Ameren and subsidiaries obtain $2.1 billion senior credit facilities

By Marisa Wong

Madison, Wis., Nov. 15 - Ameren Corp. and certain of its subsidiaries entered into credit facility agreements with a large group of lenders that provide $2.1 billion of credit through Nov. 14, 2017, according to an 8-K filing with the Securities and Exchange Commission.

Specifically, on Nov. 14 Ameren and Union Electric Co., doing business as Ameren Missouri, entered into a $1 billion senior unsecured revolving credit agreement with JPMorgan Chase Bank, NA as agent. Ameren and Ameren Missouri terminated their existing credit agreement dated Sept. 10, 2010 upon closing of the new agreement.

Also on Nov. 14, Ameren and Ameren Illinois Co. entered into a $1.1 billion senior unsecured revolving credit agreement with JPMorgan Chase Bank as agent. Concurrently, Ameren and Ameren Illinois terminated their prior credit agreement dated Sept. 10, 2010.

Upon closing of the two 2012 credit agreements, Ameren and Ameren Energy Generating Co. (Genco) also terminated their credit agreement dated Sept. 10, 2010.

The 2012 facilities currently include 24 international, national and regional lenders, with no lender providing more than $124 million of credit total.

According to the filing, the maximum amount available to each borrower under each new facility is as follows:

• Under the 2012 Missouri credit agreement, $500 million is available to Ameren and $800 million to Ameren Missouri; and

• Under the 2012 Illinois credit agreement, $300 million is available to Ameren and $800 million to Ameren Illinois.

Ameren has the option to seek additional commitments to increase the 2012 Missouri credit agreement to $1.2 billion and the 2012 Illinois credit agreement to $1.3 billion.

The Nov. 14, 2017 final maturity date of the facilities may be extended for two additional one-year periods.

Borrowing sublimits of Ameren Missouri and Ameren Illinois under the applicable credit agreement will mature and expire on Nov. 13, 2013, subject to extension on a 364-day basis but in no event later than the final maturity date.

Interest is equal to Libor plus a margin of 100 basis points to 205 bps, based on the borrower's long-term unsecured credit ratings. The initial spread is 127.5 bps for Ameren Illinois and Ameren Missouri and 147.5 bps for Ameren.

The commitment fee ranges from 12.5 bps to 45 bps. At closing, the fees were 22.5 bps for Ameren Illinois and Ameren Missouri and 27.5 bps for Ameren.

The credit agreements contain non-financial covenants as well as financial covenants including a requirement that each of Ameren, Ameren Missouri and Ameren Illinois maintain consolidated debt of not more than 65% of its respective consolidated total capitalization. In addition, Ameren is required to maintain a ratio of consolidated funds from operations plus interest expense to consolidated interest expense of 2.0 to 1.0, to be calculated quarterly at the end of the most recent four fiscal quarters. Proceeds from the facilities may be used for general corporate purposes, including working capital, repayment or refinancing of outstanding debt and other funding needs, and to repay amounts owed under the 2010 Genco credit agreement, the 2010 Missouri credit agreement and the 2010 Illinois credit agreement. Borrowings may also be used to fund loans under Ameren's money pool arrangements or other short-term intercompany loan arrangements.

There were no borrowings at closing.

J.P. Morgan Securities LLC, Barclays Bank plc, Bank of Tokyo-Mitsubishi UFJ, Ltd., Bank of America Merrill Lynch and RBS Securities Inc. are the joint arrangers and joint bookrunners of both facilities. Barclays and Bank of Tokyo-Mitsubishi are also syndication agents. Bank of America, NA and Royal Bank of Scotland plc are documentation agents.

Ameren is a St. Louis-based holding company for several power companies and energy companies.

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