KANSAS CITY, Mo. -- (Business Wire)
Great Plains Energy Incorporated (NYSE: GXP) today announced that on
March 19, 2012 and, if necessary, on the following two business days
(together, the “Early Remarketing Period”), it expects to conduct a
remarketing of its 10.00% Subordinated Notes due 2042 (the “Notes”)
(CUSIP No. 391164 AC4), which are currently outstanding in the aggregate
principal amount of $287,500,000. The Notes were originally issued as
part of its Corporate Units (NYSE: GXPPRF) (CUSIP No. 391164 803) on May
18, 2009 (the “Corporate Units”) pursuant to a Purchase Contract and
Pledge Agreement, dated as of May 18, 2009 (the “Purchase Contract and
Pledge Agreement”).
If the remarketing is successful during the Early Remarketing Period,
the interest rate on the Notes will be reset to a rate (the “Reset
Rate”) that will enable the Notes to be remarketed at a price equal to
the sum of the Remarketing Treasury Portfolio Purchase Price and the
Separate Notes Purchase Price and, at Great Plains Energy’s option, the
applicable Remarketing Fee (all terms as defined in the Purchase
Contract and Pledge Agreement). Great Plains Energy estimates that the
range of the Remarketing Fee will be from 0.600% to 0.875% of the
aggregate principal amount of Notes to be remarketed. Upon a successful
remarketing and effective as of the Reset Effective Date (as defined
below), the ranking of the Notes will change such that the Notes will
rank equally with all of Great Plains Energy’s existing and future
unsecured and unsubordinated obligations and the interest deferral
provisions of the Notes will be removed. In addition, in connection with
a successful remarketing, Great Plains Energy, at its option, may change
the maturity dates of the Notes (to any date on or after June 15, 2014
and earlier than June 15, 2042), the optional redemption features of the
Notes and the interest payment dates and events of default therefor. The
Reset Rate, interest payment dates, any new maturity date, any optional
redemption terms and any changes to the events of defaults will be
established on the date of the successful remarketing and become
effective on the third business day following the date of a successful
remarketing (the “Reset Effective Date”).
If the remarketing is successful during the Early Remarketing Period,
the proceeds of the remarketing of the Notes that were part of Corporate
Units will be used to purchase a portfolio of U.S. treasury securities
(or principal or interest strips thereof), which will be substituted for
the Notes as a component of the Corporate Units and pledged to secure
the Corporate Units holders’ obligation to purchase Great Plains Energy
common stock on June 15, 2012. Any remaining proceeds attributable to
the Notes that were a component of the Corporate Units will be
distributed pro rata to the holders of record on March 19, 2012 of such
Corporate Units. The proceeds from the remarketing of any separately
held Notes will be remitted following a successful remarketing to the
holders of such Notes.
Goldman, Sachs & Co. and J.P. Morgan Securities LLC are the joint lead
remarketing agents.
This announcement does not constitute an offer to sell or a solicitation
of an offer to buy any securities, nor shall there be any sale of
securities in any jurisdiction in which such an offer, solicitation or
sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The remarketing of the Notes
may be made only by means of a prospectus and a related prospectus
supplement, copies of which may be obtained when available from Goldman,
Sachs & Co., Prospectus Department, 200 West Street, New York, New York
10282, telephone: 1-866-471-2526, facsimile: 1-212-902-9316 or by
e-mailing prospectus-ny@ny.email.gs.com
or J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York,
10179, Attention: High Grade Syndicate Desk, 3rd Floor, telephone:
1-212-834-4533.
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
and KCP&L Greater Missouri Operations Company, two of the leading
regulated providers of electricity in the Midwest. Kansas City Power &
Light Company and KCP&L Greater Missouri Operations Company 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 capital projects and other matters affecting future
operations. In connection with the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995, Great Plains Energy and KCP&L
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 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
economic recovery; prices and availability of electricity in regional
and national wholesale 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 the companies 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;
impairments of long-lived assets or goodwill; 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, including but not limited to cyber terrorism;
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; the inherent uncertainties in estimating the
effects of weather, economic conditions and other factors on customer
consumption and financial results; ability to achieve generation goals
and the occurrence and duration of planned and unplanned generation
outages; delays in the anticipated in-service dates and cost increases
of generation, transmission, distribution or other projects; the
inherent risks associated with the ownership and operation of a nuclear
facility including, but not limited to, environmental, health, safety,
regulatory and financial risks; workforce risks, including, but not
limited to, increased costs of retirement, health care and other
benefits; 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 quarterly reports on Form 10-Q and
annual report on Form 10-K filed with the Securities and Exchange
Commission. Each forward-looking statement speaks only as of the date of
the particular statement. 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.

Contacts:
Great Plains Energy
Investors:
Tony Carreño, 816-654-1763
Director,
Investor Relations
anthony.carreno@kcpl.com
or
Media:
Katie
McDonald, 816-556-2365
Director, Corporate Communications
katie.mcdonald@kcpl.com
Source: Great Plains Energy
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