income, of shareholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020] in conformity with accounting principles generally accepted in the United States of America.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) [removed: (“PCAOB”)] [added: (PCAOB)] and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We have audited the accompanying balance sheets of Ameren Illinois Company (the “Company”) as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related statements of income, of shareholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020] in conformity with accounting principles generally accepted in the United States of America.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) [removed: (“PCAOB”)] [added: (PCAOB)] and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
[removed: | AMEREN CORPORATION] CONSOLIDATED STATEMENT OF INCOME AND COMPREHENSIVE INCOME [removed: (In millions, except per share amounts) | | | | | | | | | | | |]
| | [added: | |] Year Ended December 31, | | | | | | | | | | | [added: | | | |]
| | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | | [removed: 2017] [added: 2019] | | | [added: | | | 2018 | | |]
| Operating Revenues: | | | | | | | | | | | | [added: | | | | | |]
| Electric | [added: | |] $ | [removed: 4,981] [added: 4,911] | | | [added: | |] $ | [removed: 5,339] [added: 4,981] | | | [added: | |] $ | [removed: 5,307] [added: 5,339] | |
| Natural gas | [removed: 929] | | [added: 883] | | [removed: 952] | | | | [removed: 867] [added: 929] | | | [added: | | | 952 | | |]
| Total operating revenues | [removed: 5,910] | | [added: 5,794] | | [removed: 6,291] | | | | [removed: 6,174] [added: 5,910] | | | [added: | | | 6,291 | | |]
| Operating Expenses: | | | | | | | | | | | | [added: | | | | | |]
| Fuel | [removed: 535] | | [added: 490] | | [removed: 769] | | | | [removed: 737] [added: 535] | | | [added: | | | 769 | | |]
| Purchased power | [removed: 556] | | [added: 513] | | [removed: 581] | | | | [removed: 638] [added: 556] | | | [added: | | | 581 | | |]
| Natural gas purchased for resale | [removed: 331] | | [added: 272] | | [removed: 374] | | | | [removed: 311] [added: 331] | | | [added: | | | 374 | | |]
| Other operations and maintenance | [removed: 1,745] | | [added: 1,661] | | [removed: 1,772] | | | | [removed: 1,705] [added: 1,745] | | | [added: | | | 1,772 | | |]
| Depreciation and amortization | [removed: 995] | | [added: 1,075] | | [removed: 955] | | | | [removed: 896] [added: 995] | | | [added: | | | 955 | | |]
| Taxes other than income taxes | [removed: 481] | | [added: 483] | | [removed: 483] | | | | [removed: 477] [added: 481] | | | [added: | | | 483 | | |]
| Total operating expenses | [removed: 4,643] | | [added: 4,494] | | [removed: 4,934] | | | | [removed: 4,764] [added: 4,643] | | | [added: | | | 4,934 | | |]
| Operating Income | [removed: 1,267] | | [added: 1,300] | | [removed: 1,357] | | | | [removed: 1,410] [added: 1,267] | | | [added: | | | 1,357 | | |]
| Other Income, Net | [removed: 130] | | [added: 151] | | [removed: 102] | | | | [removed: 86] [added: 130] | | | [added: | | | 102 | | |]
| Interest Charges | [removed: 381] | | [added: 419] | | [removed: 401] | | | | [removed: 391] [added: 381] | | | [added: | | | 401 | | |]
| Income Before Income Taxes | [removed: 1,016] | | [added: 1,032] | | [removed: 1,058] | | | | [removed: 1,105] [added: 1,016] | | | [added: | | | 1,058 | | |]
| Income Taxes | [removed: 182] | | [added: 155] | | [removed: 237] | | | | [removed: 576] [added: 182] | | | [added: | | | 237 | | |]
| Net Income | [removed: 834] | | [added: 877] | | [removed: 821] | | | | [removed: 529] [added: 834] | | | [added: | | | 821 | | |]
| Less: Net Income Attributable to Noncontrolling Interests | [added: | |] 6 | | | | [added: | |] 6 | | | | [added: | |] 6 | | |
| Net Income Attributable to Ameren Common Shareholders | [added: | |] $ | [removed: 828] [added: 871] | | | [added: | |] $ | [removed: 815] [added: 828] | | | [added: | |] $ | [removed: 523] [added: 815] | |
| Net Income | [added: | |] $ | [removed: 834] [added: 877] | | | [added: | |] $ | [removed: 821] [added: 834] | | | [added: | |] $ | [removed: 529] [added: 821] | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
The principal considerations for our determination that performing procedures relating to accounting for the effects of regulation is a critical audit matter are the significant judgment by management when accounting for (i) new or existing regulatory assets or liabilities that were impacted by updates in regulatory commission orders, legislation, historical experience, or management’s discussions with legal counsel, (ii) the probability of recovery of regulatory assets and refund of regulatory liabilities recorded before approval has been received from the regulator, and (iii) regulatory mechanisms meeting the alternative revenue program criteria, which in turn led to a high degree of auditor judgment, subjectivity, and effort when performing audit procedures and evaluating audit evidence obtained related to management’s application of regulatory accounting, assessment of probability of recovery of regulatory assets and refund of regulatory liabilities, and expected timing of collection within 24 months of the end of the annual period in which mechanisms are recognized.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the financial statements and (ii) involved our especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
*Accounting for the Effects of Regulation*
As described in Notes 1 and 2 to the financial statements, the Company has operations that are subject to the decisions and requirements of its regulators.
The Company’s use of accounting guidance for rate-regulated businesses results in recording regulatory assets and liabilities for certain transactions that management expects will be recovered from or returned to customers in future rates.
As of December 31, 2020, the Company’s balance sheet reflected $0.4 billion of regulatory assets and $3.1 billion of regulatory liabilities.
As disclosed by management, in some cases, management must apply judgment related to the probability of recovery if regulatory balances are recorded before approval has been received from the regulator or probability of refund of amounts collected in rates that may be returned to customers.
Management’s conclusions are based on certain factors including, but not limited to, regulatory commission orders, legislation, or historical experience, as well as management’s discussions with legal counsel.
