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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Westar Energy, Inc. (delisted) | NYSE:WR | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 54.00 | 0 | 01:00:00 |
[X]
|
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Kansas
|
|
48-0290150
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification Number)
|
818 South Kansas Avenue, Topeka, Kansas 66612
|
|
(785) 575-6300
|
(Address, including Zip code and telephone number, including area code, of registrant’s principal executive offices)
|
Common Stock, par value $5.00 per share
|
|
141,734,848 shares
|
(Class)
|
|
(Outstanding at July 27, 2016)
|
|
|
|
Page
|
||
Item 1.
|
|
|
|
||
|
||
|
||
|
||
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
|
|
|
||
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
Abbreviation or Acronym
|
|
Definition
|
2015 Form 10-K
|
|
Annual Report on Form 10-K for the year ended December 31, 2015
|
AFUDC
|
|
Allowance for funds used during construction
|
ASU
|
|
Accounting Standard Update
|
CAA
|
|
Clean Air Act
|
CCB
|
|
Coal combustion byproducts
|
CO
|
|
Carbon monoxide
|
CO
2
|
|
Carbon dioxide
|
COLI
|
|
Corporate-owned life insurance
|
CPP
|
|
Clean Power Plan
|
CWA
|
|
Clean Water Act
|
DOE
|
|
Department of Energy
|
DOJ
|
|
Department of Justice
|
EPA
|
|
Environmental Protection Agency
|
EPS
|
|
Earnings per share
|
FASB
|
|
Financial Accounting Standards Board
|
FERC
|
|
Federal Energy Regulatory Commission
|
GAAP
|
|
Generally Accepted Accounting Principles
|
GHG
|
|
Greenhouse gas
|
Great Plains Energy
|
|
Great Plains Energy Incorporated
|
JEC
|
|
Jeffrey Energy Center
|
KCC
|
|
Kansas Corporation Commission
|
KDHE
|
|
Kansas Department of Health & Environment
|
KGE
|
|
Kansas Gas and Electric Company
|
La Cygne
|
|
La Cygne Generating Station
|
Merger
|
|
Pending acquisition of Westar Energy, Inc. by Great Plains Energy Incorporated
|
Missouri Commission
|
|
Public Service Commission of the State of Missouri
|
Moody’s
|
|
Moody’s Investors Service
|
NAAQS
|
|
National Ambient Air Quality Standards
|
NAV
|
|
Net Asset Value
|
NDT
|
|
Nuclear Decommissioning Trust
|
NOx
|
|
Nitrogen oxides
|
NRC
|
|
Nuclear Regulatory Commission
|
PM
|
|
Particulate matter
|
PPB
|
|
Parts per billion
|
RECA
|
|
Retail energy cost adjustment
|
ROE
|
|
Return on equity
|
RSU
|
|
Restricted share unit
|
RTO
|
|
Regional transmission organization
|
S&P
|
|
Standard & Poor’s Ratings Services
|
SEC
|
|
Securities and Exchange Commission
|
SO
2
|
|
Sulfur dioxide
|
SPP
|
|
Southwest Power Pool, Inc.
|
TFR
|
|
Transmission Formula Rate
|
VIE
|
|
Variable interest entity
|
Wolf Creek
|
|
Wolf Creek Generating Station
|
-
|
the pending acquisition (merger) of Westar Energy, Inc. by Great Plains Energy Incorporated (Great Plains Energy),
|
-
|
amount, type and timing of capital expenditures,
|
-
|
earnings,
|
-
|
cash flow,
|
-
|
liquidity and capital resources,
|
-
|
litigation,
|
-
|
accounting matters,
|
-
|
possible corporate restructurings, acquisitions and dispositions,
|
-
|
compliance with debt and other restrictive covenants,
|
-
|
interest rates and dividends,
|
-
|
environmental matters,
|
-
|
regulatory matters,
|
-
|
nuclear operations, and
|
-
|
the overall economy of our service area and its impact on our customers’ demand for electricity and their ability to pay for service.
