Ameren Corporation 2011 Form 10-K Summary
Business context and reporting period
Ameren Corporation is a regulated utility holding company with electric and natural-gas operations in Missouri and Illinois, plus merchant generation operations through Ameren Energy Resources. The combined Form 10-K covers the fiscal year ended December 31, 2011, with comparative 2010 and 2009 information. The filing also includes fourth-quarter results, but it is an annual report rather than a quarterly filing.
- Ameren Missouri: regulated electric generation, transmission and distribution, and regulated natural-gas operations.
- Ameren Illinois: regulated electric and natural-gas transmission and distribution.
- Merchant Generation: primarily coal-fired generation in Illinois, exposed to wholesale power prices and environmental-compliance costs.
Key financial metrics
| Metric | 2011 | 2010 | Change |
|---|---|---|---|
| Operating revenues | $7.531 billion | $7.638 billion | Down $107 million |
| Operating income | $1.241 billion | $916 million | Up $325 million |
| Net income attributable to Ameren | $519 million | $139 million | Up $380 million |
| Basic and diluted EPS | $2.15 | $0.58 | Up $1.57 |
| Net cash from operating activities | $1.878 billion | $1.823 billion | Up $55 million |
| Capital expenditures | $1.030 billion | $1.042 billion | Down $12 million |
| Common dividends paid | $375 million | $368 million | Up $7 million |
| Long-term debt, excluding current maturities | $6.677 billion | $6.853 billion | Down $176 million |
Ameren’s 2011 operating margin was approximately 16.5%, compared with approximately 12.0% in 2010. Net income included $125 million of goodwill, impairment and other charges, compared with $589 million in 2010. The filing does not present a single consolidated EBITDA measure.
- Electric operating revenues were $6.530 billion, broadly stable with 2010.
- Gas operating revenues declined to $1.001 billion from $1.117 billion, reflecting lower sales volumes and weather effects.
- Electric margins declined $95 million, or 2%, primarily because of lower Merchant Generation prices, reduced sales volumes, weaker wholesale sales, and unfavorable mark-to-market activity.
- Natural-gas margins declined $17 million, or 4%.
- Ameren Missouri generated $1.056 billion of operating cash flow and spent $550 million on capital expenditures.
- Ameren Illinois generated $504 million of operating cash flow and spent $351 million on capital expenditures.
- Genco generated $215 million of operating cash flow and spent $141 million on capital expenditures.
Liquidity, debt and balance-sheet position
- Cash and cash equivalents were $255 million at December 31, 2011, compared with $545 million at year-end 2010.
- Available liquidity, including cash and undrawn credit facilities, was approximately $2.2 billion, up approximately $300 million from year-end 2010.
- Committed credit agreements provided $2.1 billion of capacity through September 2013; approximately $1.937 billion was available after commercial paper and letters of credit.
- Ameren had $148 million of commercial paper outstanding and $15 million of letters of credit outstanding at year-end.
- Ameren repaid $581 million of short-term debt and credit-facility borrowings and redeemed $155 million of long-term debt during 2011.
- Consolidated contractual obligations totaled approximately $20.8 billion, including debt, interest, leases and other obligations.
- The companies reported compliance with applicable debt covenants. Genco’s debt-to-capital ratio was 43%, but management projected that its interest-coverage ratio could fall below the threshold for additional external borrowing by the end of the first quarter of 2013.
Material changes versus the prior comparable period
- Net income increased substantially because 2010 included $589 million of impairment and other charges, including $420 million of goodwill impairment in Merchant Generation. The 2011 charge was $125 million.
- Ameren Missouri recorded an $89 million pretax charge after the MoPSC disallowed recovery of certain Taum Sauk rebuilding costs.
- Genco and Ameren recorded $34 million of charges related to the closure of the Meredosia and Hutsonville energy centers. The closures eliminated 90 positions.
- Merchant Generation returned to profitability attributable to Ameren, reporting $45 million of net income in 2011 versus a $409 million loss in 2010, primarily because of the absence of large 2010 impairments. Underlying margins nevertheless declined because of lower power prices and higher fuel costs.
- Ameren Missouri’s operating income declined to $609 million from $711 million, and net income available to common stockholders declined to $287 million from $364 million, despite higher electric rates.
- Ameren Illinois’ operating income declined to $458 million from $498 million, while net income available to common stockholders declined to $193 million from $248 million.
- Operating cash flow improved modestly, helped by recovery of Ameren Missouri’s fuel and purchased-power under-recovery, lower collateral postings and working-capital benefits. Higher pension and postretirement contributions, storm costs and lower margins offset part of the benefit.
- The company reduced debt and credit-facility reliance while maintaining capital expenditures near $1 billion.
