Ameren 8-K, dated December 21, 2006
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of
report (Date of earliest event reported):
|
Commission
File Number
|
Exact
Name of Registrant
as
Specified in Charter;
State
of Incorporation;
Address
and Telephone Number
|
IRS
Employer
Identification
Number
|
|
|
(Missouri
Corporation)
1901
Chouteau Avenue
St.
Louis, Missouri 63103
(314)
621-3222
|
|
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333-56594
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Ameren
Energy Generating
Company
(Illinois
Corporation)
1901
Chouteau Avenue
St.
Louis, Missouri 63103
(314)
621-3222
|
37-1395586
|
|
2-95569
|
CILCORP
Inc.
(Illinois
Corporation)
300
Liberty Street
Peoria,
Illinois 61602
(309)
677-5271
|
37-1169387
|
|
1-2732
|
Central
Illinois Light Company
(Illinois
Corporation)
300
Liberty Street
Peoria,
Illinois 61602
(309)
677-5271
|
37-0211050
|
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
ITEM
1.01
Entry into a Material Definitive Agreement.
On
December 18, 2006, Ameren Energy Marketing Company (“Marketing Company”) and
Ameren Energy Generating Company (“Genco”) entered into a Power Supply Agreement
(“Genco PSA”). Each of Genco and Marketing Company are direct subsidiaries of
Ameren Energy Development Company and indirect subsidiaries of Ameren
Corporation (“Ameren”).
The
Genco
PSA provides that Genco will sell and Marketing Company will purchase all of
the
capacity available from Genco’s generation fleet and such amount of associated
energy from Genco. Genco’s
generation fleet currently consists of coal, gas and oil fired generating units
with a total generation capacity of approximately 4,000 megawatts operating
in
the states of Missouri and Illinois. The
Genco
PSA provides that delivery of capacity and energy will commence on January
1,
2007 and will continue through December 31, 2022 and from year to year
thereafter unless either party elects to terminate the Genco PSA by providing
the other party with no less than six months advance written notice. A copy
of the Genco PSA is filed as Exhibit 10.1 to this Current Report on
Form 8-K.
The
Genco
PSA provides that Marketing Company shall pay, for each megawatthour of
associated energy delivered by Genco and purchased by Marketing Company during
the month of delivery, an “Energy Charge.” The “Energy Charge” is calculated by
first taking Marketing Company’s gross revenues with respect to power purchased
from Genco and AmerenEnergy Resources Generating Company (“AERG”) in a
particular month and subtracting from these gross revenues the monthly capacity
charge assessed on Marketing Company by Genco and AERG pursuant to the Genco
PSA
and the AERG PSA (as defined below under Item 8.01), respectively, which
produces the monthly net revenues. From the monthly net revenues, all
administrative and general, transmission, purchased power or other expenses
are
subtracted (excluding those expenses which do not support in whole or in part
the gross revenues associated with Genco’s generation pursuant to the Genco PSA
or AERG’s generation pursuant to the AERG PSA). This amount is then divided by
the total number of megawatthours generated by Genco and AERG to determine
the
per megawatthour “Energy Charge.” The Genco PSA also provides that Marketing
Company shall pay a “Monthly Capacity Charge.” The formula for determining the
“Monthly Capacity Charge” is based on the monthly fixed cost of operating the
generation fleet of Genco and AERG.
If
an
event of default occurs, the party not in default shall have the right to
suspend its performance to the party in default or to terminate the Genco PSA.