|
-
|
risks related to operating in a heavily regulated industry that is subject to unpredictable political, legislative, judicial and regulatory developments, which can impact our operations, results of operations, and financial condition,
|
-
|
the difficulty of predicting the magnitude and timing of changes in demand for electricity, including with respect to emerging competing services and technologies and conservation and energy efficiency measures,
|
-
|
the impact of weather conditions, including as it relates to sales of electricity and prices of energy commodities,
|
-
|
equipment damage from storms and extreme weather,
|
-
|
economic and capital market conditions, including the impact of inflation or deflation, changes in interest rates, the cost and availability of capital and the market for trading wholesale energy,
|
-
|
the impact of changes in market conditions on employee benefit liability calculations and funding obligations, as well as actual and assumed investment returns on invested plan assets,
|
-
|
the impact of changes in estimates regarding our Wolf Creek Generating Station (Wolf Creek) decommissioning obligation,
|
-
|
the existence or introduction of competition into markets in which we operate,
|
-
|
the impact of changing laws and regulations relating to air and greenhouse gas (GHG) emissions, water emissions, waste management and other environmental matters,
|
-
|
risks associated with execution of our planned capital expenditure program, including timing and receipt of regulatory approvals necessary for planned construction and expansion projects as well as the ability to complete planned construction projects within the terms and time frames anticipated,
|
-
|
cost, availability and timely provision of equipment, supplies, labor and fuel we need to operate our business,
|
-
|
availability of generating capacity and the performance of our generating plants,
|
-
|
changes in regulation of nuclear generating facilities and nuclear materials and fuel, including possible shutdown or required modification of nuclear generating facilities,
|
-
|
additional regulation due to Nuclear Regulatory Commission (NRC) oversight to ensure the safe operation of Wolf Creek, either related to Wolf Creek’s performance, or potentially relating to events or performance at a nuclear plant anywhere in the world,
|
-
|
uncertainty regarding the establishment of interim or permanent sites for spent nuclear fuel storage and disposal,
|
-
|
homeland and information and operating systems security considerations,
|
-
|
changes in accounting requirements and other accounting matters,
|
-
|
changes in the energy markets in which we participate resulting from the development and implementation of real time and next day trading markets, and the effect of the retroactive repricing of transactions in such markets
|
-
|
reduced demand for coal-based energy because of actual or potential climate impacts and the development of alternate energy sources,
|
-
|
current and future litigation, regulatory investigations, proceedings or inquiries,
|
-
|
cost of fuel used in generation and wholesale electricity prices,
|
-
|
certain risks and uncertainties associated with the merger, including, without limitation, those related to:
|
-
|
receipt of approval from our shareholders and shareholders of Great Plains Energy;
|
-
|
the timing of, and the conditions imposed by, regulatory approvals required for the merger;
|
-
|
the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement or could otherwise cause the failure of the merger to close;
|
-
|
the failure of Great Plains Energy to obtain any financing necessary to complete the merger;
|
-
|
the outcome of any legal proceedings, regulatory proceedings or enforcement matters that have been or may be instituted in connection with the merger;
|
-
|
the receipt of an unsolicited offer from another party to acquire our assets or capital stock (or those of Great Plains Energy) that could interfere with the proposed merger;
|
-
|
the timing to consummate the proposed transaction;
|
-
|
disruption from the proposed transaction making it more difficult to maintain relationships with customers, employees, regulators or suppliers;
|
-
|
the diversion of management time and attention on the transaction;
|
-
|
the amount of costs, fees, expenses and charges related to the merger; and
|
-
|
the effect and timing of changes in laws or in governmental regulations (including environmental laws and regulations) that could adversely affect our participation in the merger; and
|
-
|
other factors discussed elsewhere in this report and in our Annual Report on Form 10-K for the year ended
December 31, 2015
(
2015
Form 10-K), including in “Item 1A. Risk Factors” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and in other reports we file from time to time with the Securities and Exchange Commission (SEC), including the proxy statement and other materials that we have filed or will file with the SEC in connection with the merger.