The principal considerations for our determination that performing procedures relating to accounting for the effects of regulation is a critical audit matter are the significant judgment by management when accounting for (i) new or existing regulatory assets or liabilities that were impacted by updates in regulatory commission orders, legislation, historical experience, or management’s discussions with legal counsel, and (ii) the probability of recovery of regulatory assets and refund of regulatory liabilities recorded before approval has been received from the regulator, which in turn led to a high degree of auditor judgment, subjectivity, and audit effort when performing audit procedures and
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
evaluating audit evidence obtained related to management’s application of regulatory accounting and assessment of probability of recovery of regulatory assets and refund of regulatory liabilities.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the financial statements.
These procedures included testing the effectiveness of controls relating to management’s implementation and application of new or existing regulatory assets or liabilities, including controls related to evaluating the probability of recovery of regulatory assets and refund of regulatory liabilities.
These procedures also included, among others, (i) testing calculations of new and existing regulatory assets or liabilities by comparison to provisions and formulas outlined in regulatory commission orders, legislation, or external legal counsel correspondence, and (ii) evaluating management’s assessment of the probability of recovery of regulatory assets and refund of regulatory liabilities.
February 22, 2021
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the financial statements and (ii) involved our especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
*Accounting for the Effects of Regulation*
As described in Notes 1 and 2 to the financial statements, the Company has operations that are subject to the decisions and requirements of its regulators.
The Company’s use of accounting guidance for rate-regulated businesses results in recording regulatory assets and liabilities for certain transactions that management expects will be recovered from or returned to customers in future rates.
Regulatory assets and liabilities are amortized consistent with the period of expected regulatory treatment.
As of December 31, 2020, the Company’s balance sheet reflected $0.8 billion of regulatory assets and $2.2 billion of regulatory liabilities.
As disclosed by management, in some cases, management must apply judgment related to the probability of recovery if regulatory balances are recorded before approval has been received from the regulator or probability of refund of amounts collected in rates that may be returned to customers.
Additionally, management recognizes revenue for alternative revenue programs that allow for an automatic rate adjustment, are probable of recovery, and are collected within 24 months of the end of the annual period in which they are recognized.
Management’s conclusions are based on certain factors including, but not limited to, regulatory commission orders, legislation, or historical experience, as well as management’s discussions with legal counsel.
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the financial statements.
These procedures included testing the effectiveness of controls relating to management’s implementation and application of new or existing regulatory assets or liabilities, including controls related to evaluating the probability of recovery of regulatory assets and refund of regulatory liabilities, and alternative revenue programs.
These procedures also included, among others, (i) testing calculations of new and existing regulatory assets or liabilities by comparison to provisions and formulas outlined in regulatory commission orders, legislation, or external legal counsel correspondence, (ii) evaluating management’s assessment of the probability of recovery of regulatory assets and refund of regulatory liabilities, and (iii) evaluating management’s assessment of regulatory mechanisms meeting the alternative revenue program criteria and the expected timing of collection within 24 months of the end of the annual period in which mechanisms are recognized.
February 22, 2021
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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February 28, 2020
February 28, 2020
February 28, 2020
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| Environmental remediation | 87 | | | | 109 | | |
| Other | 7 | | | | 11 | | | | — | | |
| Assets, other | (23 | | ) | | (1 | | ) | | (2 | | ) |
| Other | 3 | | | | 10 | | | | 6 | | |
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| • | Ameren Illinois Company, doing business as Ameren Illinois, operates rate-regulated electric transmission, electric distribution, and natural gas distribution businesses in Illinois. Ameren Illinois was incorporated in Illinois in 1923 and is the successor to a number of companies, the oldest of which was organized in 1902. Ameren Illinois supplies electric and natural gas utility service to a 43,700 square mile area in central and southern Illinois. Ameren Illinois supplies electric service to 1.2 million customers and natural gas service to 0.8 million customers. |
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| • | Ameren Transmission Company of Illinois, doing business as ATXI, operates a FERC rate-regulated electric transmission business in the MISO. ATXI was incorporated in Illinois in 2006. ATXI is constructing the Illinois Rivers project, a MISO-approved electric transmission project, and eight of its nine line segments have been completed and placed in service as of December 31, 2018. ATXI operates the Spoon River project and the Mark Twain project, which were placed in service in February 2018 and December 2019, respectively. |
As of December 31, 2019, Ameren and Ameren Missouri had interests in unconsolidated variable interest entities that were established to construct wind generation facilities and, ultimately, sell those constructed facilities to Ameren Missouri.
Neither Ameren nor Ameren Missouri are the primary beneficiary of these variable interest entities because neither has the power to direct matters that most significantly affect the entities’ activities, which include designing, financing, and constructing the wind generation facilities.
An excerpt. Shown here: 40 of 1,470 rewritten, 40 of 1,171 added and 40 of 945 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2020 filing and the FY2019 filing.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
0 rewritten, 0 added, 2 removed, 1 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
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Item 9A. CONTROLS AND PROCEDURES
8 rewritten, 0 added, 9 removed, 6 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
[removed: | (a) | Evaluation] [added: (a)Evaluation] of Disclosure Controls and Procedures [removed: |]
As of December 31, [removed: 2019,] [added: 2020,] evaluations were performed under the supervision and with the participation of management, including the principal executive officer and the principal financial officer of each of the Ameren Companies, of the effectiveness of the design and operation of such registrant’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act).
Based on those evaluations, as of December 31, [removed: 2019,] [added: 2020,] the principal executive officer and the principal financial officer of each of the Ameren Companies concluded that such disclosure controls and procedures are effective to provide assurance that information required to be disclosed in such registrant’s reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to its management, including its principal executive and principal financial officers, to allow timely decisions regarding required disclosure.
[removed: | (b) | Management’s] [added: (b)Management’s] Report on Internal Control over Financial Reporting [removed: |]
Under the supervision of and with the participation of management, including the principal executive officer and the principal financial officer, an evaluation was conducted of the effectiveness of each of the Ameren Companies’ [added: internal control over financial reporting based on the framework in *Internal Control* – *Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).]
After making that evaluation*,* management concluded that each of the Ameren Companies’ internal control over financial reporting was effective as of December 31, [removed: 2019.][added: 2020.]
