Greetings, and welcome to Ameren Corporation's Fourth Quarter 2015 Earnings Call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. [Operator Instructions] As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Doug Fischer, Senior Director of Investor Relations for Ameren Corporation. Thank you. Mr. Fischer, you may begin.

Thank you and good morning. I am Doug Fischer, Senior Director of Investor Relations for Ameren Corporation. On the call with me today are Warner Baxter, our Chairman, President and Chief Executive Officer and Marty Lyons, our Executive Vice President and Chief Financial Officer as well as other members of the Ameren management team. Before we begin, let me cover a few administrative details. This call is being broadcast live on the Internet and the webcast will be available for one year on our website at ameren.com. Further, this call contains time-sensitive data that is accurate only as of the date of today’s live broadcast and redistribution of this broadcast is prohibited. To assist with our call this morning, we have posted on our website a presentation that will be referenced by our speakers. To access this, please look in the Investors section of our website under Webcasts and Presentations and follow the appropriate link. Turning to Page 2 of the presentation, I need to inform you that comments made during this conference call may contain statements that are commonly referred to as forward-looking statements. Such statements include those about future expectations, beliefs, plans, strategies, objectives, events, conditions and financial performance. We caution you that various factors could cause actual results to differ materially from those anticipated. For additional information concerning these factors, please read the forward-looking statements section in the news release we issued today and the forward-looking statements and Risk Factors sections in our filings with the SEC. Warner will begin this call with an overview of 2015 results, a business update and comments on our outlook for 2016 and beyond. Marty will follow with more detailed comments on our financial results and outlook. We will then open the call for questions. Before Warner begins, I would like to mention that all per share earnings amounts discussed during today's presentation, including earnings guidance, are presented on a diluted basis unless otherwise noted. Now here is Warner who will start on Page 4 of the presentation.

Thanks, Doug. Good morning, everyone and thank you for joining us. Today, we announced 2015 core earnings of $2.56 per share, which represents an approximate 7% increase over 2014 results. In addition, we established a 2016 earnings per share guidance range of $2.40 to $2.60, which includes an expected temporary and negative impact reduce sales to Noranda Aluminum and we're pleased to announce updated rate based growth plans of approximately 6.5% compounded annually from 2015 through 2020, which is expected to drive earnings per share growth of 5% to 8% compounded annually from 2016 to 2020, excluding the impact of Noranda on 2016 earnings. We'll discuss these earnings expectations further in a moment. Moving back to 2015 results, the strong 2015 earnings growth compared to 2014, reflected increased FERC-regulated transmission in Illinois Electric delivery earnings, resulting from infrastructure investment made under constructive regulatory frameworks in order to better serve our customers. The earnings comparison also benefited from the absence in 2015 of a nuclear refueling and maintenance outage at the Callaway Energy center and disciplined cost management. These positive variances were partially offset by lower retail electric and natural gas sales volumes, driven by very mild fourth quarter 2015 winter temperatures. The earnings comparison was also unfavorably affected by lower allowed returns on equity and higher depreciation and amortization expenses. Marty will discuss these and other 2015 earnings drivers in a few minutes. Turning to Page 5, I would like to share my perspectives on our 2015 performance. Overall, I believe we delivered strong results for our shareholders and customers in 2015 despite facing several challenges. These results were driven by successfully executing our strategic plan, starting with our focus on prudently investing in and operating our rate-regulated utilities, we continue to allocate significant amounts of capital to those businesses…