|
|
As of
|
|
As of
|
||||
|
June 30, 2016
|
|
December 31, 2015
|
||||
ASSETS
|
|
|
|
||||
CURRENT ASSETS:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
5,213
|
|
|
$
|
3,231
|
|
Accounts receivable, net of allowance for doubtful accounts of $5,093 and $5,294, respectively
|
298,841
|
|
|
258,286
|
|
||
Fuel inventory and supplies
|
299,465
|
|
|
301,294
|
|
||
Prepaid expenses
|
17,994
|
|
|
16,864
|
|
||
Regulatory assets
|
87,256
|
|
|
109,606
|
|
||
Other
|
33,099
|
|
|
27,860
|
|
||
Total Current Assets
|
741,868
|
|
|
717,141
|
|
||
PROPERTY, PLANT AND EQUIPMENT, NET
|
8,800,698
|
|
|
8,524,902
|
|
||
PROPERTY, PLANT AND EQUIPMENT OF VARIABLE INTEREST ENTITIES, NET
|
263,072
|
|
|
268,239
|
|
||
OTHER ASSETS:
|
|
|
|
||||
Regulatory assets
|
734,844
|
|
|
751,312
|
|
||
Nuclear decommissioning trust
|
189,179
|
|
|
184,057
|
|
||
Other
|
241,081
|
|
|
260,015
|
|
||
Total Other Assets
|
1,165,104
|
|
|
1,195,384
|
|
||
TOTAL ASSETS
|
$
|
10,970,742
|
|
|
$
|
10,705,666
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
CURRENT LIABILITIES:
|
|
|
|
||||
Current maturities of long-term debt
|
$
|
125,000
|
|
|
$
|
—
|
|
Current maturities of long-term debt of variable interest entities
|
26,842
|
|
|
28,309
|
|
||
Short-term debt
|
177,000
|
|
|
250,300
|
|
||
Accounts payable
|
178,374
|
|
|
220,969
|
|
||
Accrued dividends
|
52,767
|
|
|
49,829
|
|
||
Accrued taxes
|
95,084
|
|
|
83,773
|
|
||
Accrued interest
|
41,969
|
|
|
71,426
|
|
||
Regulatory liabilities
|
33,634
|
|
|
25,697
|
|
||
Other
|
90,841
|
|
|
106,632
|
|
||
Total Current Liabilities
|
821,511
|
|
|
836,935
|
|
||
LONG-TERM LIABILITIES:
|
|
|
|
||||
Long-term debt, net
|
3,387,696
|
|
|
3,163,950
|
|
||
Long-term debt of variable interest entities, net
|
111,230
|
|
|
138,097
|
|
||
Deferred income taxes
|
1,655,825
|
|
|
1,591,430
|
|
||
Unamortized investment tax credits
|
208,318
|
|
|
209,763
|
|
||
Regulatory liabilities
|
247,916
|
|
|
267,114
|
|
||
Accrued employee benefits
|
455,923
|
|
|
462,304
|
|
||
Asset retirement obligations
|
280,507
|
|
|
275,285
|
|
||
Other
|
87,065
|
|
|
88,825
|
|
||
Total Long-Term Liabilities
|
6,434,480
|
|
|
6,196,768
|
|
||
COMMITMENTS AND CONTINGENCIES (See Notes 4, 11 and 12)
|
|
|
|
|
|
||
EQUITY:
|
|
|
|
||||
Westar Energy, Inc. Shareholders’ Equity:
|
|
|
|
||||
Common stock, par value $5 per share; authorized 275,000,000 shares; issued and outstanding 141,691,017 shares and 141,353,426 shares, respective to each date
|
708,455
|
|
|
706,767
|
|
||
Paid-in capital
|
2,008,491
|
|
|
2,004,124
|
|
||
Retained earnings
|
978,187
|
|
|
945,830
|
|
||
Total Westar Energy, Inc. Shareholders’ Equity
|
3,695,133
|
|
|
3,656,721
|
|
||
Noncontrolling Interests
|
19,618
|
|
|
15,242
|
|
||
Total Equity
|
3,714,751
|
|
|
3,671,963
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
10,970,742
|
|
|
$
|
10,705,666
|
|
|
Six Months Ended June 30,
|
||||||
|
2016
|
|
2015
|
||||
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
|
|
|
|
||||
Net income
|
$
|
144,852
|
|
|
$
|
119,406
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
167,866
|
|
|
151,345
|
|
||
Amortization of nuclear fuel
|
16,831
|
|
|
10,085
|
|
||