The effectiveness of Ameren’s internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in its report herein under Part II, Item 8.
[removed: | (c) | Change] [added: (c)Change] in Internal Control [removed: |]
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internal control over financial reporting based on the framework in *Internal Control* – *Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
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Item 9B. OTHER INFORMATION
1 rewritten, 3 added, 2 removed, 1 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
The Ameren Companies have no information reportable under this item that was required to be disclosed in a report on SEC Form 8-K during the fourth quarter of [removed: 2019] [added: 2020] that has not previously been [removed: reported on an SEC Form 8-K.][added: reported.]
On February 19, 2021, the board of directors of Ameren Missouri amended and restated the bylaws of Ameren Missouri to delete a director residency requirement and to delete a requirement to provide notice to the Missouri Secretary of State upon a change in the number of directors.
The bylaws were also amended to delete a provision that gave the board of directors the ability to require the treasurer or an assistant treasurer to post a bond for the discharge of his or her duties and to provide for certain other administrative clarifications.
On February 19, 2021, the board of directors of Ameren Illinois amended and restated the bylaws of Ameren Illinois to delete a provision that gave the board of directors the ability to require the treasurer, an assistant treasurer, or the controller to post a bond for the discharge of his or her duties and to provide for certain other administrative clarifications.
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Item 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
9 rewritten, 3 added, 3 removed, 13 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Information required by Items 401, 405, 406 and 407(c)(3),(d)(4) and (d)(5) of SEC Regulation S-K for Ameren will be included in its definitive proxy statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14A; it is incorporated herein by reference.
[removed: Information required by these SEC Regulation S-K items for Ameren Missouri and Ameren Illinois will be included in each] company’s definitive information statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14C; it is incorporated herein by reference.
Specifically, reference is made to the following sections of Ameren’s definitive proxy statement and to each of Ameren Missouri’s and Ameren Illinois’ definitive information statements: “Information Concerning Nominees to the Board of Directors,” [removed: “Delinquent Section] [added: “Section] 16(a) [removed: Reports,”] [added: Beneficial Ownership Reporting Compliance,”] “Corporate Governance” and “Board Structure.”
Eder, [removed: and] Craig S.
[removed: Ivey] [added: Mackay, Jr.] serve as members.
[removed: To encourage ethical conduct in its financial management and reporting,] Ameren has [added: also] adopted a [added: supplemental] code of ethics that applies to the principal executive officer, the president, the principal financial officer, the principal accounting officer, the controller, and the treasurer of [removed: each of] the Ameren Companies.
[added: To encourage ethical conduct in its financial management and reporting,] Ameren has [removed: also] adopted a code of [removed: business conduct] [added: ethics] that applies to the directors, officers, and employees of the Ameren Companies.
The Ameren Companies make available free of charge through Ameren’s website (www.amereninvestors.com) the [removed: Code] [added: code] of [removed: Ethics] [added: ethics] and the [removed: Principles] [added: supplemental code] of [removed: Business Conduct.][added: ethics.]
Any amendment to the [removed: Code] [added: code] of [removed: Ethics] [added: ethics] or the [removed: Principles] [added: supplemental code] of [removed: Business Conduct] [added: ethics] and any waiver from a provision of the [removed: Code] [added: code] of [removed: Ethics] [added: ethics] or the [removed: Principles] [added: supplemental code] of [removed: Business Conduct] [added: ethics] as it relates to the principal executive officer, the president, the principal financial officer, the principal accounting officer, the controller, or the treasurer of each of the Ameren Companies will be posted on Ameren’s website within four business days following the date of the amendment or waiver.
Information required by these SEC Regulation S-K items for Ameren Missouri and Ameren Illinois will be included in each
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Ivey, and Leo S.
It is referred to as the Principles of Business Conduct.
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Item 11. EXECUTIVE COMPENSATION
2 rewritten, 0 added, 2 removed, 1 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Information required by Items 402 and 407(e)(4) and (e)(5) of SEC Regulation S-K for Ameren will be included in its definitive proxy statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14A; it is incorporated herein by reference.
Information required by these SEC Regulation S-K items for Ameren Missouri and Ameren Illinois will be included in each company’s definitive information statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14C; it is incorporated herein by reference.
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Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
8 rewritten, 10 added, 13 removed, 4 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
The following table presents information as of December 31, [removed: 2019,] [added: 2020,] with respect to the shares of Ameren’s common stock that may be issued under its existing equity compensation plans:
| [removed: Plan Category] [added: Plan Category] | | [added: | | | |] Column A Number of Securities To Be Issued Upon Exercise of Outstanding Options, Warrants and Rights(a) | | | [added: | | |] Column B Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights | | | [added: | | |] Column C Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (excluding securities reflected in Column A) | | [added: |]
| Equity compensation plans [added: not] approved by security [removed: holders(b)] [added: holders] | | [removed: 1,500,803] | | | [removed: (c)] | [added: —] | | [removed: 3,081,062] | | [added: | | — | | | | | | — | | |]
| Equity compensation plans [removed: not] approved by security [removed: holders] [added: holders(b)] | | [removed: —] | | | [removed: —] | [added: 1,490,771] | | [removed: —] | | [added: | | (c) | | | | | | 2,348,521 | | |]
[removed: | (b) | Consists] [added: (b)Consists] of the 2014 Omnibus Incentive Compensation Plan. [removed: |]
[removed: | (c) | No] [added: (c)No] cash consideration is received when shares are distributed for earned PSUs, RSUs, and director awards. [removed: Accordingly, there is no weighted-average exercise price. |]
The information required by Item 403 of SEC Regulation S-K for Ameren will be included in its definitive proxy statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14A; it is incorporated herein by reference.
Information required by this SEC Regulation S-K item for Ameren Missouri and Ameren Illinois will be included in each company’s definitive information statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14C; it is incorporated herein by reference.
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| Total | | | | | | 1,490,771 | | | | | | (c) | | | | | | 2,348,521 | | |
(a)Of the securities to be issued, 918,570 of the securities represent the target number of outstanding performance share units (PSUs) and 488,460 of the securities represent the number of outstanding restricted stock units (RSUs), both including accrued and reinvested dividends.