Thank you, Warner. Good morning everybody. Turning now to Page 12 of our presentation, today we reported 2015 core earnings of $2.56 per share compared to earnings of $2.40 per share for the prior year. We're pleased to achieve core 2015 earnings that were just above the midpoint of our initial 2015 guidance we provided early last year despite some significant headwinds in the fourth quarter including extremely mild temperatures and the extension of bonus tax depreciation. As you can see there were no differences between GAAP and core results for the fourth quarter of 2015. Moving then to Page 13, here we highlight factors that drove the $0.16 per share increase in 2015 results. Key factors included increased investments in electric transmission and delivery infrastructure in our Illinois and ATXI businesses, which increased earnings by $0.20 per share compared to 2014. In addition the earning comparison benefited from the absence in 2015 of a nuclear refueling and maintenance outage at the Callaway Energy Center, which cost $0.09 in 2014. These refueling outages are scheduled to occur every 18 months. Further earlier last year, the Illinois Commerce Commission approved recovery of certain Ameren Illinois cumulative power usage cost and this had a positive effect on the earnings comparison. Earnings also benefitted from a reduction in parent company interest charges, reflecting the May 2014 maturity of $425 million of 8.875% senior notes that were replaced with lower cost debt. Finally, as Warner mentioned, we continue our ongoing efforts so relentlessly improve operating performance, including managing cost in a disciplined manner. Reflecting this, 2015 other operations and maintenance expenses declined, compared to the prior year for our Missouri utility. Factors having an unfavorable effect on the earnings comparisons included lower retail electric and natural gas sales driven by mild weather. Weather effects…

Thank you (Operator Instructions). Our first question comes from the line of Julien Dumoulin-Smith from UBS. Please go ahead.

Hi good morning.

Good morning, Julien.

Hello Julien.

So let's just walk first through here are some of the assumptions baked into your new long-term CAGR if you will, can you clarify the sales growth embedded in that and specifically here what I'm getting at is the latest energy efficiency program. Is that factored in and to what extent does that impact your assumptions in the program? And then separately just you were clear about this, no cash taxes through that new period as well correct? And then perhaps a third point if you will, what are the assumptions baked in, in terms of the treasuries in that 5% to 8% period or 5% to 8% CAGR?

Sure Julian all good and reasonable questions. So let’s start with the growth rates. As we announced today 5% to 8% expected compound annual EPS growth from 2016 through 2020. Obviously the key there the big drivers rate base grow and as we announced today, we’ve got 6.5% compound annual rate base growth planned for the period 2015 to 2020, which obviously is smack in the middle of that earnings per share growth range as well and that rate base growth is the foundation. And we’d say that -- I’d say that that growth rate of 5% to 8% incorporates a range of outcomes in terms of treasury rate assumptions. As you know that over time in our planning, we look at consensus estimates for growth in the third year treasury rate, which today I think economists are expecting it to raise about 200 basis points between now and 2020. But when we look at that growth rate range it accommodates a number of alternatives both that increase in treasury rates over time as well as even a low interest rate environment like the one we’re in persisting over this period of time. So it incorporates a range of outcomes in terms of treasury rate assumptions, ROEs, regulatory decisions, changes in economic conditions etcetera. In terms of sales growth, our embedded in our forecast over this time is about flattish, sales growth through this period, but for the energy efficiency programs, we would expect to see modest growth, but as a result of the programs that we’ve got in place, we do expect it to be pretty flattish over this period of time.

Got it and then…

Sorry, go for it. I was to say did I miss any of your questions?

Cash taxes just to be clear.

Yeah just to be clear with bonus depreciation, which is I mentioned on the call had an impact of more than $900 million we now don’t expect to be a federal cash tax payer until 2021.

That’s what I thought excellent. And then just a brief follow-up if you will, what is the expected impact on the balance of your customers given what’s going on with Noranda? How significant of customer inflation are we talking about here or potentially?

Yeah I think it's premature to really -- and it' pretty premature as I'd say get into that. We'll -- as we mentioned on the call, we're going to obviously watch the Noranda situation closely. Pending conclusion of the legislative process, expect to file a rate case and I think at that point we'll see what that impact might look like.

Great. Last details since you mentioned it, what's the test year on that rate case you're thinking?

Really premature to get into that to Julian. Look, I think that what's happened with Nuranda and their outage is very recent, certainly unfortunate. We're watching the situation closely and making plans for the potential to file in that rate case, but it would be premature to get into what the test year would be at this time. Clearly as we do think about that case, we're thinking about the situation with Nuranda also thinking about capital expenditures rate base that we have planned for later this year as well as other cost drivers of our business and so all of this things are going into our thoughts about the timing of that rate case and as you mentioned things like test year considerations.

