KANSAS CITY, Mo.--(Business Wire)--
Great Plains Energy Incorporated (NYSE:GXP) ("Great Plains Energy" or the
"Company") announced today that it has priced its public offering of
approximately $390 million of securities consisting of 5,000,000 equity units
with an initial stated amount of $50 per unit, or $250 million in the aggregate,
and 10,000,000 shares, or approximately $140 million, of common stock at a
public offering price of $14.00 per share. Additionally, Great Plains Energy has
granted the underwriters an option to purchase up to 750,000 additional equity
units and up to 1,500,000 shares of additional common stock to cover
over-allotments, if any.
The equity units and common shares are expected to be issued on Monday, May 18,
2009, subject to customary closing conditions. Neither the common share offering
nor the equity units offering will be contingent on the other.
The equity units will have a stated amount of $50 per unit and will initially
consist of a forward purchase contract and a 5% beneficial ownership interest in
$1,000 principal amount of the Company`s subordinated notes due 2042. Under the
purchase contract, holders will be required to purchase a variable number of
shares of the Company`s common stock no later than June 15, 2012. The reference
price for the equity units is $14.00 per share, the public offer price in the
concurrent common stock offering, and the threshold appreciation price of the
equity units is $16.80, which represents a premium of 20% over the reference
price. Total annual distributions on the equity units will be at a rate of
12.00%, consisting of interest payments at a rate of 10.00% on the subordinated
notes and contract adjustment payments at a rate of 2.00% on the purchase
contracts.
Great Plains Energy expects total net proceeds from the offerings to be
approximately $375 million after expenses and underwriting discounts. The
Company intends to use the net proceeds from both of these offerings to repay
all or a portion of borrowings under its revolving credit facility and to make
contributions of capital to Kansas City Power & Light Company ("KCP&L") and
KCP&L Greater Missouri Operations Company ("GMO") for general corporate
purposes, principally for repayment of all or a portion of KCP&L`s outstanding
commercial paper, and repayment of all or a portion of borrowings under GMO`s
revolving credit facilities.
Goldman, Sachs & Co. and J.P. Morgan Securities Inc. are acting as the joint
book-running managers for both offerings.
Each offering will be made under Great Plains Energy`s shelf registration
statement filed with the Securities and Exchange Commission on May 11, 2009 and
only by means of a prospectus supplement and accompanying prospectus.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy any common shares, any equity units or any other securities, nor
will there be any sale of common shares, equity units or any other securities in
any state or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any
such state or jurisdiction.
Copies of such documents relating to the shares of common stock and the equity
units may be obtained from Goldman, Sachs & Co., Broad Street, 20th Floor, New
York, New York 10004, Attn: Prospectus Department, by calling toll-free at (866)
471-2526, by fax at (212) 902-9316 or by emailing prospectus-ny@ny.email.gs.com,
and from J.P. Morgan Securities Inc., 4 Chase Metrotech Center, CS Level,
Brooklyn, New York 11245, Attn: Chase Distribution and Support Service,
Northeast Statement Processing, telephone: (718) 242-8002, fax (718) 242-8003.
About Great Plains Energy
Headquartered in Kansas City, Mo., Great Plains Energy Incorporated (NYSE: GXP)
is the holding company of Kansas City Power & Light Company ("KCP&L") and KCP&L
Greater Missouri Operations ("GMO"), two of the leading regulated providers of
electricity in the Midwest. Kansas City Power & Light Company and KCP&L Greater
Missouri Operations use KCP&L as a brand name.
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, 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 Company is 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
regional, national and international markets and their effects on sales, prices
and costs, including but not limited to possible further deterioration in
economic conditions and the timing and extent of any economic recovery; prices
and availability of electricity in regional and national wholesale markets;
market perception of the energy industry, Great Plains Energy, KCP&L and 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 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 nuclear decommissioning trust and 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, but not limited to, weather-related damage
and their effects on sales, prices and costs; 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, but not limited to, retirement compensation and benefits costs; the
ability to successfully integrate KCP&L and GMO operations and the timing and
amount of resulting synergy savings; and other risks and uncertainties.
This list of factors is not all-inclusive because it is not possible to predict
all factors. Other risk factors are detailed from time to time in Great Plains
Energy`s and KCP&L`s most recent quarterly report on Form 10-Q or annual report
on Form 10-K filed with the Securities and Exchange Commission. Any
forward-looking statement speaks only as of the date on which such statement is
made. Great Plains Energy and KCP&L undertake no obligation to publicly update
or revise any forward-looking statement, whether as a result of new information,
future events or otherwise.
Great Plains Energy
Investors:
Ellen Fairchild, director of investor relations, 816-556-2083
ellen.fairchild@kcpl.com
Media:
Katie McDonald, manager external communications, 816-556-2365
katie.mcdonald@kcpl.com
Copyright Business Wire 2009
