f8kmerrillir.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): September 23,
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
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(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 furnished 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 furnished 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, including Aquila, Inc., which does business as KCP&L Greater
Missouri Operations Company (KCP&L GMO) does not relate to, and is not
furnished by, KCP&L. KCP&L makes no representation as to that
information. Neither Great Plains Energy nor KCP&L GMO has any
obligation in respect of KCP&L’s debt securities and holders of such
securities should not consider Great Plains Energy’s or KCP&L GMO’s
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 or KCP&L
GMO.
Item
7.01
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Regulation
FD Disclosure
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On
September 24, 2008, Great Plains Energy will participate in the Merrill Lynch
Power and Gas Conference. A copy of the presentation slides to be
used at the conference is attached hereto as Exhibit 99.1. The
presentation is scheduled for 10:15 a.m. Eastern Time on September 24,
2008. An audio-only webcast link and the presentation slides will be
made available in the Investor Relations section of Great Plains Energy’s
website at www.greatplainsenergy.com.
The
information under Item 7.01 and in Exhibit 99.1 hereto is being furnished and
shall not be deemed filed for the purpose of Section 18 of the Securities
Exchange Act of 1934, as amended. The information under Item 7.01 and
Exhibit 99.1 hereto shall not be incorporated by reference into any registration
statement or other document pursuant to the Securities Act of 1933, as amended,
unless otherwise indicated in such registration statement or other
document.
Item
9.01
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Financial
Statements and Exhibits
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(d) Exhibits
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99.1
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Merrill
Lynch Power and Gas Conference presentation
slides.
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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/
Michael W. Cline
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Michael
W. Cline
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Vice
President-Investor Relations and
Treasurer
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KANSAS
CITY POWER & LIGHT COMPANY
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/s/
Michael W. Cline
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Michael
W. Cline
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Treasurer
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Date: September
23, 2008.
f8kirdeck.htm
Great
Plains Energy
Merrill
Lynch
Power and Gas Conference
September 23-24, 2008
Exhibit
99.1
Terry
Bassham, CFO
Executive Vice President
Finance & Strategic
Development
1
Statements made
in this presentation 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, 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, Kansas City Power & Light Company
(KCP&L) and Aquila, which is doing business as KCP&L Greater
Missouri
Operations Company (KCP&L GMO); 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 and
KCP&L GMO 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;
workforce
risks, including retirement compensation and benefits costs; the
ability to successfully integrate KCP&L and
KCP&L GMO operations and
the timing and amount of resulting synergy savings; and other risks
and
uncertainties. Other risk factors are detailed from time to time in Great
Plains Energy’s and KCP&L’s most recent
quarterly reports on Form 10-Q or
Annual Reports 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.
Forward Looking
Statement
2
Regulated
vertically integrated electric utility
operations:
• $7.7 billion in
assets*
• $1.9 billion in
revenues*
• $2.7 billion
market cap - NYSE:GXP
• Approx. 800,000
customers in KS and MO
• Low retail
utility rates
• Total generation
capacity of over 5,700 MWs
Solid
Midwest electric utility - KCP&L Brand
Capable,
experienced management team
Investment
grade credit rating
Building
a platform for long-term earnings
growth:
Additions
to rate base
Synergies
from Aquila transaction
Annualized
dividend of $1.66/share
*
Based on unaudited proforma financial statements filed in 8K dated August 13,
2008
Great Plains
Energy Business Overview
3
• Rate base growth
through KCP&L’s Comprehensive
Energy
Plan and plant investments by KCP&L GMO
(Aquila)
• Aquila
integration and synergy target attainment
• Rate case
filings to include investments in rate
base
and to share synergies with customers
Three Key
Initiatives
4
Mike
Chesser - CEO
37
years experience
Terry
Bassham - CFO
22
years experience
Bill
Downey - COO
37
years experience