I apologize, one slight clarification, you said 200 Bps over the period. That's 200 Bps over the 3.21 you embedded in your current year.

No I'm saying that I did. I think where economists are today Julien out in 2020 is around that 4.8%. So it's about not 200 basis points above where at the current 30-year treasury really sits today.

Okay. Great. Thank you.

Thank you. Our next question comes from the line of Paul Patterson from Glenrock Associates. Please go ahead.

Good morning guys.

Good morning, Paul.

Good morning, Paul.

On the long-term growth rate if you could -- how does the Missouri legislation -- proposed legislation get into this? Are we talking -- and the 2% rate base growth, does that include -- how does I guess let me ask you this, what's included in terms of the legislative, potential legislative outcome in the growth rate and that's what I'm asking.

Yeah sure let me Paul, let me talk about that. Consistent with the guidance that we've provided in the past and as you look at this new guidance it is not dependent upon any change in the regulatory framework in Missouri. We've had about 2% rate base growth guidance in our prior guidance. We've got about 2% rate based growth incorporated into this guidance and as we mentioned on the call have incorporated into the capital expenditures in Missouri some incremental cost of compliance with environmental regulations. But it doesn't -- the growth rate that we've got here both in terms of the rate base as well as the earnings growth doesn't -- isn't dependent upon some change in the Missouri regulatory framework.

Now before you guys have indicated and I think you suggested us today that your rate base growth has been stronger in Illinois because of the regulatory treatment, which it seems the Missouri legislation might give you something similar to that. So is there upside potentially within this growth rate or would it be within the growth rate if you got the Missouri thing if you follow me. In other words how much rate base growth in Missouri might it increase if you were to get the legislation you're proposing.

Yeah sure it's reasonable question, I think it's certainly premature to speculate whether legislation would -- how much that might impact capital expenditure plans. I would go back to -- we feel very good about 5% to 8% earnings per share growth rate and 6.5% rate based growth rate. We think those are very solid growth rates compared to our peers and to your point to the extent that we do have a change in the Missouri regulatory framework I think we have to step back and assess whether to the extent that we did have additional capital expenditures would they be incremental to this growth rate. Or would we modify the capital expenditures plans we have and still delivered I'd say within this 5% to 8% earnings growth range. So look if that does take place, if there is a change in the framework we'll step back and we'll update as appropriate.

Thanks and Paul this is Warner. I would just imply I agree of course with everything that Martin just said, but no doubt that the one thing that we've been very clear about that if we have the ability to enhance this framework to support investment in Missouri, we will do so. And how that fits into the context of the big picture plan, as Marty said that's something we'll step back and access. But we would expect to put more money to work in Missouri and we think there is significant opportunities to do this, to address aging infrastructure, to address things like reforms renewable energy, to address things like cyber and physical security, go down the line including some of the advance technologies that we're putting to work over in Illinois. These were things that Missouri needs and things that we would clearly be looking at.

And just to circle back on Julian's question with respect to the interest rate, the treasury, it looks like right now that we're talking about 30-year around 2.6 and I guess you guys have a higher number for this year and it doesn't look like it's that big a change in EPS. But just in general how should we think about your projections versus what we're seeing right now. You said these economists are projecting this, but just you guys give a little bit more of a flavor for that.

Yeah. Sure Paul. So in the slides to your point we give a sensitivity around Illinois ROEs that have 50 basis point change in the ROEs is about 2.5% for our Illinois electric distribution business. So to your point treasury rates today are lower than what we have embedded in the guidance. But we've had that situation before as well and certainly we have been able to deliver on our overall earnings guidance. And so that $0.025 as I mentioned for 50 basis points $0.025 variants is not a large number but we continue to monitor it and we'll continue to manage our business around it. In terms of the longer term, as I was saying the 5% to 8% earnings growth target but the foundation Paul is the 6.5% rate base growth and that 6.5% rate base growth as I said is smacked out in the middle of that range and that really anchors that growth. And as I said then there is a range of treasury rates around it. Certainly not meaning to imply that it was -- we were dependent upon a 200 basis point rise in treasury to hit the midpoint of that guidance. The upper end to that range, the lower end to that range incorporates higher treasury rates or perhaps current or lower treasury rates. So there is a range of treasury rate assumptions that go into that 5% to 8%. The midpoint again is anchored on that rate base growth at 6.5%.