The actual number of shares issued in respect of the PSUs will vary from 0% to 200% of the target level, depending upon the achievement of TSR objectives or performance goals established for such awards.
For additional information about the PSUs and RSUs, including payout calculations, see “Compensation Discussion and Analysis – Long-Term Incentive Compensation” in Ameren’s
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
definitive proxy statement for its 2021 annual meeting of shareholders, which will be filed pursuant to SEC Regulation 14A.
The remaining 83,741 of the securities represent shares that may be issued to satisfy obligations under the Ameren Corporation Deferred Compensation Plan for Members of the Board of Directors.
Accordingly, there is no weighted-average exercise price.
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| Total | | 1,500,803 | | | (c) | | | 3,081,062 | |
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| (a) | Of the securities to be issued, 1,108,794 of the securities represent the target number of outstanding performance share units (PSUs) and 313,396 of the securities represent the number of outstanding restricted stock units (RSUs), both including accrued and reinvested dividends. The actual number of shares issued in respect of the PSUs will vary from 0% to 200% of the target level, depending upon the achievement of TSR objectives established for such awards. For additional information about the PSUs and RSUs, including payout calculations, see “Compensation Discussion and Analysis – Long-Term Incentive Compensation” in Ameren’s definitive proxy statement for its 2020 annual meeting of shareholders, which will be filed pursuant to SEC Regulation 14A. The remaining 78,613 of the securities represent shares that may be issued to satisfy obligations under the Ameren Corporation Deferred Compensation Plan for Members of the Board of Directors. |
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Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
2 rewritten, 0 added, 2 removed, 1 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Information required by Items 404 and 407(a) of SEC Regulation S-K for Ameren will be included in its definitive proxy statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14A; it is incorporated herein by reference.
Information required by these SEC Regulation S-K items for Ameren Missouri and Ameren Illinois will be included in each company’s definitive information statement for its [removed: 2020] [added: 2021] annual meeting of shareholders filed pursuant to SEC Regulation 14C; it is incorporated herein by reference.
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Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
2 rewritten, 1 added, 3 removed, 1 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
Information required by Item 9(e) of SEC Schedule 14A for the Ameren Companies will be included in the definitive proxy statement of Ameren and the definitive information statements of Ameren Missouri and Ameren Illinois for their [removed: 2020] [added: 2021] annual meetings of shareholders filed pursuant to SEC Regulations 14A and 14C, respectively; it is incorporated herein by reference.
[added: Specifically, reference is made to the] following section of Ameren’s definitive proxy statement and each of Ameren Missouri’s and Ameren Illinois’ definitive information statement: “Selection of Independent Registered Public Accounting Firm.”
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
Specifically, reference is made to the
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
141 rewritten, 50 added, 40 removed, 34 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
| | [added: | |] Page No. | [added: | |]
| (a)(1) Financial Statements | | [added: | | | |]
| Ameren | | [added: | | | |]
| Report of Independent Registered Public Accounting Firm | [removed: [70](#sB0F9C78E0B3A51089D18E267394E9606)] | [added: | [74](#if2f6a31d3bf04a31946c203851e6d676_205) | | |]
| Consolidated Statement of Income and Comprehensive Income – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [74](#sFAE7965F0A045CBA8FB24DAF56A81565)] | [added: | [80](#if2f6a31d3bf04a31946c203851e6d676_214) | | |]
| Consolidated Balance Sheet – December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] | [removed: [75](#s1F3C2D3A5590508BBCEE340BBD3D7B02)] | [added: | [81](#if2f6a31d3bf04a31946c203851e6d676_226) | | |]
| Consolidated Statement of Cash Flows – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [76](#sB3802D0347215BEDB8D4DB5F43947C51)] | [added: | [82](#if2f6a31d3bf04a31946c203851e6d676_232) | | |]
| Consolidated Statement of Shareholders’ Equity – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [77](#s102D28F6109D50248256E2342BFDFBE2)] | [added: | [83](#if2f6a31d3bf04a31946c203851e6d676_238) | | |]
| Ameren Missouri | | [added: | | | |]
| Report of Independent Registered Public Accounting Firm | [removed: [72](#sE5B26FBF5CB256ECA0E00B4752DDE2DA)] | [added: | [76](#if2f6a31d3bf04a31946c203851e6d676_208) | | |]
| Statement of Income – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [78](#sB26CA1701F8353CDA2FAAFC3548F588B)] | [added: | [84](#if2f6a31d3bf04a31946c203851e6d676_241) | | |]
| Balance Sheet – December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] | [removed: [79](#s7A7FB67B91F552A38D6A4BEEE7757D8C)] | [added: | [85](#if2f6a31d3bf04a31946c203851e6d676_244) | | |]
| Statement of Cash Flows – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [80](#sC6D06D74F4E85849BCBA17A1F9438A6C)] | [added: | [86](#if2f6a31d3bf04a31946c203851e6d676_250) | | |]
| Statement of Shareholders’ Equity – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [81](#s67F775A9CAEF53E7A2F330D6DA6C187F)] | [added: | [87](#if2f6a31d3bf04a31946c203851e6d676_256) | | |]
| Ameren Illinois | | [added: | | | |]
| Report of Independent Registered Public Accounting Firm | [removed: [73](#sEBFCDD3F4EC75E258FA32ECDAFB313D5)] | [added: | [78](#if2f6a31d3bf04a31946c203851e6d676_211) | | |]
