Ameren restates Missouri, Illinois facilities for revolvers due 2019

By Marisa Wong

Madison, Wis., Dec. 11 – Ameren Corp. and subsidiary Ameren Missouri (Union Electric Co.) entered into an amended and restated credit agreement on Dec. 11 with JPMorgan Chase Bank, NA as agent, according to an 8-K filing with the Securities and Exchange Commission.

The credit agreement amends and restates the companies’ $1 billion multi-year, senior unsecured revolving credit agreement dated Nov. 14, 2012.

Also on Thursday, Ameren and subsidiary Ameren Illinois Co. entered into an amended and restated credit agreement on Dec. 11 with JPMorgan Chase Bank as agent.

This credit agreement amends and restates the companies’ $1.1 billion multi-year senior unsecured revolving credit agreement dated Nov. 14, 2012.

J.P. Morgan Securities LLC, Barclays Bank plc, Bank of Tokyo-Mitsubishi UFJ, Ltd., Merrill Lynch, Pierce, Fenner & Smith Inc. and RBS Securities Inc. are the joint arrangers and joint bookrunners under each of the restated credit agreements, with Barclays Bank and Bank of Tokyo-Mitsubishi UFJ as syndication agents and Bank of America, NA and Royal Bank of Scotland plc as documentation agents.

The amended credit agreements extended the maturity date of the commitments under the 2012 credit agreements to Dec. 11, 2019 from Nov. 14, 2017.

The maturity date under each amended facility may be further extended for two additional one-year periods.

The amendments also increased the maximum total amount available for borrowings by Ameren to $700 million from $500 million under the Missouri facility and to $500 million from $300 million under the Illinois facility.

Each of Ameren Missouri’s and Ameren Illinois’ borrowing sublimit remains unchanged at $800 million.

Borrowings by Ameren will be due on the maturity date, while borrowings by Ameren Missouri and Ameren Illinois will be due no later than the earlier of the maturity date or 364 days after the date of the borrowing.

The commitments for letters of credit have been limited under the amended Missouri facility to a maximum of $275 million total and under the amended Illinois facility to a maximum of $250 million total.

At closing, the borrowers had received commitments from lenders to issue letters of credit of up to $100 million under each of the amended facilities.

Under the amended Illinois credit agreement, the financial covenant requiring Ameren to maintain a ratio of consolidated funds from operations plus interest expense to consolidated interest expense of 2.0 to 1.0 has been amended so that the interest coverage ratio requirement will only apply when Ameren does not have a senior long-term unsecured credit rating of at least Baa3 from Moody’s Investors Service or BBB- from Standard & Poor’s.

Pricing will still be based on the borrower’s senior long-term unsecured credit ratings. The applicable margins will continue to range from 90 basis points to 165 bps for Libor loans.

A commitment fee ranging from 10 bps to 35 bps will be payable quarterly.

In addition, the amendments modified some default provisions under the 2012 credit agreements. The threshold amount for unpaid judgments against a borrower or its subsidiaries, which constitutes a default under each of the amended credit agreements, has been increased to $75 million from $50 million. The threshold amount of debt (outside of the applicable credit agreement) on which a borrower defaults that would constitute a cross-default was also increased to $75 million from $50 million.

Consistent with the 2012 agreements, neither Ameren nor Ameren Illinois is liable for or guarantees the obligations of the other under the amended Illinois facility, and neither Ameren nor Ameren Missouri is liable for or guarantees the obligations of the other under the amended Missouri facility.

Ameren is a St. Louis-based electric and natural gas company.

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