Amortization of deferred regulatory gain from sale leaseback
|
(2,748
|
)
|
|
(2,748
|
)
|
||
Amortization of corporate-owned life insurance
|
8,819
|
|
|
9,042
|
|
||
Non-cash compensation
|
4,778
|
|
|
4,241
|
|
||
Net deferred income taxes and credits
|
75,334
|
|
|
54,740
|
|
||
Allowance for equity funds used during construction
|
(5,247
|
)
|
|
(2,041
|
)
|
||
Changes in working capital items:
|
|
|
|
||||
Accounts receivable
|
(40,555
|
)
|
|
998
|
|
||
Fuel inventory and supplies
|
2,140
|
|
|
(31,307
|
)
|
||
Prepaid expenses and other
|
7,126
|
|
|
(40,195
|
)
|
||
Accounts payable
|
(21,364
|
)
|
|
(2,873
|
)
|
||
Accrued taxes
|
16,272
|
|
|
16,893
|
|
||
Other current liabilities
|
(62,434
|
)
|
|
(65,908
|
)
|
||
Changes in other assets
|
1,848
|
|
|
(9,712
|
)
|
||
Changes in other liabilities
|
15,163
|
|
|
21,046
|
|
||
Cash Flows from Operating Activities
|
328,681
|
|
|
233,012
|
|
||
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
|
|
|
|
||||
Additions to property, plant and equipment
|
(503,631
|
)
|
|
(334,905
|
)
|
||
Purchase of securities - trusts
|
(39,603
|
)
|
|
(9,980
|
)
|
||
Sale of securities - trusts
|
41,201
|
|
|
10,263
|
|
||
Investment in corporate-owned life insurance
|
(14,648
|
)
|
|
(14,845
|
)
|
||
Proceeds from investment in corporate-owned life insurance
|
24,171
|
|
|
1,192
|
|
||
Investment in affiliated company
|
(655
|
)
|
|
—
|
|
||
Other investing activities
|
(2,798
|
)
|
|
(653
|
)
|
||
Cash Flows used in Investing Activities
|
(495,963
|
)
|
|
(348,928
|
)
|
||
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
|
|
|
|
||||
Short-term debt, net
|
(73,300
|
)
|
|
49,500
|
|
||
Proceeds from long-term debt
|
396,577
|
|
|
—
|
|
||
Proceeds from long-term debt of variable interest entities
|
162,048
|
|
|
—
|
|
||
Retirements of long-term debt
|
(50,000
|
)
|
|
(125,000
|
)
|
||
Retirements of long-term debt of variable interest entities
|
(190,355
|
)
|
|
(27,925
|
)
|
||
Repayment of capital leases
|
(401
|
)
|
|
(1,721
|
)
|
||
Borrowings against cash surrender value of corporate-owned life insurance
|
54,910
|
|
|
56,622
|
|
||
Repayment of borrowings against cash surrender value of corporate-owned life insurance
|
(22,921
|
)
|
|
(899
|
)
|
||
Issuance of common stock
|
1,354
|
|
|
256,394
|
|
||
Distributions to shareholders of noncontrolling interests
|
(2,551
|
)
|
|
(1,076
|
)
|
||
Cash dividends paid
|
(101,137
|
)
|
|
(89,035
|
)
|
||
Other financing activities
|
(4,960
|
)
|
|
(3,234
|
)
|
||
Cash Flows from Financing Activities
|
169,264
|
|
|
113,626
|
|
||
NET CHANGE IN CASH AND CASH EQUIVALENTS
|
1,982
|
|
|
(2,290
|
)
|
||
CASH AND CASH EQUIVALENTS:
|
|
|
|
||||
Beginning of period
|
3,231
|
|
|
4,556
|
|
||
End of period
|
$
|
5,213
|
|
|
$
|
2,266
|
|
|
Westar Energy, Inc. Shareholders
|
|
|
|
||||||||||||||||||
|
Common stock shares
|
|
Common
stock
|
|
Paid-in
capital
|
|
Retained
earnings
|
|
Non-controlling
interests
|
|
Total
equity
|
|||||||||||
Balance as of December 31, 2014
|
131,687,454
|
|
|
$
|
658,437
|
|
|
$
|
1,781,120
|
|
|
$
|
855,299
|
|
|
$
|
6,451
|
|
|
$
|
3,301,307
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
114,690
|
|
|
4,716
|
|
|
119,406
|
|
|||||
