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.