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Westar Energy Announces Pricing of Common Stock Offering
Westar Energy, Inc. (NYSE: WR) (the “Company”)
announced today that it priced an offering late
Thursday of 7.6 million shares of its common
stock at $25.25 per share.
For a period of 30 days following the offering, the underwriters of the offering have been
granted an option to purchase an additional 1.14 million shares of Westar Energy common stock
to cover over-allotments, if any. In the event this over-allotment option is exercised, the number
of shares subject to the Forward Sale Agreement described below will be increased by a
corresponding amount.
Westar Energy intends to use any net proceeds that it receives upon settlement of the
Forward Sale Agreement to repay short-term debt obligations incurred to fund its investments in
electric utility infrastructure, including large projects to reduce air emissions from its power
plants, the construction of new natural gas-fired turbines, the construction of new high capacity
transmission lines, and significant investments in wind turbines pending receipt of satisfactory
regulatory pre-approval, along with funding general corporate purposes.
J.P. Morgan Securities Inc. and UBS Investment Bank are acting as the joint bookrunning
managers, and, together with Wachovia Capital Markets, LLC, are joint lead managers
Westar Energy announces pricing of common stock offering, page 2
for the offering. Other underwriters for the offering are Citigroup Global Markets Inc., Credit
Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Edward D. Jones & Co., L.P. and
Wedbush Morgan Securities Inc.
The offering is being made under the Company’s existing shelf registration statement
filed with the Securities and Exchange Commission.
In connection with the offering, the Company entered into an agreement (the “Forward
Sale Agreement”) with an affiliate of UBS Investment Bank (the “Counterparty”) under which
the Company has agreed to sell to the Counterparty (subject to the Company’s right to cash settle
or net share settle the Forward Sale Agreement) in the aggregate 7.6 million shares of the
Company’s common stock at approximately $24.37 per share, subject to certain adjustments. In
connection with hedging its exposure under the Forward Sale Agreement, the Counterparty will
borrow from third-party lenders and sell in the aggregate 7.6 million shares of the Company’s
common stock (or such smaller amount that they are able to borrow) at the close of this offering.
This press release is neither an offer to sell nor a solicitation of an offer to buy shares of
common stock. The offering of these securities will be made only by means of a prospectus and a
related prospectus supplement. When available, copies of the prospectus and prospectus
supplement may be obtained from J.P. Morgan Securities Inc., 4 Chase Metrotech Center, CS
Level, Brooklyn, NY 11245 or UBS Investment Bank, 299 Park Avenue, New York, NY 10171
(telephone number 212-821-3000).
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