| Statement of Income – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [82](#sE6BB774DE8EA5B6F87997492008C0064)] | [added: | [88](#if2f6a31d3bf04a31946c203851e6d676_259) | | |]
| Balance Sheet – December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] | [removed: [83](#s084D9026BDB154F1A09D926369068755)] | [added: | [89](#if2f6a31d3bf04a31946c203851e6d676_265) | | |]
| Statement of Cash Flows – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [84](#sBB3C987E6BD8524C9419586621001D54)] | [added: | [90](#if2f6a31d3bf04a31946c203851e6d676_271) | | |]
| Statement of Shareholders’ Equity – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [85](#sB797AE18318059F19FC3E8F85A3578F4)] | [added: | [91](#if2f6a31d3bf04a31946c203851e6d676_277) | | |]
| (a)(2) Financial Statement Schedules | | [added: | | | |]
| Schedule I | | [added: | | | |]
| Condensed Financial Information of Parent – Ameren: | | [added: | | | |]
| Condensed Statement of Income and Comprehensive Income – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [147](#s44232B6B780A51E18CABBBD748189CFE)] | [added: | [152](#if2f6a31d3bf04a31946c203851e6d676_412) | | |]
| Condensed Balance Sheet – December 31, [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] | [removed: [148](#s0E9FF0BC5E60571F89B4316C4C607586)] | [added: | [153](#if2f6a31d3bf04a31946c203851e6d676_418) | | |]
| Condensed Statement of Cash Flows – Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [149](#s40CBF09F065455BBA78336010A4F9129)] | [added: | [154](#if2f6a31d3bf04a31946c203851e6d676_424) | | |]
| Schedule II | | [added: | | | |]
| Ameren | | [added: | | | |]
| [removed: Valuation and Qualifying Accounts for the years ended December] [added: SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS FOR THE YEARS ENDED DECEMBER] 31, [added: 2020,] 2019, [removed: 2018, and 2017] [added: AND 2018] | [removed: [151](#s6C616246BD2558F580E9F6A58FF4BC6A)] | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]
| Ameren Missouri | | [added: | | | |]
| Valuation and Qualifying Accounts for the years ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [151](#s6C616246BD2558F580E9F6A58FF4BC6A)] | [added: | [156](#if2f6a31d3bf04a31946c203851e6d676_430) | | |]
| Ameren Illinois | | [added: | | | |]
| Valuation and Qualifying Accounts for the years ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | [removed: [151](#s6C616246BD2558F580E9F6A58FF4BC6A)] | [added: | [156](#if2f6a31d3bf04a31946c203851e6d676_430) | | |]
| (a)(3) | | [added: | | | |] Exhibits – reference is made to the Exhibit Index | [removed: [152](#s81379ACDE13F56AC8604C14FF551798C)] | [added: | [157](#if2f6a31d3bf04a31946c203851e6d676_436) | | |]
| SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF [removed: PARENT AMEREN CORPORATION CONDENSED] [added: PARENT AMEREN CORPORATION CONDENSED] STATEMENT OF INCOME AND COMPREHENSIVE [removed: INCOME For] [added: INCOME For] the Years Ended December 31, [added: 2020,] 2019, [removed: 2018,] and [removed: 2017] [added: 2018] | | | | | | | | | | | | [added: | | | | | |]
| (In millions) | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | | [removed: 2017] [added: 2019] | | | [added: | | | 2018 | | |]
| Operating revenues | [added: | |] $ | — | | | [added: | |] $ | — | | | [added: | |] $ | — | |
| Operating expenses | [removed: 15] | | [added: 12] | | [removed: 11] | | | | 15 | | | [added: | | | 11 | | |]
| Operating loss | [removed: (15] | | [removed: )] [added: (12)] | | [removed: (11] | | [removed: )] | | [removed: (15] [added: (15)] | | [removed: )] | [added: | | | (11) | | |]
| Equity in earnings of subsidiaries | [removed: 850] | | [added: 908] | | [removed: 857] | | | | [removed: 659] [added: 850] | | | [added: | | | 857 | | |]
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| (b) | | | | | | Exhibit Index | | | [157](#if2f6a31d3bf04a31946c203851e6d676_436) | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
| (In millions, except per share amounts) | | | December 31, 2020 | | | | | | December 31, 2019 | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| Maturities of long-term debt | | | | | | (350) | | | | | | — | | | | | | — | | |
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| Supplemental information: | | | | | | | | | | | | | | | | | | | | |
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| (In millions) | | | 2020 | | | | | | 2019 | | | | | | | | | | | | | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
regulated subsidiary money pool or remit funds from other external sources.
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| 2020 | | | | | | $ | 17 | | | | | $ | 42 | | | | | $ | 6 | | | | | $ | 15 | | | | | $ | 50 | |
| 2020 | | | | | | $ | 3 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 3 | |
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| (b) | | Exhibit Index | [152](#s81379ACDE13F56AC8604C14FF551798C) |
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| Notes receivable – ATXI, net | — | | | | — | | | | 275 | | |
| Noncash financing activity – Issuance of common stock for stock-based compensation | $ | 54 | | | $ | 35 | | | $ | — | |
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through a non-state-regulated subsidiary money pool agreement.
| | 2019 | | | | 2018 | | | | 2017 | | |
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.
| 2017 | | 19 | | | | 26 | | | | 7 | | | | 33 | | | | 19 | | |
| 2017 | | 11 | | | | (6 | | ) | (c) | — | | | | — | | | | 5 | | |
| 2017 | | 7 | | | | 9 | | | | — | | | | 9 | | | | 7 | | |
| 2019 | | $ | 11 | | | $ | 17 | | | $ | 4 | | | $ | 22 | | | $ | 10 | |
| 2017 | | 12 | | | | 17 | | | | 7 | | | | 24 | | | | 12 | | |
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| (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. |
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An excerpt. Shown here: 40 of 141 rewritten, 40 of 50 added and all 40 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2020 filing and the FY2019 filing.