Issuance of stock
|
9,208,267
|
|
|
46,041
|
|
|
210,353
|
|
|
—
|
|
|
—
|
|
|
256,394
|
|
|||||
Issuance of stock for compensation and reinvested dividends
|
282,897
|
|
|
1,415
|
|
|
4,117
|
|
|
—
|
|
|
—
|
|
|
5,532
|
|
|||||
Tax withholding related to stock compensation
|
—
|
|
|
—
|
|
|
(3,234
|
)
|
|
—
|
|
|
—
|
|
|
(3,234
|
)
|
|||||
Dividends declared on common stock
($0.72 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(99,169
|
)
|
|
—
|
|
|
(99,169
|
)
|
|||||
Stock compensation expense
|
—
|
|
|
—
|
|
|
4,196
|
|
|
—
|
|
|
—
|
|
|
4,196
|
|
|||||
Tax benefit on stock compensation
|
—
|
|
|
—
|
|
|
1,178
|
|
|
—
|
|
|
—
|
|
|
1,178
|
|
|||||
Distributions to shareholders of noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,076
|
)
|
|
(1,076
|
)
|
|||||
Other
|
—
|
|
|
—
|
|
|
(69
|
)
|
|
—
|
|
|
(1
|
)
|
|
(70
|
)
|
|||||
Balance as of June 30, 2015
|
141,178,618
|
|
|
$
|
705,893
|
|
|
$
|
1,997,661
|
|
|
$
|
870,820
|
|
|
$
|
10,090
|
|
|
$
|
3,584,464
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance as of December 31, 2015
|
141,353,426
|
|
|
$
|
706,767
|
|
|
$
|
2,004,124
|
|
|
$
|
945,830
|
|
|
$
|
15,242
|
|
|
$
|
3,671,963
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
137,925
|
|
|
6,927
|
|
|
144,852
|
|
|||||
Issuance of stock
|
28,674
|
|
|
143
|
|
|
1,211
|
|
|
—
|
|
|
—
|
|
|
1,354
|
|
|||||
Issuance of stock for compensation and reinvested dividends
|
308,917
|
|
|
1,545
|
|
|
3,396
|
|
|
—
|
|
|
—
|
|
|
4,941
|
|
|||||
Tax withholding related to stock compensation
|
—
|
|
|
—
|
|
|
(4,960
|
)
|
|
—
|
|
|
—
|
|
|
(4,960
|
)
|
|||||
Dividends declared on common stock
($0.76 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(108,894
|
)
|
|
—
|
|
|
(108,894
|
)
|
|||||
Stock compensation expense
|
—
|
|
|
—
|
|
|
4,720
|
|
|
—
|
|
|
—
|
|
|
4,720
|
|
|||||
Distribution to shareholders of noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,551
|
)
|
|
(2,551
|
)
|
|||||
Cumulative effect of accounting change - stock compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
3,326
|
|
|
—
|
|
|
3,326
|
|
|||||
Balance as of June 30, 2016
|
141,691,017
|
|
|
$
|
708,455
|
|
|
$
|
2,008,491
|
|
|
$
|
978,187
|
|
|
$
|
19,618
|
|
|
$
|
3,714,751
|
|
|
As of
|
|
As of
|
||||
|
June 30, 2016
|
|
December 31, 2015
|
||||
|
(In Thousands)
|
||||||
Fuel inventory
|
$
|
107,397
|
|
|
$
|
113,438
|
|
Supplies
|
192,068
|
|
|
187,856
|
|
||
Fuel inventory and supplies
|
$
|
299,465
|
|
|
$
|
301,294
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(Dollars In Thousands)
|
||||||||||||||
Borrowed funds
|
$
|
2,338
|
|
|
$
|
552
|
|
|
$
|
4,347
|
|
|
$
|
2,581
|
|
Equity funds
|
2,783
|
|
|
90
|
|
|
5,247
|
|
|
2,041
|
|
||||
Total
|
$
|
5,121
|
|
|
$
|
642
|
|
|
$
|
9,594
|
|
|
$
|
4,622
|
|
Average AFUDC Rates
|
4.2
|
%
|
|
1.2
|
%
|
|
4.6
|
%
|
|
3.2
|
%
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(Dollars In Thousands, Except Per Share Amounts)
|
||||||||||||||
Net income
|
$
|
76,144
|
|
|
$
|
66,243
|
|
|
$
|
144,852
|
|
|
$
|
119,406
|
|
Less: Net income attributable to noncontrolling interests
|
3,804
|
|
|
2,533
|
|
|
6,927
|
|
|
4,716
|
|
||||
Net income attributable to Westar Energy, Inc.
