Item 8.01 Other Events.
InMarch 2023 ,The AES Corporation (the "Company") announced internal management changes as a part of its ongoing strategy to align its business to meet its customers' needs and deliver on its major strategic objectives. The management reporting structure is now composed of four Strategic Business Units ("SBUs"), mainly organized by technology and determined using the accounting guidance on segment reporting, which are led by our President and Chief Executive Officer. All prior period results have been retrospectively revised to reflect the new segment reporting structure:
•Renewables - Solar, wind, energy storage, hydro, biomass and landfill gas generation facilities;
•Utilities -
•Energy Infrastructure - Natural gas, LNG, coal, pet-coke, diesel and oil
generation facilities, and our businesses in
•New Energy Technologies - Green hydrogen initiatives and investments in Fluence, Uplight, 5B, and other new and innovative energy technology businesses.
The Company is filing information under Item 8.01 of this current report on Form
8-K (this "Form 8-K") to (i) provide investors with recast historical
information in the Company's financial reporting for periods prior to this
segments change, and (ii) incorporate by reference such recast historical
financial information into the Company's filings with the
The following items from the Company's Annual Report on Form 10-K for the fiscal year endedDecember 31, 2022 (the "2022 Form 10-K") are being revised and updated from their previous presentation solely to reflect the Company's new segments structure, as reflected in Exhibit 99.1 to this report:
•Part I, Item 1. Business?
•Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations?
•Part II, Item 8. Financial Statements and Supplementary Data; and
•Part II, Item 9A. Controls and Procedures.
Except for minor, non-substantive revisions, only the following notes to the consolidated financial statements have been revised from their previous presentation, as reflected in Exhibit 99.1 to this report:
•Note 9 -
•Note 18 - Segments and Geographic Information; and
•Note 20 - Revenue.
The changes referred to above had no impact on the Company's historical consolidated financial position, results of operations or cash flows, and the recast financial information contained in Exhibit 99.1 to this Form 8-K do not represent a restatement of previously issued financial statements. In addition, the Company announced that it will use Adjusted EBITDA, a non-GAAP financial measure, as its primary segment performance measure and has included historical EBITDA, Adjusted EBITDA and Adjusted EBITDA with Tax Attributes information in Exhibit 99.1. Management believes EBITDA, Adjusted EBITDA, and Adjusted EBITDA with Tax Attributes to be relevant and useful information as EBITDA is a standard measure commonly reported and widely used by analysts, investors and others to measure financial performance and ability to service debt obligations. Other companies may calculate EBITDA, Adjusted EBITDA and Adjusted EBITDA with Tax Attributes differently; therefore, the Company's calculation of EBITDA, Adjusted EBITDA and Adjusted EBITDA with Tax Attributes may not be comparable to similarly titled measures of other companies. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company's reported results. Also included in Exhibit 99.1 to this Form 8-K is the consent ofErnst & Young LLP , our independent registered public accounting firm, for incorporation by reference into the Company's registration statements of their report on the consolidated financial statements, which is unchanged from the report included in the 2022 Form 10-K, other than the dual date to include the recast and reissuance of the consolidated financial statement footnote information, and their report with respect to the effectiveness of internal control over financial reporting, also unchanged from the report included in the 2022 Form 10-K. -------------------------------------------------------------------------------- This Form 8-K does not modify or update other 2022 Form 10-K information in any way, nor does it reflect any subsequent information or events, other than as required to reflect the change in segments as described above. The information in this Form 8-K, including Exhibit 99.1, should be read in conjunction with the 2022 Form 10-K and any other documents filed by the Company pursuant to the Securities Exchange Act of 1934, as amended, subsequent toMarch 1, 2023 , which are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description 23.1 Consent of Independent Registered Public
Accounting Firm,
LLP 99.1 Revised Part I, Item 1. "Business," Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations," , Part II, Item 8. "Financial Statements and Supplementary Data" and Part II, Item 9 A : "Controls and Procedure s" of The AES
Corporation's Annual Report on Form 10-K
for the year endedDecember 31, 2022 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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