f8kmpscapproval.htm
SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
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Current
Report
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Pursuant
to Section 13 or 15(d) of the
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Securities
Exchange Act of 1934
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Date
of Report (Date of earliest event reported): July 1,
2008
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Commission
File
Number
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Registrant,
State of Incorporation,
Address
and Telephone Number
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I.R.S.
Employer
Identification
Number
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001-32206
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GREAT
PLAINS ENERGY INCORPORATED
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43-1916803
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(A
Missouri Corporation)
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1201
Walnut Street
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Kansas
City, Missouri 64106
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(816)
556-2200
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NOT
APPLICABLE
(Former
name or former address,
if
changed since last report)
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000-51873
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KANSAS
CITY POWER & LIGHT COMPANY
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44-0308720
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(A
Missouri Corporation)
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1201
Walnut Street
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Kansas
City, Missouri 64106
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(816)
556-2200
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NOT
APPLICABLE
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(Former
name or former address,
if
changed since last report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
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(17
CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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This
combined Current Report on Form 8-K is being filed by Great Plains Energy
Incorporated (Great Plains Energy) and Kansas City Power & Light Company
(KCP&L). KCP&L is a wholly owned subsidiary of Great Plains
Energy and represents a significant portion of its assets, liabilities,
revenues, expenses and operations. Thus, all information contained in
this report relates to, and is filed by, Great Plains
Energy. Information that is specifically identified in this report as
relating solely to Great Plains Energy, such as its financial statements and all
information relating to Great Plains Energy’s other operations, businesses and
subsidiaries does not relate to, and is not filed by,
KCP&L. KCP&L makes no representation as to that
information. Neither Great Plains Energy nor any of its subsidiaries
(other than KCP&L) have any obligation in respect of KCP&L’s debt
securities and holders of such securities should not consider Great Plains
Energy’s or its other subsidiaries’ financial resources or results of operations
in making a decision with respect to KCP&L’s debt
securities. Similarly, KCP&L has no obligation in respect of
securities of Great Plains Energy and of its other subsidiaries.
Item
7.01
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Regulation
FD Disclosure
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The
information provided under Item 8.01 is incorporated herein by
reference.
On July
1, 2008, Great Plains Energy issued a press release regarding the approval by
the Missouri Public Service Commission, with modifications and conditions, of
the joint application of Great Plains Energy, KCP&L and Aquila related to
the proposed acquisition of Aquila by Great Plains Energy. A copy of
the press release is attached as Exhibit 99 hereto and is incorporated herein by
reference.
Item
9.01
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Financial
Statements and Exhibits
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(d) Exhibits
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99
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Press
release issued by Great Plains Energy Incorporated on July 1,
2008.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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GREAT
PLAINS ENERGY INCORPORATED
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/s/
Terry Bassham
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Terry
Bassham
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Executive
Vice President- Finance & Strategic Development and Chief Financial
Officer
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KANSAS
CITY POWER & LIGHT COMPANY
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/s/
Terry Bassham
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Terry
Bassham
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Chief
Financial Officer
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Date: July
1, 2008.
ex99.htm
Exhibit
99
MISSOURI
PUBLIC SERVICE COMMISSION ISSUES ORDER APPROVING GREAT PLAINS ENERGY AND AQUILA
TRANSACTION
MID-JULY
CLOSING DATE TENTATIVELY SET
Kansas City, Mo. (July 1, 2008) — Great Plains
Energy Incorporated
(NYSE: GXP) and Aquila, Inc. (NYSE: ILA), both of Kansas City, Missouri,
announced today that the Missouri Public Service Commission (MPSC) approved by a
vote of 2 to1, with modifications and conditions, the joint application of Great
Plains Energy, Kansas City Power & Light (KCP&L) and Aquila related to
the proposed acquisition of Aquila by Great Plains Energy.
With the
issuance of this order, the parties have scheduled a tentative closing date of
July 14, 2008, subject to the satisfaction or waiver of the conditions to
closing set forth in the merger agreement (including confirmation by the
respective Boards of Directors that, with the closing of the proposed sale of
Aquila’s natural gas utilities in Colorado, Kansas, Nebraska and Iowa and
Colorado electric utility properties to Black Hills Corporation (NYSE:BKH) and
the delivery of the required closing certificates, all conditions to closing
will have been satisfied).
