8-KRegulation FDOther EventsExhibits & Filings

AMEREN CORP 8-K Report, Regulation FD Disclosure (Sep 8, 2009)

Filed September 8, 2009For Securities:AEE

Summary

Ameren Corporation (AEE) announced on September 8, 2009, its intention to offer 19 million shares of common stock, with an option for underwriters to purchase an additional 2.85 million shares, subject to market conditions. This offering was not factored into the company's August 6, 2009, earnings guidance. Ameren currently estimates that this stock offering will result in a dilution of approximately $0.05 per share in 2009, increasing to approximately $0.06 per share if the full over-allotment option is exercised. The filing also serves as a reminder of Ameren's previously disclosed forward-looking statements, which include a broad range of risks and uncertainties that could impact the company's future financial performance. These risks encompass regulatory and legislative actions, changes in market conditions for fuel and power, capital expenditure and operating expense recovery, environmental regulations, and potential disruptions in capital markets. Investors should carefully consider these risk factors when evaluating the company's prospects.

Key Highlights

  • 1Ameren announced a plan to offer 19,000,000 shares of common stock, with an additional 2,850,000 shares available through an underwriter's option.
  • 2The stock offering is contingent upon prevailing market conditions.
  • 3The offering was not included in Ameren's previously issued earnings guidance from August 6, 2009.
  • 4Ameren expects the stock offering to cause a dilution of approximately $0.05 per share in 2009.
  • 5If the underwriters exercise their full option (green shoe), the estimated dilution for 2009 increases to approximately $0.06 per share.
  • 6The filing re-iterates a comprehensive list of forward-looking statements and associated risks and uncertainties relevant to Ameren's business.

Frequently Asked Questions

This 8-K filing primarily serves to announce Ameren Corporation's intention to offer a significant number of its common shares and to disclose the estimated dilutive effect of this offering on its 2009 earnings per share.

Ameren currently estimates that the common stock offering will result in a dilution of approximately $0.05 per share in 2009. This figure could rise to approximately $0.06 per share if the underwriters fully exercise their option to purchase additional shares.

No, this common stock offering was not reflected in Ameren's earnings guidance that was issued and effective as of August 6, 2009.

Ameren highlights a broad spectrum of risks and uncertainties, including regulatory and legislative changes, fluctuations in fuel and power costs, increased capital and operating expenses, environmental regulations, competition, capital market disruptions, and operational issues such as generation plant performance and potential outages.