AEE » Topics » SCHEDULE II

This excerpt taken from the AEE 8-K filed Sep 15, 2009.

SCHEDULE II

 

List of Persons Subject to Lock-Up

 

Warner L. Baxter

 

Jerre E. Birdsong

 

Scott A. Cisel

 

Daniel F. Cole

 

Karen C. Foss

 

Adam C. Heflin

 

Martin J. Lyons

 

Richard J. Mark

 

Michael L. Moehn

 

Michael G. Mueller

 

Charles D. Naslund

 

Gary L. Rainwater

 

Andrew M. Serri

 

Steven R. Sullivan

 

Thomas R. Voss

 



 

SCHEDULE III

 

(a)                                  Issuer Free Writing Prospectuses to be included in the Pricing Disclosure Package: None.

 

(b)                                 Issuer Free Writing Prospectuses not included in the Pricing Disclosure Package: Electronic Road Show Presentation can be found at www.netroadshows.com.

 

(c)                                  Additional Documents Incorporated by Reference: None.

 

(d)                                 Information part of the Pricing Disclosure Package to be conveyed orally to investors at or about the time of pricing:

 

Shares Offered:

 

19,000,000 shares

 

 

 

Over-Allotment Option:

 

2,850,000 shares

 

 

 

Public Offering Price:

 

$25.25 per share

 

 

 

Closing Date:

 

September 15, 2009

 



 

SCHEDULE IV

 

Significant Subsidiaries

 

Union Electric Company

 

Ameren Energy Generating Company

 

Ameren Energy Resources Company, LLC

 

AmerenEnergy Resources Generating Company

 

CILCORP Inc.

 

Central Illinois Light Company

 

Illinois Power Company

 



 

EXHIBIT A

 

This excerpt taken from the AEE 8-K filed Mar 23, 2009.

SCHEDULE II

 

Title of Designated Securities:

 

8.45% Senior Secured Notes due 2039

 

Aggregate principal amount:

 

$350,000,000

 

Price to Public:

 

99.667% of the principal amount of the Designated Securities, plus accrued interest, if any, from the Time of Delivery

 

Purchase Price by Underwriters:

 

98.792% of the principal amount of the Designated Securities

 

Form of Designated Securities:

 

Book-entry only form represented by one or more global securities deposited with The Depository Trust Company (“DTC”) or its designated custodian, to be made available for checking by the Representatives at least twenty-four hours prior to the Time of Delivery at the offices of DTC in New York, New York or its designated custodian.

 

Specified funds for payment of purchase price:

 

Federal (same day) funds

 

Time of Delivery:

 

10:00 a.m. (New York City time), March 20, 2009

 

First Mortgage Bonds:

 

$350,000,000 First Mortgage Bonds, Senior Secured Notes Series NN

 

Supplemental Indenture relating to First Mortgage Bonds:

 

Dated March 1, 2009

 

Maturity:

 

March 15, 2039

 

Interest Rate:

 

8.45%

 

Interest Payment Dates:

 

March 15 and September 15, commencing September 15, 2009

 

Redemption Provisions:

 

The Designated Securities may be redeemed at the option of the Company as set forth in the Prospectus as supplemented relating to such Designated Securities

 

Sinking Fund Provisions:

 

No sinking fund provisions

 

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Defeasance provisions:

 

As set forth in the Indenture.

 

Closing location for delivery of Designated Securities:

 

Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, New York 10036

 

Additional Closing Conditions:

 

Names and addresses of Representatives:

 

Designated Representatives:

 

Barclays Capital Inc.

BNY Mellon Capital Markets, LLC

Mitsubishi UFJ Securities (USA), Inc.

 

Addresses for Notices, etc.:

 

Barclays Capital Inc.

200 Park Avenue

New York, New York 10166

Attn: Investment Grade Syndicate

Facsimile: (212) 412-7305

 

BNY Mellon Capital Markets, LLC

One Wall Street

New York, New York 10286

Attn: Debt Capital Markets

Facsimile: (212) 635-8525

 

Mitsubishi UFJ Securities (USA), Inc.

1251 Avenue of the Americas, 19th Floor

New York, New York 10020-1104

Attn: Capital Markets Group

Facsimile: 212-782-6406

 

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This excerpt taken from the AEE 8-K filed Dec 9, 2008.

