Missouri Public Service Commission Issues Order Approving Great Plains Energy and Aquila Transaction
July 01 2008 - 12:22PM
Business Wire
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
to 1, 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.
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