John
Marshall - EVP
Utility
Operations
32
years experience
•Accounting
•Finance and
IR
•Risk
Management
•Strategic
Planning
•Internal
Audit
•Construction
•Regulatory
•Public
Affairs
•Business
Planning
•Utility
Operations
•Supply -
Generation
•Delivery -
T&D
•Corporate
Services
Leadership Team
members have an average of
23
years of industry experience
Direct
Reports’ Average
Years
of Industry Experience
17
years
23
years
20
years
Current
Key
Responsibilities
Experienced
Management Team
Aligned
to Succeed
Comprehensive
Energy Plan
& KCP&L GMO Plant Investments
6
Spearville
Wind Energy Facility
ü 100MW completed
on schedule and under budget
LaCygne
ü Phase
1: Unit 1 SCR -
Completed on schedule, under budget, and
performing
per specification
• Phase
2:
Unit 1 -
bag
house and scrubber environmental upgrades:
>Project
Definition Report completed in Q3 2007
>Evaluating
upgrade of Unit 2 at the same time
Iatan
Unit 1
• Expected to be
in-service early 2009
Iatan
Unit 2 Construction
• Expected to be
in-service summer 2010
Comprehensive
Energy Plan
7
Total Iatan 2
Cost per KW
Combined
Company
Integration of the Aquila Transaction &
Synergy
Attainment
9
Integration
Coordination
Scope
of the effort
• 805,100
customers across
47
counties in MO and KS
covering
17,934 sq. miles
• 3,170 employees
- - including
920
new hires
• 30
office/service center
locations
• 9 generation
plant sites and
10
peaking facilities
• 3,309 miles
transmission,
24,466
miles distribution,
and
322 substations
• Gas and electric
assets
purchased
by Black Hills that
support
more than 800,000
customers
in 4 other states
11
Early
Integration Successes
Infrastructure
• Combined
several key systems (billing, accounting, HR) as well as telecom and
network
platforms into a single KCP&L version for each
Operations
• Two Aquila
unions consolidated into the three existing KCP&L unions
• Training
initiated to align work rules, safety rules, and construction specs
• Integrated
T&D
• Work management
system up and running
• Supply team
actively procuring fuel and purchased power
• Expanded
generating fleet is meeting its operational requirements
Customer
Service
• Call Center
operations integrated
• Accomplished
two complete billing cycles
11
Great Plains
expects to realize $675 million of total savings and
synergies over five
years
Interest
Savings
Corporate
Retained
& Merchant Savings
$302
$305
$68
$120
$131
$54
$27
$275
Significant
Synergies Expected
12
Missouri Hearings,
Approval
and
Close
Shareholders
receive
benefits of
synergies
File
Rate Case
File
Rate Case
Shareholders
receive
benefits of
new synergies
Rates
Effective
Rates
Effective
Path to Synergy
Sharing
Recent Rate
Case Filings
for Recovery of Investments
& Sharing of
Synergies
14
Business
Week July 24, 2008
Missouri and
Kansas Rates Below
National Average
15
• Requested ROE
reasonable based on extensive cost of capital analysis
• Capital
structure based on Great Plains Energy consolidated capital
structure
>Excludes
short-term debt
>Per the Aquila
transaction approval, Kansas filing excludes Aquila cap structure
impact
and synergies
Summary of Rate
Cases
16
Requested
Capital Structure - Missouri
Requested
Capital Structure - Kansas
Note
*1: Cost
of debt varies by case as follows:
KCPL
MO- 6.32%, GMO MPS- 6.851%, GMO L&P (electric and steam)-
7.634%
Requested
Capital Structure
17
$1.0
$4.3
$1.5
KCP&L
GMO
$2.8
KCP&L
$2.4
$1.1
$2.3
Rate
Cases Filed
8/5/2008
KCP&L
Historical Rate Base
Aquila
(KCP&L GMO)
Historical
Rate Base
Rates
Effective
1/1/2007
Rates
Effective
1/1/2008
Rates
Effective
5/31/2007
Rates
Effective
3/1/2006
Projected
Combined Rate Base
March
31, 2009
(in
billions)
•
Iatan 2 CWIP at 6/30/08 is approximately $500 million
Rate Base
Growth
18
Applications
filed
with MPSC
Sept. 5,
2008
Staff
conducts audit
of entire operations
Now
- - March 2009
Update
of revenue
requirement model
based on Oct. 31,
2008. Submitted
approx.
Jan. 1, 2009
Staff
and interveners
file
March
2009
Rebuttal
testimony
March
2009
Pre-hearing
conference
April
2009
True-up
of revenue
requirement model
based on April 30,
2009 &
submitted
early June
2009
Hearings
May
2009
Briefs
June
2009
Decision
July
2009
Rates
implemented
August
5, 2009
Projected
Missouri Regulatory Timeline
19
2009
and beyond: Extend the platform
• Complete and
include Iatan 1 AQCS and Sibley environmental work in
rates
effective in 2009
• Include
Crossroads plant in rates effective 2009
• Integrate Aquila
and deliver synergies
• Evaluate 400 MW
of additional wind
• Complete and
include Iatan 2 in rates effective 2010
• Additional
environmental spending at LaCygne 1 and potentially LaCygne 2
and
Montrose
• Continue with
sound strategic planning to effectively meet future
generation
requirements and as an industry leader in energy efficiency
• Increase
earnings driven by investments, synergies, and enhanced by
opportunities
for organic service territory growth
• Expected
dividend growth, with a traditional target payout ratio, to follow
A
Path to Growth