Item 16. FORM 10-K SUMMARY
251 rewritten, 78 added, 73 removed, 13 unchanged
Read the full itemFY2020 item · filed February 22, 2021FY2019 item · filed February 28, 2020
| Exhibit Designation | [added: | |] Registrant(s) | [added: | |] Nature of Exhibit | [added: | |] Previously Filed as Exhibit to: | [added: | |]
| Articles of Incorporation/ By-Laws | | | | [added: | | | | | | | |]
| 3.1(i) | [added: | |] Ameren | [added: | |] [Restated Articles of Incorporation of Ameren](http://www.sec.gov/Archives/edgar/data/1002910/0000950130-95-002418-index.html) | [added: | |] Annex F to Part I of the Registration Statement on Form S-4, File No. 33-64165 | [added: | |]
| 3.2(i) | [added: | |] Ameren | [added: | |] [Certificate of Amendment to [removed: Ameren’s] [added: Ameren](http://www.sec.gov/Archives/edgar/data/1002910/0000950124-99-002196-index.html)[’](http://www.sec.gov/Archives/edgar/data/1002910/0000950124-99-002196-index.html)[s] Restated Articles of Incorporation filed December 14, 1998](http://www.sec.gov/Archives/edgar/data/1002910/0000950124-99-002196-index.html) | [added: | |] 1998 Form 10-K, Exhibit 3(i), File No. 1-14756 | [added: | |]
| 3.3(i) | [added: | |] Ameren | [added: | |] [Certificate of Amendment to [removed: Ameren's] [added: Ameren](http://www.sec.gov/Archives/edgar/data/18654/000119312511105313/dex3i.htm)[’](http://www.sec.gov/Archives/edgar/data/18654/000119312511105313/dex3i.htm)[s] Restated Articles of Incorporation filed April 21, 2011](http://www.sec.gov/Archives/edgar/data/18654/000119312511105313/dex3i.htm) | [added: | |] April 21, 2011 Form 8-K, Exhibit 3(i), File No. 1-14756 | [added: | |]
| 3.4(i) | [added: | |] Ameren | [added: | |] [Certificate of Amendment to [removed: Ameren's] [added: Ameren](http://www.sec.gov/Archives/edgar/data/1002910/000119312512506778/d455552dex31i.htm)[’](http://www.sec.gov/Archives/edgar/data/1002910/000119312512506778/d455552dex31i.htm)[s] Restated Articles of Incorporation filed December 18, 2012](http://www.sec.gov/Archives/edgar/data/1002910/000119312512506778/d455552dex31i.htm) | [added: | |] December 18, 2012 Form 8-K, Exhibit 3.1(i), File No. 1-14756 | [added: | |]
| 3.5(i) | [added: | |] Ameren Missouri | [added: | |] [Restated Articles of Incorporation of Ameren Missouri](http://www.sec.gov/Archives/edgar/data/100826/0000950131-94-000435-index.html) | [added: | |] 1993 Form 10-K, Exhibit 3(i), File No. 1-2967 | [added: | |]
| 3.6(i) | [added: | |] Ameren Illinois | [added: | |] [Restated Articles of Incorporation of Ameren Illinois](http://www.sec.gov/Archives/edgar/data/18654/000119312511044880/dex34i.htm) | [added: | |] 2010 Form 10-K, Exhibit 3.4(i), File No. 1-3672 | [added: | |]
| 3.7(ii) | [added: | |] Ameren | [added: | |] [By-Laws of Ameren, as amended February 10, 2017](http://www.sec.gov/Archives/edgar/data/1002910/000119312517042958/d339028dex3.htm) | [added: | |] February 14, 2017 Form 8-K, Exhibit 3, File No. 1-14756 | [added: | |]
| [removed: 3.9(ii)] [added: 4.71] | [added: | |] Ameren [added: Ameren] Illinois | [removed: [Bylaws of Ameren Illinois,] [added: | | [Supplemental Indenture, dated] as [removed: amended] [added: of] December [removed: 12, 2014](http://www.sec.gov/Archives/edgar/data/18654/000119312514446648/d837438dex32.htm)] [added: 1, 2014, to Ameren Illinois Mortgage for Series HH](http://www.sec.gov/Archives/edgar/data/18654/000119312514438639/d834406dex45.htm)] | [added: | |] December [removed: 18,] [added: 10,] 2014 Form 8-K, Exhibit [removed: 3.2,] [added: 4.5,] File No. 1-3672 | [added: | |]
| Instruments Defining Rights of Security Holders, Including Indentures | | | | [added: | | | | | | | |]
| 4.1 | [added: | |] Ameren | [added: | |] [Indenture, dated as of December 1, 2001 from Ameren to The Bank of New York Mellon Trust Company, N.A., as successor trustee, relating to senior debt securities (Ameren Indenture)](http://www.sec.gov/Archives/edgar/data/1002910/000091205702003420/a2068781zex-4_5.txt) | [added: | |] Exhibit 4.5, File No. 333-81774 | [added: | |]
| 4.2 | [added: | |] Ameren | [added: | |] [First Supplemental Indenture to Ameren Senior Indenture dated as of May 19, 2008](http://www.sec.gov/Archives/edgar/data/18651/000100291008000126/exhibit4_1.htm) | [added: | |] June 30, 2008 Form 10-Q, Exhibit 4.1, File No. 1-14756 | [added: | |]
| 4.3 | [added: | |] Ameren | [added: | |] [Ameren Indenture Company Order, dated November 24, 2015,](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex43.htm) [removed: [establishing the 2.70% Senior Notes due 2020](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex44.htm) [and the] [added: [](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex45.htm)[establishing](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex45.htm) [the] 3.65% Senior Notes due 2026 (including the global [removed: notes)](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex45.htm)] [added: note](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex45.htm)[)](http://www.sec.gov/Archives/edgar/data/1002910/000119312515386493/d83697dex45.htm)] | [added: | |] November 24, 2015 Form 8-K, Exhibits [removed: 4.3, 4.4] [added: 4.3] and 4.5, File No. 1-14756 | [added: | |]
| 4.4 | [added: | |] Ameren | [added: | |] [Ameren Indenture Company Order, dated September 16, [removed: 2019, establishing] [added: 2019](http://www.sec.gov/Archives/edgar/data/1002910/000119312519245795/d796199dex43.htm), [establishing] the 2.50% Senior Notes due 2024 (including the global [removed: note)](http://www.sec.gov/Archives/edgar/data/1002910/000119312519245795/d796199dex43.htm)] [added: note)](http://www.sec.gov/Archives/edgar/data/1002910/000119312519245795/d796199dex44.htm)] | [added: | |] September 16, 2019 Form 8-K, Exhibits 4.3 and 4.4, File No. 1-14756 | [added: | |]
