AES CORP
For the period ended Dec 31, 2024. Filed Mar 11, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 11, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
For the Fiscal Year Ended December 31, 2024
-OR-
| ☐ | TRANSITION REPORT FILED PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
Commission file number 1-12291
(Exact name of registrant as specified in its charter)
| Delaware | 54-1163725 |
|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 4300 Wilson Boulevard | |||
|---|---|---|---|
| Arlington, | Virginia | 22203 | |
| (Address of principal executive offices) | (Zip Code) | ||
| Registrant's telephone number, including area code: | (703) | 522-1315 |
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| 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, par value $0.01 per share | AES | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No☐
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Smaller reporting company | ☐ | Emerging growth company | ☐ | Non-accelerated filer | ☐ |
|---|
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.☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ No☒
The aggregate market value of the voting and non-voting common equity held by non-affiliates on June 28, 2024, the last business day of the Registrant's most recently completed second fiscal quarter (based on the closing sale price of $17.57 of the Registrant's Common Stock, as reported by the New York Stock Exchange on such date) was approximately $12.49 billion.
The number of shares outstanding of Registrant's Common Stock, par value $0.01 per share, on March 6, 2025 was 711,900,547.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of Registrant's Proxy Statement for its 2025 annual meeting of stockholders are incorporated by reference in Parts II and III
The AES Corporation Fiscal Year 2024 Form 10-K
Table of Contents
| Glossary of Terms | 1 |
|---|---|
| Explanatory Note | 4 |
| PART I | 5 |
| ITEM 1. BUSINESS | 6 |
| ITEM 1A. RISK FACTORS | 55 |
| ITEM 1B. UNRESOLVED STAFF COMMENTS | 73 |
| ITEM 1C. CYBERSECURITY | 73 |
| ITEM 2. PROPERTIES | 74 |
| ITEM 3. LEGAL PROCEEDINGS | 75 |
| ITEM 4. MINE SAFETY DISCLOSURES | 78 |
| PART II | 79 |
| ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | 79 |
| ITEM 6. [RESERVED] | 80 |
| ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 81 |
| Executive Summary | 81 |
| Review of Consolidated Results of Operations | 82 |
| SBU Performance Analysis | 87 |
| Key Trends and Uncertainties | 94 |
| Capital Resources and Liquidity | 99 |
| Critical Accounting Policies and Estimates | 109 |
| ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 113 |
| ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | 116 |
| Consolidated Balance Sheets | 120 |
| Consolidated Statements of Operations | 121 |
| Consolidated Statements of Comprehensive Income (Loss) | 122 |
| Consolidated Statements of Changes in Equity | 123 |
| Consolidated Statements of Cash Flows | 124 |
| Note 1 - General and Summary of Significant Accounting Policies | 126 |
| Note 2 - Inventory | 138 |
| Note 3 - Property, Plant and Equipment | 138 |
| Note 4 - Asset Retirement Obligations | 138 |
| Note 5 - Fair Value | 139 |
| Note 6 - Derivative Instruments and Hedging Activities | 146 |
| Note 7 - Financing Receivables | 147 |
| Note 8 - Allowance for Credit Losses | 148 |
| Note 9 - Investments in and Advances to Affiliates | 149 |
| Note 10 - Goodwill and Other Intangible Assets | 151 |
| Note 11 - Regulatory Assets and Liabilities | 153 |
| Note 12 - Obligations | 154 |
| Note 13 - Commitments | 160 |
| Note 14 - Contingencies | 160 |
| Note 15 - Leases | 161 |
| Note 16 - Benefit Plans | 163 |
| Note 17 - Redeemable Stock of Subsidiaries | 166 |
| Note 18 - Equity | 168 |