SCHEDULE II

 

Title of Designated Securities:

 

8.875% Senior Secured Notes due 2013

 

Aggregate principal amount:

 

$150,000,000

 

Price to Public:

 

99.997% of the principal amount of the Designated Securities, plus accrued interest, if any, from the Time of Delivery

 

Purchase Price by Underwriters:

 

99.397% of the principal amount of the Designated Securities

 

Form of Designated Securities:

 

Book-entry only form represented by one or more global securities deposited with The Depository Trust Company (“DTC”) or its designated custodian, to be made available for checking by the Representatives at least twenty-four hours prior to the Time of Delivery at the offices of DTC in New York, New York or its designated custodian.

 

Specified funds for payment of purchase price:

 

Federal (same day) funds

 

Time of Delivery:

 

10:00 a.m. (New York City time), December 9, 2008

 

First Mortgage Bonds:

 

$150,000,000 First Mortgage Bonds, Senior Secured Notes Series CC

 

Supplemental Indenture relating to First Mortgage Bonds:

 

Dated as of December 1, 2008

 

Maturity:

 

December 15, 2013

 

Interest Rate:

 

8.875%

 

Interest Payment Dates:

 

June 15 and December 15, commencing June 15, 2009

 

Redemption Provisions:

 

The Designated Securities may be redeemed at the option of the Company as set forth in   the Prospectus as supplemented relating to such Designated Securities

 

Sinking Fund Provisions:

 

No sinking fund provisions

 

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Defeasance provisions:

 

As set forth in the Indenture.

 

Closing location for delivery of Designated Securities:

 

Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, New York 10036

 

Additional Closing Conditions:

 

Names and addresses of Representatives:

 

Designated Representatives:

 

BNP Paribas Securities Corp.

Goldman, Sachs & Co.

 

Addresses for Notices, etc.:

 

BNP Paribas Securities Corp.

787 Seventh Avenue

New York, New York 10019

Attention: Syndicate Desk

Facsimile No.: (212) 841-3930

 

Goldman, Sachs & Co.

One New York Plaza, 42nd Floor

New York, New York 10166

Attention: Registration Department

 

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This excerpt taken from the AEE 8-K filed Jun 19, 2008.

SCHEDULE II

 

Title of Designated Securities:

 

6.70% Senior Secured Notes due 2019

 

Aggregate principal amount:

 

$450,000,000

 

Price to Public:

 

99.707% of the principal amount of the Designated Securities, plus accrued interest, if any, from the Time of Delivery

 

Purchase Price by Underwriters:

 

99.057% of the principal amount of the Designated Securities

 

Form of Designated Securities:

 

Book-entry only form represented by one or more global securities deposited with The Depository Trust Company (“DTC”) or its designated custodian, to be made available for checking by the Representatives at least twenty-four hours prior to the Time of Delivery at the offices of DTC in New York, New York or its designated custodian.

 

Specified funds for payment of purchase price:

 

Federal (same day) funds

 

Time of Delivery:

 

10:00 a.m. (New York City time), June 19, 2008

 

First Mortgage Bonds:

 

$450,000,000 First Mortgage Bonds, Senior Secured Notes Series MM

 

Supplemental Indenture relating to First Mortgage Bonds:

 

Dated June 1, 2008

 

Maturity:

 

February 1, 2019

 

Interest Rate:

 

6.70%

 

Interest Payment Dates:

 

February 1 and August 1, commencing February 1, 2009

 

Redemption Provisions:

 

The Designated Securities may be redeemed at the option of the Company as set forth in   the Prospectus as supplemented relating to such Designated Securities

 

Sinking Fund Provisions:

 

No sinking fund provisions

 

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Defeasance provisions:

 

As set forth in the Indenture.

 

Closing location for delivery of Designated Securities:

 

Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, New York 10036

 

Additional Closing Conditions:

 

Names and addresses of Representatives:

 

Designated Representatives:

 

Barclays Capital Inc.

BNY Mellon Capital Markets, LLC

J.P. Morgan Securities Inc.

 

Addresses for Notices, etc.:

 

Barclays Capital Inc.

