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Ameren raises $900M in notes due 2057

Ameren Corp. issued $900 million of junior subordinated notes due 2057, receiving $891.0 million in net proceeds before expenses.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Ameren Corp. (AEE) completed a debt financing by selling $900 million principal amount of Junior Subordinated Notes due 2057. The notes were issued under an effective shelf Registration Statement on Form S-3 and related Prospectus and Prospectus Supplement.

Ameren reports that it received $891.0 million in net offering proceeds, before expenses, at closing on September 18, 2026. The report also lists the underwriting agreement, indenture, company order, global notes, and legal opinions as exhibits related to this transaction.

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Principal amount of Junior Subordinated Notes due 2057 $900 million Debt securities issued by Ameren Corp. on September 18, 2026
Net offering proceeds before expenses $891.0 million Net proceeds received by Ameren at closing of the notes offering
Form S-3 file number 333-297949 Registration Statement used for the notes offering, effective August 4, 2026
Indenture date September 1, 2026 Date of indenture between Ameren and The Bank of New York Mellon Trust Company, N.A.
Maturity year of Junior Subordinated Notes 2057 Stated maturity of the newly issued junior subordinated notes
Junior Subordinated Notes financial
"sold $900 million principal amount of its Junior Subordinated Notes due 2057"
Junior subordinated notes are a type of bond: a loan investors make to a company that ranks low in the repayment order if the company runs into trouble. Because they are paid after other creditors, they usually offer higher interest to compensate for greater risk; think of them as being near the back of the line at a crowded payout window. Investors care because these notes affect potential returns and downside exposure, and they influence a company’s overall borrowing risk and credit profile.
Registration Statement on Form S-3 regulatory
"The Notes were offered pursuant to a Registration Statement on Form S-3"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
Prospectus Supplement regulatory
"and a Prospectus Supplement dated September 8, 2026, to a Prospectus"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Indenture financial
"Indenture, dated as of September 1, 2026, by and between Ameren"
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
Global Notes financial
"4.3 | | Global Notes."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing transaction did Ameren Corp. (AEE) complete on September 18, 2026?

On September 18, 2026, Ameren Corp. completed a debt financing by selling $900 million principal amount of Junior Subordinated Notes due 2057 under an effective shelf Registration Statement on Form S-3.

How much in net proceeds did Ameren Corp. (AEE) receive from the 2057 notes offering?

Ameren reports receiving $891.0 million in net offering proceeds, before expenses, from the sale of its $900 million principal amount of Junior Subordinated Notes due 2057.

Under what securities registration did Ameren Corp. (AEE) issue the junior subordinated notes?

The Junior Subordinated Notes due 2057 were issued pursuant to a Registration Statement on Form S-3 (File No. 333-297949), which became effective on August 4, 2026, and a Prospectus Supplement dated September 8, 2026 to a Prospectus dated August 4, 2026.

What is the maturity of Ameren Corp.’s new junior subordinated notes (AEE)?

The newly issued Ameren Corp. securities are Junior Subordinated Notes due 2057, meaning they have a stated maturity year of 2057 as disclosed in the report.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): September 18, 2026

 

 

 

AMEREN CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Missouri 1-14756 43-1723446
(State or other jurisdiction
of incorporation)
(Commission
File Number)

(I.R.S. Employer
Identification No.)

 

1901 Chouteau Avenue, St. Louis, Missouri 63103

(Address of principal executive offices and Zip Code)

 

Registrant’s telephone number, including area code: (314621-3222

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which
registered

Common Stock, $0.01 par value per share

 

AEE

 

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

ITEM 8.01Other Events.

 

On September 18, 2026, Ameren Corporation (“Ameren”) sold $900 million principal amount of its Junior Subordinated Notes due 2057 (the “Notes”). The Notes were offered pursuant to a Registration Statement on Form S-3 (File No. 333-297949), which became effective on August 4, 2026, and a Prospectus Supplement dated September 8, 2026, to a Prospectus dated August 4, 2026. Ameren received net offering proceeds of $891.0 million, before expenses, upon closing of the transaction.

 

This Current Report on Form 8-K is being filed to report as exhibits certain documents in connection with the offering of the Notes.

 

ITEM 9.01Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit Number  Title
    
1  Underwriting Agreement, dated September 8, 2026, between Ameren and the several underwriters named therein, for whom Barclays Capital Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc. and Truist Securities, Inc. are acting as representatives.
    
4.1  Indenture, dated as of September 1, 2026, by and between Ameren and The Bank of New York Mellon Trust Company, N.A., as trustee (“Ameren Indenture”).
    
4.2  Company Order, dated September 18, 2026, establishing the Notes.
    
4.3  Global Notes.
    
5.1  Opinion of David M. Feinberg, Esq., Executive Vice President, General Counsel and Secretary of Ameren, regarding the legality of the Notes (including consent).
    
5.2 and 8  Opinion of Morgan, Lewis & Bockius LLP (including consent).
    
104  Cover Page Interactive Data File (formatted as Inline XBRL).

 

- 2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, Ameren has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 AMEREN CORPORATION
(Registrant)
  
By:/s/ Leonard P. Singh
Name:Leonard P. Singh
Title:Executive Vice President and Chief Financial Officer

 

Date: September 18, 2026

 

 

Filing Exhibits & Attachments

9 documents

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