STOCK TITAN

Ameren Missouri (UELMO) raises $891.1M via first mortgage bonds

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Ameren Missouri, a subsidiary of Ameren Corporation, sold $450 million principal amount of 4.80% First Mortgage Bonds due 2036 and $450 million principal amount of 5.55% First Mortgage Bonds due 2056. The bonds were issued under an existing shelf registration and related prospectus.

Ameren Missouri received aggregate net offering proceeds of approximately $891.1 million, before expenses, when the transaction closed. The report also lists the underwriting agreement, supplemental indenture, and legal opinions related to the bond issuance as exhibits.

Positive

  • None.

Negative

  • None.
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, and exhibit attachments filed with this report.
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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): February 27, 2026

   

 

 

Commission File Number

 

Exact Name of Registrant as
Specified in Charter;

State of Incorporation;

Address and Telephone Number

 

IRS Employer

Identification Number

 

1-14756

 

 

Ameren Corporation

(Missouri Corporation)

1901 Chouteau Avenue

St. Louis, Missouri 63103

(314) 621-3222

 

 

 

43-1723446

1-2967  

Union Electric Company

(Missouri Corporation)

1901 Chouteau Avenue

St. Louis, Missouri 63103

(314) 621-3222

  43-0559760

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants 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  
Ameren Corporation ¨  
Union Electric 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.

 

Ameren Corporation ¨  
Union Electric Company ¨  

 

 

Co-Registrant CIK 0000100826
Co-Registrant Amendment Flag false
Co-Registrant Form Type 8-K
Co-Registrant DocumentperiodEndDate 2026-02-27
Co-Registrant Written Commuunications false
Co-Registrant Solicitating Materials false
Co-Registrant PreCommencement Tender Offer false
Co-Registrant PreCommencement Tender Offer false
Co-Registrant Entity PreCommencement Issuer Tender Offer false

 

 

 

 

ITEM 8.01Other Events.

 

On February 27, 2026, Union Electric Company, doing business as Ameren Missouri (“Ameren Missouri”), a subsidiary of Ameren Corporation, sold $450 million principal amount of its 4.80% First Mortgage Bonds due 2036 (the “2036 Bonds”) and $450 million principal amount of its 5.55% First Mortgage Bonds due 2056 (the “2056 Bonds”, and together with the 2036 Bonds, the “Bonds”). The Bonds were offered pursuant to a Registration Statement on Form S-3 (File No. 333-274977-02), which became effective on October 13, 2023, and a Prospectus Supplement dated February 23, 2026, to a Prospectus dated October 13, 2023. Ameren Missouri received aggregate net offering proceeds of approximately $891.1 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 Bonds.

 

ITEM 9.01Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit Number  Title
    
1  Underwriting Agreement relating to the Bonds, dated February 23, 2026, between Ameren Missouri and the several underwriters named therein, for whom Barclays Capital Inc., BofA Securities, Inc., Mizuho Securities USA LLC, MUFG Securities Americas Inc., and Wells Fargo Securities, LLC are acting as representatives.
    
4.1*  Indenture of Mortgage and Deed of Trust, dated June 15, 1937, from Ameren Missouri to The Bank of New York Mellon, as successor trustee, as amended May 1, 1941, and Second Supplemental Indenture dated May 1, 1941 (Exhibit B-1, File No. 2-4940).
    
4.2  Supplemental Indenture, dated February 1, 2026, by and between Ameren Missouri and The Bank of New York Mellon, as successor trustee, relating to the 4.80% First Mortgage Bonds due 2036 and the 5.55% First Mortgage Bonds due 2056.
    
5.1  Opinion of Stephen C. Lee, Esq., Vice President and Deputy General Counsel of Ameren Missouri, regarding the legality of the Bonds (including consent).
    
5.2  Opinion of Morgan, Lewis & Bockius LLP regarding the legality of the Bonds (including consent).
    
104  Cover Page Interactive Data File (formatted as Inline XBRL).

 

 

* Incorporated by reference as indicated.

 

This combined Form 8-K is being filed separately by Ameren Corporation and Union Electric 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.

 

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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 hereunto 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)
   
  By: /s/ Leonard P. Singh
  Name: Leonard P. Singh
  Title: Executive Vice President and Chief Financial Officer
   
  UNION ELECTRIC COMPANY
  (Registrant)
   
  By: /s/ Michael L. Moehn
  Name: Michael L. Moehn
  Title: Interim Chairman and President

 

Date: February 27, 2026

 

- 3 -

 

FAQ

What did Ameren Missouri (UELMO) disclose in this Form 8-K?

Ameren Missouri disclosed it sold two series of First Mortgage Bonds totaling $900 million in principal. The filing also includes the underwriting agreement, supplemental indenture, and legal opinions related to the bond issuance as attached exhibits.

How much in bonds did Ameren Missouri (UELMO) issue and at what coupons?

Ameren Missouri issued $450 million of 4.80% First Mortgage Bonds due 2036 and $450 million of 5.55% First Mortgage Bonds due 2056. These long-term debt securities carry fixed interest rates until their respective maturities.

How much cash did Ameren Missouri (UELMO) receive from the bond sale?

Ameren Missouri received aggregate net offering proceeds of approximately $891.1 million, before expenses. This figure reflects proceeds after underwriting discounts and other offering-related adjustments but does not include subsequent offering expenses.

Under what registration statement were the Ameren Missouri (UELMO) bonds offered?

The bonds were offered pursuant to a Registration Statement on Form S-3 (File No. 333-274977-02). That shelf registration became effective on October 13, 2023, and the sale used a Prospectus Supplement dated February 23, 2026, and a base Prospectus dated October 13, 2023.

Who signed the Form 8-K for Ameren Corporation and Union Electric Company?

Leonard P. Singh, Executive Vice President and Chief Financial Officer, signed for Ameren Corporation. Michael L. Moehn, Interim Chairman and President, signed for Union Electric Company, with each signature relating only to matters involving the respective company or its subsidiaries.

Filing Exhibits & Attachments

8 documents