200 Park Avenue

New York, New York 10166

Attention: Investment Grade Syndicate

Facsimile No.: (212) 412-7305

 

BNY Mellon Capital Markets, LLC

One Wall Street

New York, New York 10286

Attention: Debt Capital Markets

Facsimile No.: (212) 635-8525

 

J.P. Morgan Securities Inc.

270 Park Avenue

New York, New York 10017

Attention: High Grade Syndicate Desk – 8th Floor

Facsimile No.: (212) 834-6081

 

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This excerpt taken from the AEE 8-K filed Apr 8, 2008.

SCHEDULE II

 

Title of Designated Securities:

 

6.00% Senior Secured Notes due 2018

 

Aggregate principal amount:

 

$250,000,000

 

Price to Public:

 

99.698% of the principal amount of the Designated Securities, plus accrued interest, if any, from the Time of Delivery

 

Purchase Price by Underwriters:

 

99.048% of the principal amount of the Designated Securities

 

Form of Designated Securities:

 

Book-entry only form represented by one or more global securities deposited with The Depository Trust Company (“DTC”) or its designated custodian, to be made available for checking by the Representatives at least twenty-four hours prior to the Time of Delivery at the offices of DTC in New York, New York or its designated custodian.

 

Specified funds for payment of purchase price:

 

Federal (same day) funds

 

Time of Delivery:

 

10:00 a.m. (New York City time), April 8, 2008

 

First Mortgage Bonds:

 

$250,000,000 First Mortgage Bonds, Senior Secured Notes Series LL

 

Supplemental Indenture relating to First Mortgage Bonds:

 

Dated April 1, 2008

 

Maturity:

 

April 1, 2018

 

Interest Rate:

 

6.00%

 

Interest Payment Dates:

 

April 1 and October 1, commencing October 1, 2008

 

Redemption Provisions:

 

The Designated Securities may be redeemed at the option of the Company as set forth in the Prospectus as supplemented relating to such Designated Securities

 

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Sinking Fund Provisions:

 

No sinking fund provisions

 

Defeasance provisions:

 

As set forth in the Indenture.

 

Closing location for delivery of Designated Securities:

 

Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, New York 10036

 

Additional Closing Conditions:

 

Names and addresses of Representatives:

 

Designated Representatives:

 

Goldman, Sachs & Co.

J.P. Morgan Securities Inc.

 

Addresses for Notices, etc.:

 

Goldman, Sachs & Co.

85 Broad Street, 20th Floor

New York, New York 10004

Attention: Registration Department

 

J.P. Morgan Securities Inc.

270 Park Avenue

New York, New York 10017

Attention: High Grade Syndicate Desk – 8th Floor

Facsimile No.: (212) 834-6081

 

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This excerpt taken from the AEE 8-K filed Jun 15, 2007.

SCHEDULE II

Title of Designated Securities:       % Senior Secured Notes due 20[  ]

Aggregate principal amount:

$[                    ]

Price to Public:

% of the principal amount of the Designated Securities, plus accrued interest[, if any,] from  to  [and accrued amortization[, if any,] from             to                 ]

Purchase Price by Underwriters:

% of the principal amount of the Designated Securities, plus accrued interest from
  to  [and accrued amortization [, if any,] from  to  ]

Form of Designated Securities:

Book-entry only form represented by one or more global securities deposited with The Depository Trust Company (“DTC”) or its designated custodian, to be made available for checking by the Representatives at least twenty-four hours prior to the Time of Delivery at the offices of DTC in New York, New York or its designated custodian.

Specified funds for payment of purchase price:

Federal (same day) funds

Time of Delivery:

a.m. (New York City time),

First Mortgage Bonds:

Supplemental Indenture relating to First Mortgage Bonds:

Maturity:

Interest Rate:

[  %] [Zero Coupon] [See Floating Rate Provisions]

Interest Payment Dates:

[months and dates, commencing ....................., 20..]

Redemption Provisions:

[No provisions for redemption]

[[The Designated Securities may be redeemed, otherwise than through the sinking fund, in whole or in part at the option of the Company, in the amount of [$         ] or an integral multiple thereof,]

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[on or after  ,  at the following redemption prices (expressed in percentages of principal amount).  If [redeemed on or before  ,  %, and if] redeemed during the 12-month period beginning  ,]

 

Redemption

 

Year

 

Price

 

    

 

 

 

    

 

 

 

 

and thereafter at 100% of their principal amount, together in each case with accrued interest to the redemption date.