| [removed: 4.5] [added: 4.6] | [added: | |] Ameren | [added: | |] [Note Purchase Agreement, dated June 22, 2017, between Ameren Transmission Company of Illinois and the several purchasers named therein.](http://www.sec.gov/Archives/edgar/data/1002910/000119312517213447/d414751dex41.htm) | [added: | |] June 26, 2017 Form 8-K, Exhibit 4.1, File No. 1-14756 | [added: | |]
| [removed: 4.6] [added: 4.7] | [added: | |] Ameren Ameren Missouri | [added: | |] Indenture of Mortgage and Deed of Trust, dated June 15, 1937 (Ameren Missouri Mortgage), from Ameren Missouri to The Bank of New York Mellon, as successor trustee, as amended May 1, 1941, and Second Supplemental Indenture dated May 1, 1941 | [added: | |] Exhibit B-1, File No. 2-4940 | [added: | |]
| [removed: 4.7] [added: 4.8] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated as of July 1, 1956](http://www.sec.gov/Archives/edgar/data/18654/000104746917007702/a2234026zex-4_22.htm) | [added: | |] Exhibit 4.22, File No. 333-222108 | [added: | |]
| [removed: 4.8] [added: 4.9] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated as of April 1, 1971](http://www.sec.gov/Archives/edgar/data/18654/000104746917007702/a2234026zex-4_23.htm) | [added: | |] Exhibit 4.23, File No. 333-222108 | [added: | |]
| [removed: 4.9] [added: 4.10] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated as of February 1, 1974](http://www.sec.gov/Archives/edgar/data/18654/000104746917007702/a2234026zex-4_24.htm) | [added: | |] Exhibit 4.24, File No. 333-222108 | [added: | |]
| [removed: 4.10] [added: 4.11] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated as of July 7, 1980](http://www.sec.gov/Archives/edgar/data/18654/000104746917007702/a2234026zex-4_25.htm) | [added: | |] Exhibit 4.25, File No. 333-222108 | [added: | |]
| [removed: 4.11] [added: 4.12] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated as of October 1, 1993](http://www.sec.gov/Archives/edgar/data/100826/0000950131-94-000435-index.html) | [added: | |] 1993 Form 10-K, Exhibit 4.8, File No. 1-2967 | [added: | |]
| [removed: 4.12] [added: 4.13] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated as of February 1, 2000](http://www.sec.gov/Archives/edgar/data/100826/000100291001000027/0001002910-01-000027-0002.txt) | [added: | |] 2000 Form 10-K, Exhibit 4.1, File No. 1-2967 | [added: | |]
| [removed: 4.13] [added: 4.14] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated August 15, 2002](http://www.sec.gov/Archives/edgar/data/100826/000091205702033336/a2088073zex-4_3.txt) | [added: | |] August 23, 2002 Form 8-K, Exhibit 4.3, File No. 1-2967 | [added: | |]
| [removed: 4.14] [added: 4.15] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated March 5, [removed: 2003,] [added: 2003] relative to Series BB](http://www.sec.gov/Archives/edgar/data/100826/000104746903008350/a2105420zex-4_4.txt) | [added: | |] March 11, 2003 Form 8-K, Exhibit 4.4, File No. 1-2967 | [added: | |]
| [removed: 4.15] [added: 4.16] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, [removed: 2004, relative] [added: 2004](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-1.txt) [relative] to Series 2004A (1998A)](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-1.txt) | [added: | |] March 31, 2004 Form 10-Q, Exhibit 4.1, File No. 1-2967 | [added: | |]
| [removed: 4.16] [added: 4.17] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, [removed: 2004, relative] [added: 2004](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-2.txt) [relative] to Series 2004B (1998B)](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-2.txt) | [added: | |] March 31, 2004 Form 10-Q, Exhibit 4.2, File No. 1-2967 | [added: | |]
| [removed: 4.17] [added: 4.18] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, [removed: 2004, relative] [added: 2004](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-3.txt) [relative] to Series 2004C (1998C)](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-3.txt) | [added: | |] March 31, 2004 Form 10-Q, Exhibit 4.3, File No. 1-2967 | [added: | |]
| [removed: 4.18] [added: 4.19] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated February 1, [removed: 2004, relative] [added: 2004](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-8.txt) [relative] to Series 2004H (1992)](http://www.sec.gov/Archives/edgar/data/18651/000100291004000180/ex4-8.txt) | [added: | |] March 31, 2004 Form 10-Q, Exhibit 4.8, File No. 1-2967 | [added: | |]
| [removed: 4.19] [added: 4.20] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated September 1, 2004 relative to Series GG](http://www.sec.gov/Archives/edgar/data/100826/000104746904029393/a2143858zex-4_4.htm) | [added: | |] September 23, 2004 Form 8-K, Exhibit 4.4, File No. 1-2967 | [added: | |]
| [removed: 4.20] [added: 4.21] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated January 1, 2005 relative to Series HH](http://www.sec.gov/Archives/edgar/data/100826/000110465905002820/a05-2382_1ex4d4.htm) | [added: | |] January 27, 2005 Form 8-K, Exhibit 4.4, File No. 1-2967 | [added: | |]
| [removed: 4.21] [added: 4.22] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated July 1, 2005 relative to Series II](http://www.sec.gov/Archives/edgar/data/100826/000110465905033448/a05-13324_1ex4d4.htm) | [added: | |] July 21, 2005 Form 8-K, Exhibit 4.4, File No. 1-2967 | [added: | |]
| [removed: 4.22] [added: 4.23] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated June 1, 2008 relative to Series MM](http://www.sec.gov/Archives/edgar/data/100826/000110465908040898/a08-16895_1ex4d5.htm) | [added: | |] June 19, 2008 Form 8-K, Exhibit 4.5, File No. 1-2967 | [added: | |]
| [removed: 4.23] [added: 4.24] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated March 1, 2009 relative to Series NN](http://www.sec.gov/Archives/edgar/data/100826/000110465909019331/a09-8210_1ex4d5.htm) | [added: | |] March 23, 2009 Form 8-K, Exhibit 4.5, File No. 1-2967 | [added: | |]