Great. Thanks a lot guys.

Sure Paul.

Thank you. Our next question comes from the line of Stephen Byrd from Morgan Stanley. Please go ahead.

Hi, good morning.

Good morning, Stephen.

Good morning, Stephen.

Most of my questions have been asked and answered, just had one on energy efficiency. Marty I think you laid out I believe that effectively in the planet it should be a relatively neutral impact. There is some negative in terms of impacts to demand but you also have an incentive. How do you think about the mechanics of that going forward relative to historical experience with it? In other words just do you see is it fairly balanced in terms of the upside versus the downside or for example is there a potential for upside given the $27 million potential incentive? How should we think about that as you bake that into your plan?

Sure Steve, I appreciate that. Yes, I would say the $27 million is there to be an incentive for us. So it's our goal as we go into these energy efficiency programs to really have these perform for our customers and we are incentivized to achieve the goals and we look forward to hitting the marks to be able to earn that $27 million performance incentive. Between now and then, the way the new program is designed is to really be earnings neutral, that as we get these programs underway here in 2016 lead to the extent that there are negative impacts on our sales that those will be offset by revenues provided under the program. We wanted to be clear on the call and hopefully were that in 2016, 2017, 2018, those programs shouldn't produce either in that positive or negative result. It should be earnings neutral over that period. But like I said, we're incentivized to provide good programs to our customers, valuable programs to our customers and if we're successful in doing that, which we expect to be would put ourselves in a position to earn that performance incentive in 2019.

Understood and already that performance incentive will be one-time payment in 2019, is that correct?

Yes, that's right.

Got it. Okay, that's all I had. Thank you very much.

Thank you.

Thank you. Our next question comes from the line of Paul Ridzon from KeyBanc Capital Markets. Please go ahead.

…and would you file for an accounting order around Nuranda and when could do you possibly click revenues or book revenues?

Paul this is Marty. I think the first part of your question may have gotten cut off. Can you repeat the full question?

Sure. When do you expect to file for an accounting order in Missouri related to Nuranda and when do you think you could start offsetting the losses?

Yeah Paul this is Marty again. Yeah in the call I think what we have clarified was that there are couple of different things, one has to do with the temporary nature of this impact. And that ultimately it's a temporary impact because as we file a rate case and we incorporate the reduction the sales to Nuranda then that impact would go away in terms of the overall revenue requirements and our revenues will be formulate in the context for rate case. What an accounting authority order would potentially allow you to do would be able to defer the impact of these lost revenues between now and when rates are reset for potential recovery of those costs. And we could either do that as an accounting authority order or also as we pointed out in the call, you could make that request as part of a rate case. So there is a couple of alternatives there. I think one key is that it's not -- there is really no time limit on that meaning if you were to file an AAO it wouldn’t just be for prospective impacts. You could also request it as part of that to recover the lost revenues from the date the incident first happened forward in time. So there is not really a clock ticking on that. So we'll consider those options as I said before certainly very unfortunate what's happened with Nuranda here in January with the outage. They still have one part running. They've announced that they do expect to shut that down. But I think we'll let that play out and see ultimately what does happen and then consider these regulatory options that I just laid out.

So there is $0.13 of potential upside to guidance if you're able to get some sort of relief?

It's theoretically yes. I think the important thing to know when we think about this being temporary is that we do expect to pending completion of this legislative process. We would expect to file a rate case and ultimately that's what we'll stem these financial impacts. But yes, theoretically through the AAO or through the request as part of the rate case, these lost revenues could be recouped. However, you should know that that may not occur to the extent it does occur, it may not occur in 2016. But again to the extent you requested this as part of the rate case, would be more likely that to the extent that those -- collection of those revenues was granted by the commission that, that earnings impact will be reflected in 2017.

