SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
August 30, 2002
AMEREN CORPORATION
(Exact name of registrant as specified in its charter)
Missouri 1-14756 43-1723446
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1901 Chouteau Avenue, St. Louis, Missouri 63103
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (314) 621-3222
ITEM 2. OTHER EVENTS AND REGULATION FD DISCLOSURE
On August 30, 2002, the Registrant issued a press release announcing
that it and The AES Corporation had received on that date from the U.S.
Department of Justice a Request for Additional Information (Second Request)
under the Hart-Scott-Rodino Antitrust Improvements Act pertaining to the pending
sale of CILCORP Inc. to the Registrant. The press release is attached as Exhibit
99 and is incorporated herein by reference.
ITEM 7. EXHIBITS
(c) Exhibits.
99 Press release, dated August 30, 2002, issued by the
Registrant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AMEREN CORPORATION
(Registrant)
By /s/ Martin J. Lyons
------------------------------
Name: Martin J. Lyons
Title: Controller
(Principal Accounting Officer)
Date: August 30, 2002
2
Exhibit Index
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Exhibit No. Description
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99 - Press release dated August 30, 2002, issued by Ameren Corporation.
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One Ameren Plaza
1901 Chouteau Avenue
St. Louis, MO 63103
Contact:
Analysts: Media:
Bruce Steinke Leigh Morris-Illinois Erica Abbett-St. Louis
(314) 554-2574 (217) 535-5228 (314) 554-2175
(217) 416-9606 (cell)
FOR IMMEDIATE RELEASE
AES AND AMEREN RECEIVE DOJ REQUEST FOR ADDITIONAL INFORMATION
REGARDING PENDING SALE OF CILCORP
SPRINGFIELD, IL, AUG. 30, 2002-Ameren Corporation (NYSE: AEE) and The AES
Corporation (NYSE: AES) announced today that they have received from the U.S.
Department of Justice (DOJ) a Request for Additional Information (Second
Request) under the Hart-Scott-Rodino Antitrust Improvements Act pertaining to
the pending sale of CILCORP Inc. to Ameren.
The waiting period applicable to the pending sale under the
Hart-Scott-Rodino Antitrust Improvements Act will expire 30 days after
substantial compliance with the Second Request, unless terminated earlier by the
DOJ. Issuance of a Second Request is not unusual for transactions of this size,
and the companies intend to cooperate fully and respond promptly.
As previously announced, the transaction is subject to regulatory approvals
by the Illinois Commerce Commission, the Federal Energy Regulatory Commission,
the Securities and Exchange Commission and expiration of the waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act. Ameren on July 31, 2002,
filed required notices with the DOJ and the Federal Trade Commission to acquire
CILCORP from AES. Ameren expects the sale of CILCORP to close in the first
quarter of 2003, and under the stock purchase agreement with AES is obligated to
resolve any issues raised by the DOJ in connection with its Hart-Scott-Rodino
Act filing.
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Add One
With assets of $10 billion and 2001 revenues of $4.5 billion, Ameren serves
1.5 million electric customers and 300,000 natural gas customers in a
44,500-square-mile area of Missouri and Illinois. With $1.8 billion in assets
and 2001 revenues of $815 million, CILCORP's largest subsidiary, CILCO, serves
200,000 electric and more than 200,000 natural gas customers.
Safe Harbor Statement
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This news release may include forward-looking statements. Actual events and
results may differ materially from those projected. Factors that could affect
actual results are discussed in Ameren's filings with the Securities and
Exchange Commission, and readers are encouraged to read those filings to learn
more about the risk factors associated with Ameren's businesses.
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