Guidance, outlook, commentary and unusual items
- Management projected 2012–2016 capital expenditures of approximately $6.475 billion to $8.265 billion, including up to $3.625 billion at Ameren Missouri, up to $3.265 billion at Ameren Illinois and up to $450 million in Merchant Generation.
- Ameren Illinois elected to participate in Illinois performance-based formula ratemaking. Its initial filing was expected to reduce annual electric delivery revenues by $19 million pending ICC approval, while the framework is intended to improve cost recovery and support infrastructure investment.
- Ameren Illinois was required to invest an incremental $625 million from 2012 through 2021 to modernize its electric distribution system, create approximately 450 jobs and make specified nonrecoverable contributions.
- Ameren Missouri filed for a $376 million annual electric revenue increase in February 2012 and proposed a three-year, $145 million energy-efficiency program under MEEIA. Decisions were expected in 2012.
- Ameren Illinois received a January 2012 order approving a $32 million annual natural-gas delivery revenue increase.
- Management expected transmission investment of approximately $1.7 billion during 2012–2016. Three MISO-approved transmission projects were expected to require more than $1.2 billion through 2019.
- Forward power prices declined in early 2012 because of lower natural-gas prices and the stay of CSAPR. Genco delayed completion of its Newton scrubber project and AERG removed planned precipitator upgrades from its five-year plan, reducing projected capital needs by approximately $270 million through 2014.
- Merchant Generation expected approximately 27 million megawatthours of 2012 generation, compared with 32.5 million megawatthours of available coal-fired generation capacity. Marketing Company had hedged approximately 25 million megawatthours for 2012 at an average price of $44 per megawatthour as of January 31, 2012.
- Ameren expected annual pension contributions of $90 million to $150 million over the next five years, with estimated aggregate contributions of $580 million.
- Ameren completed the sale of the Medina Valley energy center in February 2012 for $16 million; management did not expect a material effect on 2012 results.
Principal risks, contingencies and unusual items
- Regulatory recovery: Rate cases, prudency reviews, appeals and regulatory lag could delay or prevent recovery of costs and investment returns. The filing identified possible additional Ameren Missouri FAC refunds of approximately $25 million.
- Taum Sauk: Ameren Missouri had $68 million of remaining liability-insurance claims at year-end, subject to litigation and insurance recovery risk.
- Environmental compliance: CSAPR, MATS, CCR, greenhouse-gas rules, Clean Water Act requirements and other regulations could require substantial capital spending, higher operating costs, generation reductions, asset impairments or plant closures.
- Environmental litigation: EPA litigation concerning Rush Island and Notices of Violation involving other coal plants could lead to penalties and pollution-control investments; the filing states that loss was reasonably possible but not probable, so no reserve was recorded.
- Merchant power exposure: Genco and other Merchant Generation operations remain exposed to volatile power prices, fuel costs, capacity-market design and transmission constraints.
- Genco financing: Projected interest-coverage deterioration could restrict Genco’s ability to incur additional external debt and pay dividends.
- Pension and postretirement obligations: The consolidated balance sheet reflected $1.344 billion of pension and postretirement liabilities, and funding needs are sensitive to discount rates, investment returns and medical-cost trends.
- Other contingencies: The filing discusses nuclear waste disposal, Callaway relicensing, Taum Sauk litigation, asbestos claims, manufactured-gas-plant remediation, tax disputes and counterparty collateral requirements.
- Accounting and reporting: The parent-only condensed cash-flow statements for 2010 and 2009 were restated for an intercompany-notes classification error. Genco also corrected its 2010 cash-flow classification; neither correction affected Ameren’s consolidated cash flows.
Most important facts for an investor to verify
- Whether Ameren Missouri’s $376 million electric rate request, MEEIA filing and FAC prudency proceedings produced the expected recovery.
- Whether Ameren Illinois’ formula-ratemaking filings delivered the anticipated earnings and cash-flow stability without triggering the residential-rate termination provision.
- The final resolution and cash recovery of the $68 million Taum Sauk insurance claims and the $89 million regulatory disallowance appeal.
- The ultimate form and cost of environmental rules, particularly CSAPR, MATS, CCR and cooling-water requirements, and their effect on coal-plant operations and impairments.
- Whether Merchant Generation power prices, hedging results and capacity-market reforms support positive free cash flow.
- Genco’s projected interest-coverage ratio, access to external borrowing and restrictions on dividends.
- Ameren’s ability to fund projected capital expenditures, pension contributions and debt maturities while maintaining credit ratings and dividend capacity.
- The scale and recoverability of regulatory assets, including $1.603 billion of noncurrent regulatory assets at year-end 2011.