| [removed: 4.24] [added: 4.25] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated May 15, 2012](http://www.sec.gov/Archives/edgar/data/18654/000119312512278674/d359417dex445.htm) | [added: | |] Exhibit 4.45, File No. 333-182258 | [added: | |]
| [removed: 4.25] [added: 4.26] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated September 1, 2012 relative to Series OO](http://www.sec.gov/Archives/edgar/data/100826/000119312512387793/d409257dex44.htm) | [added: | |] September 11, 2012 Form 8-K, Exhibit 4.4, File No. 1-2967 | [added: | |]
| [removed: 4.26] [added: 4.27] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated April 1, 2014 relative to Series PP](http://www.sec.gov/Archives/edgar/data/100826/000119312514131347/d703343dex45.htm) | [added: | |] April 4, 2014 Form 8-K, Exhibit 4.5, File No. 1-2967 | [added: | |]
| [removed: 4.27] [added: 4.28] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated March 15, 2015 relative to Series QQ](http://www.sec.gov/Archives/edgar/data/100826/000119312515119695/d901898dex45.htm) | [added: | |] April 6, 2015 Form 8-K, Exhibit 4.5, File No. 1-2967 | [added: | |]
| [removed: 4.28] [added: 4.29] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated June 1, 2017 relative to Series RR](http://www.sec.gov/Archives/edgar/data/100826/000119312517204508/d413530dex45.htm) | [added: | |] June 15, 2017 Form 8-K, Exhibit 4.5, File No. 1-2967 | [added: | |]
| [removed: 4.29] [added: 4.30] | [added: | |] Ameren Ameren Missouri | [added: | |] [Supplemental Indenture to the Ameren Missouri Mortgage dated April 1, 2018 for 4.000% First Mortgage Bonds due 2048](http://www.sec.gov/Archives/edgar/data/100826/000119312518110184/d556729dex42.htm) | [added: | |] April 6, 2018 Form 8-K, Exhibit 4.2, File No. 1-2967 | [added: | |]
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| 3.8(ii) | | | Ameren Missouri | | | [Bylaws of Ameren Missouri, as amended February 19, 2021](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit38ii.htm) | | | | | |
| 3.9(ii) | | | Ameren Illinois | | | [](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit39ii.htm)[Bylaws of Ameren Illinois, as amended February 19, 2021](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit39ii.htm) | | | | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| 4.33 | | | Ameren Ameren Missouri | | | [Supplemental Indenture to the Ameren Missouri Mortgage](http://www.sec.gov/Archives/edgar/data/100826/000119312520080141/d891350dex42.htm) [dated March 1, 2020, for 2.95% First Mortgage Bonds due 2030](http://www.sec.gov/Archives/edgar/data/100826/000119312520080141/d891350dex42.htm) | | | March 20, 2020 Form 8-K, Exhibit 4.2, File No. 1-2967 | | |
| 4.34 | | | Ameren Ameren Missouri | | | [Supplemental Indenture to the Ameren Missouri Mortgage](http://www.sec.gov/Archives/edgar/data/100826/000119312520266877/d69387dex42.htm) [dated October 1, 2020, for 2.625% First Mortgage Bonds due 2051](http://www.sec.gov/Archives/edgar/data/100826/000119312520266877/d69387dex42.htm) | | | October 9, 2020 Form 8-K, Exhibit 4.2, File No. 1-2967 | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| 10.16 | | | Ameren Companies | | | [*2021 Ameren Short-Term Incentive Plan](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit1016.htm) | | | | | |
| 10.22 | | | Ameren Companies | | | [*2020 Base Salary Table for Named Executive Officers](http://www.sec.gov/Archives/edgar/data/18654/000100291020000077/aee201910-kexhibit1023.htm) | | | 2019 Form 10-K, Exhibit 10.23, File No. 1-14756 | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| 10.33 | | | Ameren Companies | | | [*Formula for Determining 2021 Target Performance Share Unit and Restricted Stock Unit Awards to be Issued to Named Executive Officers](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit1033.htm) | | | | | |
| 10.44 | | | Ameren Companies | | | [*Form of Performance Share Unit Award Agreement for Awards Issued in 2021 pursuant to 2014 Omnibus Incentive Compensation Plan](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit1044.htm) | | | | | |
| 10.45 | | | Ameren Companies | | | [*Form of Restricted Share Unit Award Agreement for Awards Issued in 2021 pursuant to 2014 Omnibus Incentive Compensation Plan](https://www.sec.gov/Archives/edgar/data/1002910/000100291021000065/aee202010-kexhibit1045.htm) | | | | | |
[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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[Table of](#if2f6a31d3bf04a31946c203851e6d676_7) [Contents](#if2f6a31d3bf04a31946c203851e6d676_7)
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| 3.8(ii) | Ameren Missouri | [Bylaws of Ameren Missouri, as amended December 12, 2014](http://www.sec.gov/Archives/edgar/data/18654/000119312514446648/d837438dex31.htm) | December 18, 2014 Form 8-K, Exhibit 3.1, File No. 1-2967 |
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| 4.79 | Ameren Ameren Illinois | [Supplemental Indenture, dated as of December 15, 2019, to the Ameren Illinois Mortgage](https://www.sec.gov/Archives/edgar/data/1002910/000100291020000077/aee201910-kexhibit479.htm) | |
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| 10.4 | Ameren Illinois | [Sign On and Retention Bonus Agreement, effective March 1, 2018, between Bhavani Amirthalingam and Ameren Services Company](http://www.sec.gov/Archives/edgar/data/18654/000100291019000139/aee-2019q1xexhibit101.htm) | March 31, 2019 10-Q, Exhibit 10.1, File No. 1-3672 |
| 10.5 | Ameren | [Forward Sale Agreement, dated August 5, 2019, between Ameren and Goldman Sachs & Co. LLC, as the Forward Purchaser](http://www.sec.gov/Archives/edgar/data/1002910/000119312519215369/d788806dex10.htm) | August 7, 2019 Form 8-K, Exhibit 10 File No. 1-14756 |
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An excerpt. Shown here: 40 of 251 rewritten, 40 of 78 added and 40 of 73 removed. The counts are complete. For every sentence, read Item 16. FORM 10-K SUMMARY in the FY2020 filing and the FY2019 filing.