| Note 19 - Segments and Geographic Information | 173 |
| Note 20 - Share-Based Compensation | 177 |
| Note 21 - Revenue | 179 |
| Note 22 - Other Income and Expense | 180 |
| Note 23 - Asset Impairment Expense | 182 |
| Note 24 - Income Taxes | 184 |
| Note 25 - Held-for-Sale and Dispositions | 187 |
| Note 26 - Acquisitions | 189 |
| Note 27 - Earnings Per Share | 192 |
| Note 28 - Risks and Uncertainties | 192 |
| Note 29 - Related Party Transactions | 194 |
| Note 30 - Restatement (Unaudited) | 195 |
| Note 31 - Subsequent Events | 201 |
| ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | 202 |
| ITEM 9A. CONTROLS AND PROCEDURES | 202 |
| ITEM 9B. OTHER INFORMATION | 206 |
| ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS | 206 |
| PART III | 207 |
| ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | 207 |
| ITEM 11. EXECUTIVE COMPENSATION | 207 |
| ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 207 |
| ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | 208 |
| ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES | 208 |
| PART IV - ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULE | 209 |
| SIGNATURES | 211 |
Glossary of Terms
The following is a list of frequently used terms and abbreviations that appear in the text of this report and have the definitions indicated below:
| 2024 Base Rate Order | The order issued in April 2024 by the IURC authorizing AES Indiana to, among other things, increase its basic rates and charges by $71 million annually |
|---|---|
| ACED | AES Clean Energy Development, LLC |
| Adjusted EBITDA | Adjusted earnings before interest income and expense, taxes, depreciation and amortization, a non-GAAP measure of operating performance |
| Adjusted EBITDA with Tax Attributes | Adjusted earnings before interest income and expense, taxes, depreciation and amortization, adding back the pre-tax effect of Production Tax Credits, Investment Tax Credits and depreciation tax deductions allocated to tax equity investors, a non-GAAP measure |
| Adjusted EPS | Adjusted Earnings Per Share, a non-GAAP measure |
| Adjusted PTC | Adjusted Pre-tax Contribution, a non-GAAP measure of operating performance |
| AES | The Parent Company and its subsidiaries and affiliates |
| AES Andes | AES Andes S.A., formerly AES Gener |
| AES Brasil | AES Brasil Operações S.A., formerly branded as AES Tietê |
| AES Indiana | Indianapolis Power & Light Company, formerly branded as IPL. AES Indiana is wholly-owned by IPALCO |
| AES Ohio | The Dayton Power & Light Company, formerly branded as DP&L. AES Ohio is wholly-owned by DPL |
| AES Renewable Holdings | AES Renewable Holdings, LLC, formerly branded as AES Distributed Energy |
| AFUDC | Allowance for Funds Used During Construction |
| AIMCo | Alberta Investment Management Corporation |
| ANEEL | Brazilian National Electric Energy Agency |
| AOCL | Accumulated Other Comprehensive Loss |
| ARO | Asset Retirement Obligations |
| ASC | Accounting Standards Codification |
| BACT | Best Available Control Technology |
| BESS | Battery energy storage system |
| BOT | Build, Operate and Transfer |
| CAA | U.S. Clean Air Act |
| CAMMESA | Wholesale Electric Market Administrator in Argentina |
| CCEE | Brazilian Chamber of Electric Energy Commercialization |
| CCGT | Combined Cycle Gas Turbine |
| CCR | Coal Combustion Residuals, which includes bottom ash, fly ash and air pollution control wastes generated at coal-fired generation plant sites |
| CDPQ | La Caisse de dépôt et placement du Quebéc |
| CECL | Current Expected Credit Loss |
| CEO | Chief Executive Officer |
| CFE | Federal Electricity Commission in Mexico |
| CFO | Chief Financial Officer |
| CO2 | Carbon Dioxide |
| COD | Commercial Operation Date |
| CPI | U.S. Consumer Price Index |
| CSAPR | U.S. Cross-State Air Pollution Rule |