There is an event of default if any one of the following occurs: (1) Genco
shall be deemed in default if a Forced Outage (as defined in the North American
Electric Reliability Council’s Generating Unit Availability Data System (GADS)
Forced Outage reporting guidelines) continues for a period of one year on one
or
more units of the Genco’s generation fleet; (2) if Marketing Company fails to
make any payment required pursuant to the Genco PSA after five (5) days notice;
(3) failure by any party to perform its obligations or covenants under the
Genco
PSA if not cured after fifteen (15) days notice; (4) occurrence of certain
events of bankruptcy or insolvency-related events with respect to either Genco
or Marketing Company; and (5) either Genco or Marketing Company shall fail
to provide Performance Assurance, which shall be collateral in the form of
cash,
letters of credit or other security acceptable to the requesting party, within
three business days after written notice from either party that it has
reasonable grounds to believe that the other party’s creditworthiness or
performance under the Genco PSA has become unsatisfactory.
ITEM
8.01
Other Events.
On
December 18, 2006, Marketing Company and AERG also entered into a Power Supply
Agreement (“AERG PSA”). AERG is a direct subsidiary of Central Illinois Light
Company and an indirect subsidiary of CILCORP Inc. and Ameren.
The
AERG
PSA provides that AERG will sell and Marketing Company will purchase all of
the
capacity available from AERG’s generation fleet and such amount of associated
energy from AERG. AERG’s generation fleet currently consists of coal, gas and
oil fired generating units with a total generation capacity of approximately
1,100 megawatts operating in the state of Illinois. The AERG PSA provides that
delivery of capacity and energy will commence on January 1, 2007 and will
continue through December 31, 2022 and from year to year thereafter unless
either party elects to terminate the AERG PSA by providing the other party
with
no less than six months advance written notice. A copy of the AERG PSA is filed
as Exhibit 99.1 to this Current Report on Form 8-K.
The
calculation of the Energy Charge and the Monthly Capacity Charge under the
AERG
PSA as well as the events of default under the AERG PSA are substantively
identical to those described in Item 1.01 above with respect to the Genco
PSA.
ITEM
9.01
Financial Statements and Exhibits.
(d)
Exhibits.
|
Exhibit
Number:
|
Title:
|
| |
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10.1
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Power
Supply Agreement, dated as of December 18, 2006, Ameren
Energy
Marketing
Company and Ameren Energy Generating Company
|
| |
|
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99.1
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Power
Supply Agreement, dated as of December 18, 2006, Ameren
Energy
Marketing
Company and AmerenEnergy Resources Generating
Company.
|
-
- - - -
- - - - - - - - - - - - - - -
This
combined Form 8-K is being filed separately by Ameren Corporation, Ameren Energy
Generating Company, CILCORP Inc. and Central Illinois Light Company (each a
“registrant”). Information contained herein relating to any individual
registrant has been filed by such registrant on its own behalf. No registrant
makes any representation as to information relating to any other
registrant.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, each registrant
has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized. The signature for each undersigned company shall be deemed
to
relate only to matters having reference to such company or its
subsidiaries.
AMEREN
CORPORATION
(Registrant)
/s/
Martin J.
Lyons
Martin
J.
Lyons
Vice
President and Controller
(Principal
Accounting Officer)
AMEREN
ENERGY GENERATING COMPANY
(Registrant)
/s/
Martin J.
Lyons
Martin
J.
Lyons
Vice
President and Controller
(Principal
Accounting Officer)
CILCORP
Inc.
(Registrant)
/s/
Martin J.
Lyons
Martin
J.
Lyons
Vice
President and Controller
(Principal
Accounting Officer)
CENTRAL
ILLINOIS LIGHT COMPANY
(Registrant)
/s/
Martin J.
Lyons
Martin
J.
Lyons
Vice
President and Controller
(Principal
Accounting Officer)
Date:
December 21, 2006
Exhibit
Index
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Exhibit
Number:
|
Title:
|
| |
|
|
10.1
|
Power
Supply Agreement, dated as of December 18, 2006, Ameren
Energy
Marketing
Company and Ameren Energy Generating Company
|
| |
|
|
99.1
|
Power
Supply Agreement, dated as of December 18, 2006, Ameren
Energy
Marketing
Company and AmerenEnergy Resources Generating
Company.
|