[on any interest payment date falling on or after  ,  , at the election of the Company, at a redemption price equal to the principal amount thereof, plus accrued interest to the date of redemption.]]

[Other possible redemption provisions, such as mandatory redemption upon occurrence of certain events or redemption for changes in tax law]

[Restriction on refunding]

Sinking Fund Provisions:

[No sinking fund provisions]

[The Designated Securities are entitled to the benefit of a sinking fund to retire
[$  ] principal amount of Designated Securities on  in each of the years
  through  at 100% of their principal amount plus accrued interest[, together with [cumulative] [noncumulative] redemptions at the option of the Company to retire an additional [$  ] principal amount of Designated Securities in the years  through  ] at 100% of their principal amount plus accrued interest.]

[If Designated Securities are extendable debt securities, insert—

Extendable provisions:

Designated Securities are repayable on  ,  [insert date and years], at the option of the holder, at their principal amount with accrued interest.  The initial annual interest rate will be  %, and thereafter the annual interest rate will be adjusted on   , and  to a rate not less than  % of the effective annual interest rate on U.S. Treasury obligations with  -year maturities as of the [insert date 15 days prior to maturity date] prior to such [insert maturity date].]

[If Designated Securities are floating rate debt securities, insert—

Floating rate provisions:

Initial annual interest rate will be  % through  [and thereafter will be adjusted [monthly] [on each  ,  ,  and  ] [to an annual rate of  % above the average rate for  -year [month][securities][certificates of deposit] issued by   and  [insert names of banks].] [and the annual interest rate [thereafter] [from   through  ] will be the interest yield equivalent of the weekly average per annum market

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discount rate for  -month Treasury bills plus  % of Interest Differential (the excess, if any, of (i) the then current weekly average per annum secondary market yield for  -month certificates of deposit over (ii) the then current interest yield equivalent of the weekly average per annum market discount rate for -month Treasury bills); [from  and thereafter the rate will be the then current interest yield equivalent plus  % of Interest Differential].]

Defeasance provisions:

Closing location for delivery of Designated Securities:

Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, New York 10036

Additional Closing Conditions:

Names and addresses of Representatives:

Designated Representatives:

BNY Capital Markets, Inc.
Goldman, Sachs & Co.
UBS Securities LLC

Addresses for Notices, etc.:

BNY Capital Markets, Inc.
One Wall Street
New York, New York 01286
Attention: Debt Capital Markets
Facsimile No.: (212) 635-8525

Goldman, Sachs & Co.
One New York Plaza, 42nd Floor
New York, New York 10166
Attention: Registration Department

UBS Securities LLC
677 Washington Boulevard
Stamford, Connecticut 06901
Attention: Fixed Income Syndicate
Facsimile No.: (203) 719-0495

[Other Terms]*:


*   A description of particular tax, accounting or other unusual features (such as the addition of event risk provisions) of the Designated Securities should be set forth, or referenced to an attached and accompanying description, if necessary, to ensure agreement as to the terms of the Designated Securities to be purchased and sold.  Such a description might appropriately be in the form in which such features will be described in the Prospectus Supplement for the offering.

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This excerpt taken from the AEE 8-K filed Jun 19, 2006.

SCHEDULE II

Issuer:

 

Central Illinois Public Service Company d/b/a AmerenCIPS

Ratings:

 

A3/A-

Issue:

 

Senior Secured Notes due 2036

Offering Size:

 

$61,500,000

Coupon:

 

6.700% per annum, payable semi-annually on each June 15th and December 15th, commencing December 15th, 2006

Trade Date:

 

June 8th, 2006

Settlement Date:

 

June 14th, 2006

Maturity:

 

June 15th, 2036

Treasury Benchmark:

 

5.375% due February 15th, 2031

US Treasury Spot:

 

103-07

US Treasury Yield:

 

5.143%

Spread to Treasury:

 

160 basis points

Re-offer Yield:

 

6.743%

Price to Public (Issue Price):

 

99.449%

Gross Proceeds:

 

$61,161,135

Optional Redemption:

 

Make Whole call, at any time at a discount rate of Treasury plus 30 bps

Minimum Denomination:

 

$1,000 x $1,000

Bookrunners:

 

Citigroup, Goldman, Sachs & Co.

 

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