| CWA | U.S. Clean Water Act |
| CWIP | Construction Work In Progress |
| DG Comp | Directorate-General for Competition of the European Commission |
| DOJ | U.S. Department of Justice |
| DPL | DPL Inc. |
| DPP | Dominican Power Partners |
| EBITDA | Earnings before interest income and expense, taxes, depreciation and amortization, a non-GAAP measure of operating performance |
| EPA | U.S. Environmental Protection Agency |
| EPC | Engineering, Procurement, and Construction |
| ERCOT | Electric Reliability Council of Texas |
| ESP | Electric Security Plan |
| EU | European Union |
| EURIBOR | Euro Inter Bank Offered Rate |
| EVN | Electricity of Vietnam |
| FERC | U.S. Federal Energy Regulatory Commission |
| Fluence | Fluence Energy, Inc and its subsidiaries, including Fluence Energy, LLC, which was previously our joint venture with Siemens AG (Nasdaq: FLNC) |
|---|---|
| FONINVEMEM | Fund for the Investment Needed to Increase the Supply of Electricity in the Wholesale Market in Argentina |
| FPA | U.S. Federal Power Act |
| GAAP | Generally Accepted Accounting Principles in the United States |
| GHG | Greenhouse Gas |
| GILTI | Global Intangible Low Taxed Income |
| GSF | Generation Scaling Factor |
| GW | Gigawatts |
| GWh | Gigawatt Hours |
| HLBV | Hypothetical Liquidation Book Value |
| IPALCO | IPALCO Enterprises, Inc. |
| IPP | Independent Power Producers |
| ISO | Independent System Operator |
| ITC | Investment Tax Credit |
| IURC | Indiana Utility Regulatory Commission |
| LIBOR | London Inter Bank Offered Rate |
| LNG | Liquefied Natural Gas |
| MISO | Midcontinent Independent System Operator, Inc. |
| MMBtu | Million British Thermal Units |
| MRE | Energy Reallocation Mechanism |
| MW | Megawatts |
| MWh | Megawatt Hours |
| NAAQS | U.S. National Ambient Air Quality Standards |
| NCI | Noncontrolling Interest |
| NEK | Natsionalna Elektricheska Kompania (state-owned electricity public supplier in Bulgaria) |
| NERC | North American Electric Reliability Corporation |
| NM | Not Meaningful |
| NOV | Notice of Violation |
| NOX | Nitrogen Dioxide |
| NPDES | National Pollutant Discharge Elimination System |
| NSPS | New Source Performance Standards |
| O&M | Operations and Maintenance |
| ONS | National System Operator in Brazil |
| OTC Policy | Statewide Water Quality Control Policy on the Use of Coastal and Estuarine Waters for Power Plant Cooling |
| OVEC | Ohio Valley Electric Corporation, an electric generating company in which AES Ohio has a 4.9% interest |
| Parent Company | The AES Corporation |
| PCU | Performance Cash Units |
| Pet Coke | Petroleum Coke |
| PJM | PJM Interconnection, LLC |
| PM | Particulate Matter |
| PPA | Power Purchase Agreement |
| PREPA | Puerto Rico Electric Power Authority |
| PSU | Performance Stock Unit |
| PUCO | The Public Utilities Commission of Ohio |
| PURPA | U.S. Public Utility Regulatory Policies Act |
| QF | Qualifying Facility |
| REC | Renewable energy credit |
| RSU | Restricted Stock Unit |
| RTO | Regional Transmission Organization |
| SADI | Argentine Interconnected System |
| SBU | Strategic Business Unit |
| SEC | U.S. Securities and Exchange Commission |
| SEET | Significantly Excessive Earnings Test |
| SEN | Sistema Electrico Nacional in Chile |
| SIN | National Interconnected System in Colombia |
| SIP | State Implementation Plan |
| SO2 | Sulfur Dioxide |
| SWRCB | California State Water Resources Board |
| TCJA | Tax Cuts and Jobs Act |
| TDSIC | Transmission, Distribution, and Storage System Improvement Charge |
| U.S. | United States |
|---|---|
| USD | United States Dollar |
| VAT | Value Added Tax |
| VIE | Variable Interest Entity |
| Vinacomin | Vietnam National Coal-Mineral Industries Holding Corporation Ltd. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.