When
issued, the order, including any required conditions, will be publicly available
on the Commission's website at:
https://www.efis.psc.mo.gov/mpsc/Docket.asp?caseno=EM-2007-0374
At
closing, Great Plains Energy, the parent of KCP&L, will acquire all the
outstanding shares of Aquila and its Missouri-based electric utility assets for
$1.80 in cash plus 0.0856 of a share of Great Plains Energy common stock for
each share of Aquila common stock. In addition, Great Plains Energy will assume
Aquila’s net debt remaining after closing.
Immediately
prior to Great Plains Energy’s acquisition of Aquila, Black Hills Corporation,
will acquire from Aquila its electric utility in Colorado and natural gas
utility properties along with the associated liabilities.
Upon
consummation of the transactions, Aquila shareholders will own approximately 27
percent of Great Plains Energy common stock, which currently pays an annual
dividend of $1.66 per share.
ABOUT
GREAT PLAINS ENERGY
Great
Plains Energy, headquartered in Kansas City, Mo., is the holding company for
Kansas City Power & Light, a leading regulated provider of electricity in
the Midwest. The company's Web site is www.greatplainsenergy.com.
ABOUT
AQUILA
Based in
Kansas City, Mo., Aquila owns electric power generation and operates electric
and natural gas transmission and distribution networks serving approximately
900,000 customers in Colorado, Iowa, Kansas, Missouri and Nebraska. More
information on Aquila is available at www.aquila.com.
FORWARD-LOOKING
STATEMENTS
Statements
made in this release that are not based on historical facts are forward-looking,
may involve risks and uncertainties, and are intended to be as of the date when
made. Forward-looking statements include, but are not limited to, statements
regarding projected delivered volumes and margins, the outcome of regulatory
proceedings, cost estimates of the Comprehensive Energy Plan and other matters
affecting future operations. In connection with the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995, the
registrants are providing a number of important factors that could cause actual
results to differ materially from the provided forward-looking
information. These important factors include: future economic
conditions in the regional, national and international markets, including but
not limited to regional and national wholesale electricity markets; market
perception of the energy industry, Great Plains Energy and KCP&L; changes in
business strategy, operations or development plans; effects of current or
proposed state and federal legislative and regulatory actions or developments,
including, but not limited to, deregulation, re-regulation and restructuring of
the electric utility industry; decisions of regulators regarding rates KCP&L
can charge for electricity; adverse changes in applicable laws, regulations,
rules, principles or practices governing tax, accounting and environmental
matters including, but not limited to, air and water quality; financial market
conditions and performance including, but not limited to, changes in interest
rates and credit spreads and in availability and cost of capital and the effects
on pension plan assets and costs; credit ratings; inflation rates; effectiveness
of risk management policies and procedures and the ability of counterparties to
satisfy their contractual commitments; impact of terrorist acts; increased
competition including, but not limited to, retail choice in the electric utility
industry and the entry of new competitors; ability to carry out marketing and
sales plans; weather conditions including weather-related damage; cost,
availability, quality and deliverability of
fuel;
ability to achieve generation planning goals and the occurrence and duration of
planned and unplanned generation outages; delays in the anticipated in-service
dates and cost increases of additional generating capacity and environmental
projects; nuclear operations; ability to enter new markets successfully and
capitalize on growth opportunities in non-regulated businesses and the effects
of competition; workforce risks including retirement compensation and benefits
costs; performance of projects undertaken by non-regulated businesses and the
success of efforts to invest in and develop new opportunities; the ability to
successfully complete merger, acquisition or divestiture plans (including the
acquisition of Aquila, Aquila’s sale of assets to Black Hills Corporation and
the conditions imposed by regulatory approvals required for the transactions);
and other risks and uncertainties. Other risk factors are detailed
from time to time in Great Plains Energy’s most recent quarterly report on Form
10-Q or annual report on Form 10-K filed with the Securities and Exchange
Commission. This list of factors is not all-inclusive because it is
not possible to predict all factors.
Great
Plains Energy Contacts:
Investors:
Ellen Fairchild, director of investor relations, 816-556-2083,
ellen.fairchild@kcpl.com
Media:
Matt Tidwell, director of corporate communications, 816-556-2069,
matt.tidwell@kcpl.com
Aquila
Contacts:
Investors:
Jason Ketchum, senior investor relations analyst, 816-467-3274,
jason.ketchum@aquila.com
Media: Al
Butkus, vice president media relations, 816-467-3616,
al.butkus@aquila.com