The proceeds of the remarketing of the Notes that are held as a component of the Normal Units will be used as follows:
• a portion will be used to purchase treasury securities (that will serve as substitute collateral for the Notes component of the Normal Units to secure a holder's obligation under the related stock purchase contracts) the proceeds of which treasury securities upon or after maturity will be used to (1) provide the consideration necessary to fulfill the related stock purchase contracts on May 15, 2005, and (2) pay an amount of cash equal to the interest payable on such Notes on May 15, 2005 at the interest rate in effect prior to the resetting of the interest rate in the remarketing; and a portion not exceeding 25 basis points (0.25%) of the total proceeds from the remarketing will be deducted and retained by the remarketing agents as a remarketing fee. In the event that there are any remaining proceeds, payment of such amount will be made on February 15, 2005.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities. The remarketing will only be made pursuant to a pricing supplement and accompanying prospectus supplement and prospectus.
With assets of more than $17 billion, Ameren serves approximately 2.3 million electric customers and more than 900,000 natural gas customers in a 64,000 square mile area of Missouri and Illinois. Ameren owns a diverse mix of electric generating plants strategically located in its Midwest market with a generating capacity of more than 14,800 megawatts.
Statements made in this release, which are not based on historical facts, are "forward-looking" and, accordingly, involve risks and uncertainties that could cause actual results to differ materially from those discussed. Although such "forward-looking" statements have been made in good faith and are based on reasonable assumptions, there is no assurance that the expected results will be achieved. These statements include (without limitation) statements as to future expectations, beliefs, plans, strategies, objectives, events, conditions, and financial performance. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, we are providing this cautionary statement to identify important factors that could cause actual results to differ materially from those anticipated. The following factors, in addition to those discussed elsewhere in this release and in past and subsequent securities filings, could cause actual results to differ materially from management expectations as suggested by such "forward-looking" statements:
• regulatory actions, including changes in regulatory policies;
• changes in laws and other governmental actions, including monetary and fiscal policies;
• the effects of increased competition in the future due to, among other things, deregulation of certain aspects of our business at both the state and federal levels, and the implementation of deregulation, such as in Illinois when current power supply contracts expire in 2006;
• the effects of participation in the MISO;
• the availability of fuel for the production of electricity, such as coal and natural gas, and purchased power and natural gas for distribution, and the level and volatility of future market prices for such commodities, including the ability to recover any increased costs;
• the use of financial and derivative instruments;
• prices for power in the Midwest;
• business and economic conditions, including their impact on interest rates;
• disruptions of the capital markets or other events making Ameren's access to necessary capital more difficult or costly;
• the impact of the adoption of new accounting standards and the application of appropriate technical accounting rules and guidance;
• actions of ratings agencies and the effects of such actions;
• weather conditions;
• generation plant construction, installation and performance;
• operation of nuclear power facilities, including planned and unplanned outages, and decommissioning costs;
• the effects of strategic initiatives, including acquisitions and divestitures;
• the impact of current environmental regulations on utilities and generating companies and the expectation that more stringent requirements will be introduced over time, which could potentially have a negative financial effect;
• future wages and employee benefits costs, including changes in returns on benefit plan assets;
• difficulties in integrating CILCORP Inc. and Illinois Power with Ameren's other businesses;
• changes in the energy markets, environmental laws or regulations, interest rates or other factors adversely impacting assumptions in connection with the CILCORP Inc. and Illinois Power acquisitions;
• cost and availability of transmission capacity for the energy generated by Ameren's generating facilities or required to satisfy energy sales made by Ameren; and
• legal and administrative proceedings.
Given these uncertainties, undue reliance should not be placed on these forward- looking statements. Except to the extent required by the federal securities laws, we undertake no obligation to publicly update or revise any forward- looking statements, whether as a result of new information, future events or otherwise.
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