Thank you very much.

Thank you. Our next question comes from the line of Michael Lapides from Goldman Sachs. Please go ahead.

Hey guys congrats on a good year. Just looking through the Bill in Missouri and I only looked at the Senate once, so if the house one is very different my apologies. There is not a lot of detail to the bill and so a lot of times bills will -- a placeholder will get published or put out and the bill will get flashed out over time. Can you talked to us about like what some of the incremental detail you would be seeking to add to that bill would be.

Good morning, Michael, this is Warner and I'll start and then Michael Moehn and certainly jump in. I think a couple of things to think about. Number one that the sponsors of the bill, they thoughtfully consider whether to immediately file a comprehensive bill or as you say -- I would say an outline of key objectives. I think that the objective there is to file the outline to give stakeholders the ability to provide input into certain approaches it might be utilizing the bill and so that's really where things stand today. I think the outline is pretty clear in some of the areas that will be covered, but the specifics are still being worked out and so I think as you saw we talked about, we're clearly going to be focused on issues around addressing regulatory lag especially those associated with investment, that's outlined in the bill. Certainly important consumer benefits whether it be in the forms of earnings caps, rate caps or even performance standards similar to types of things we've seen successfully employed in Illinois. And I think importantly what's embedded in all of that is strong oversight will continue by Missouri Public Service Commission. So it will be premature to go into details. I think those kind of specifics that are reflected in the bill that stands today, I would expect to see in the bill when it's found in its entirety and so when that is out, there will be a greater ability to kind of go in more detail with you and certainly the rest of the investors.

Got it and one other thing. When you're thinking about the potential and Warner you mentioned there are lots of opportunities for investment, when you think about the potential, is it kind of on the margin or incremental or is it significant and structural? When I say significant and structural, I think what you've done in Illinois since the 2011 law passed has been a structural change in the investment opportunity in a single state given a change in regulation. Do you view Missouri as being a potential another Illinois or just having an opportunity for a marginal uptake in investment?

Michael, this is Warner. Look I think at the end of the day and we've had these conversations, I think there are several alternatives that are being considered out there. We've been clear in our conversations that we've seen the Illinois framework and how well it's working and how it's delivering for customers and the State of Illinois that's part of the conversation. And of course there are other pieces of the conversation that are being discussed amongst stakeholders as well, but no doubt, we see the significant structural changes happen in Illinois and we see the significant benefits that's being delivered. Those kind of conversations are clearly being had.

Got it. Thanks Warner. Much appreciated.

You're welcome, Michael.

Thank you. Our next question comes from the line of Glenn Pruitt from Wells Fargo. Please go ahead.

Hey guys. My question is regarding your transmission investment. So of the $3 billion that you have planned through 2020, I see that there is about $690 million planned for '16. How back-loaded do you expect the remaining investment to be?

Glenn, it's a reasonable question and I don't really have the full layout of the transmission. I'll tell you that overall though on our capital expenditure plan that it's pretty evened out over this period of time. Obviously, one of the things we're looking to do over time is to be able to achieve steady rate based growth and so when you look at that $11 billion of overall capital expenditures that are planned for the five-year period, and you look at our CapEx today, which is about $2.155 billion, it's a little below the average of $11 billion of five-year spend. So over this period of time, we're looking to spend in any given year I would say, anywhere between that $2.155 billion up to about $2.350 billion over this period of time and obviously again trying to achieve as best we can to steady rate base growth through time. Obviously in Missouri, where you've got periodic rate cases that can be a little bit lumpier, but again over time, the goal is to have that steady rate base growth through the deployment of capital.

Okay. Great. Thanks.

Thank you. Our next question comes from the line of Brian Russo from Ladenburg Thalmann. Please go ahead.

Hi. Good morning.

Good morning, Brian.

Hi Brian.

In the event that you don't get the accounting order to cover for Noranda's lost sales, how should we look at kind of the general rate case strategy? I believe you said the legislature ends in May. So that would probably with or without legislation that would kind of trigger the rate case and then assuming what like a 12 month rate case process that puts you somewhere towards later first quarter of '17 or early second quarter for new rates?

Sure, let me -- the rate case processes in Missouri take 11 months. So you're right about when the legislative session ends. So we’ll be thinking about those things as I mentioned thinking about again like I said rate base addition and the timing of cost to increase and things like that. One other thing to think about with respect to Noranda and we mentioned this on the call is just how their rates are structured. Their rate is lower during the period of October through May at around $31 per megawatt hour and then from June to September its around $46 per megawatt hour. So that margin differential and the impact on us is something we would be mindful of too as we look out to the conclusion of a rate case and when new rates would go into effect in the 2016 timeframe. So, those are all things that we would be mindful of.

Thank you. And I think earlier you mentioned that embedded in your guidance is about 50 basis points of lag in the Missouri jurisdiction. Is that like the historical norm for you guys or is that due to the temporary or the O&M containment efforts that you are pursuing?

Sure, what we said in the call and is on the slide is that we expect to earn within 50 basis point of the allowed and it really is a factor of some of the lag that we are experiencing in 2016. I mentioned the effects of some of the energy efficiency programs and some of the headwind we’ve got there. Some of the other things we identified obviously on the call just ongoing depreciation, transmission cost, you recall that formerly we had transmission cost in the FAC, but they came out in the last rate case. So as those costs have increased that’s creating lag and then property taxes and so all of those things are creating headwinds as we roll into 2016. As I mentioned we’ve worked very hard and we have plans in place to offset a good part of that with reductions in year-over-year operations and maintenance cost. And obviously we don’t give all of those details on the pluses and minuses on the call, but did want to provide you some frame of reference that net of all of those things and again if you exclude the Noranda impact, but you do go ahead and include a normalized level of Callaway refueling cost that we would expect to earn to within 50 basis points so that allowed. Our goal going forward as it has been in past is just try to earn as close to our allowed as we can that remains our goal.

Okay, great. Thank you.

Thank you. Our next question comes from the line of Felix Carmen from Visium. Please go ahead.

Hi, guys how are you doing? Just two quick questions on the Noranda thing, I know it’s a temporary thing in nature, but can you just walk us through the high level math and how you get into the $0.13?

Yeah, sure. This is Marty again. In terms of the $0.13, we do have the opportunity as a result of the fuel adjustment clause to be able to retain margins on our system interchange sales that we make as a result of the reduced sales volumes to Noranda. So when we look at it, we look at the differential between the rates that Noranda would have been paying and the price that we can get for those kilowatt hours in the wholesale markets. When we look at that and around the clock price today and anyhow is probably around $27 per megawatt hour, but there is also a negative basis differential to our plans and frankly over the past couple of years that’s been running 15% to 18% kind of a basis differential. So, those are the factors that we take into consideration and the calculation of that expected $0.13 drag on 2016 earnings.

Okay. So it does assume some offset from the wholesale sales.

Yes it does.

Okay. And then can you just provide us a little bit of guidance on how that's falls through the quarters in '16?

I guess the best I can tell you when you -- through the quarters is just again to go back to Noranda’s rate and then you can go ahead and look at power prices, but the Noranda rate again between October and May is about $31 per megawatt hour and then during June to September its about $46 per megawatt hour. So that's how their rates break down and then you got to compare it to what you think the off system sales price might be for each of those periods.

Okay. So there is some lumpiness that should be the assumption right?

Yes, there is some lumpiness and if you just looked at the Noranda revenues, you would say that the bigger impact would be in those summer months.

Okay. Great. Appreciate it. Thank you.

Thank you. Ladies and gentlemen, we have no further questions in queue at this time. I would like to turn the floor back over to management for closing remarks.

This is Doug Fischer. Thank you for participating in this call. Let me remind you again that a replay of the call will be available for one year on our website. If you have questions, you may call the contacts listed on today’s release. Financial analyst inquiries should be directed to me, Doug Fischer, or my associate, Andrew Kirk. Media should call Joe Muehlenkamp. Our contact numbers are on today’s News Release. Again, thank you for your interest in Ameren and have a great day.