|
72,340
|
|
|
63,710
|
|
|
137,925
|
|
|
114,690
|
|
||||
Less: Net income allocated to RSUs
|
156
|
|
|
141
|
|
|
290
|
|
|
257
|
|
||||
Net income allocated to common stock
|
$
|
72,184
|
|
|
$
|
63,569
|
|
|
$
|
137,635
|
|
|
$
|
114,433
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average equivalent common shares outstanding – basic
|
142,033,842
|
|
|
135,939,197
|
|
|
142,013,344
|
|
|
134,177,136
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
RSUs
|
463,493
|
|
|
121,234
|
|
|
348,003
|
|
|
127,999
|
|
||||
Forward sale agreements
|
—
|
|
|
1,351,721
|
|
|
—
|
|
|
2,024,468
|
|
||||
Weighted average equivalent common shares outstanding – diluted (a)
|
142,497,335
|
|
|
137,412,152
|
|
|
142,361,347
|
|
|
136,329,603
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per common share, basic
|
$
|
0.51
|
|
|
$
|
0.47
|
|
|
$
|
0.97
|
|
|
$
|
0.85
|
|
Earnings per common share, diluted
|
$
|
0.51
|
|
|
$
|
0.46
|
|
|
$
|
0.97
|
|
|
$
|
0.84
|
|
|
Six Months Ended June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
(In Thousands)
|
||||||
CASH PAID FOR (RECEIVED FROM):
|
|
|
|
||||
Interest on financing activities, net of amount capitalized
|
$
|
70,697
|
|
|
$
|
82,297
|
|
Interest on financing activities of VIEs
|
4,150
|
|
|
5,651
|
|
||
Income taxes, net of refunds
|
(77
|
)
|
|
126
|
|
||
NON-CASH INVESTING TRANSACTIONS:
|
|
|
|
||||
Property, plant and equipment additions
|
71,830
|
|
|
66,861
|
|
||
NON-CASH FINANCING TRANSACTIONS:
|
|
|
|
||||
Issuance of stock for compensation and reinvested dividends
|
4,941
|
|
|
5,532
|
|
||
Assets acquired through capital leases
|
392
|
|
|
1,102
|
|
•
|
Level 1 - Quoted prices are available in active markets for identical assets or liabilities. The types of assets and liabilities included in level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on public exchanges.
|
•
|
Level 2 - Pricing inputs are not quoted prices in active markets, but are either directly or indirectly observable. The types of assets and liabilities included in level 2 are typically liquid investments in funds which have a readily determinable fair value calculated using daily NAVs, other financial instruments that are comparable to actively traded securities or contracts, such as treasury securities with pricing interpolated from recent trades of similar securities, or other financial instruments priced with models using highly observable inputs.
|
•
|
Level 3 - Significant inputs to pricing have little or no transparency. The types of assets and liabilities included in level 3 are those with inputs requiring significant management judgment or estimation.
|
•
|
Net Asset Value - Investments that do not have a readily determinable fair value are measured at NAV. These investments do not consider the observability of inputs, therefore, they are not included within the fair value hierarchy. We include in this category investments in private equity, real estate and alternative investment funds. The underlying alternative investments include collateralized debt obligations, mezzanine debt and a variety of other investments.
|
|
As of June 30, 2016
|
|
As of December 31, 2015
|
||||||||||||
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
|
(In Thousands)
|
||||||||||||||
Fixed-rate debt
|
$
|
3,430,000
|
|
|
$
|
3,865,914
|
|
|
$
|
3,080,000
|
|
|
$
|
3,259,533
|
|
Fixed-rate debt of VIEs
|
137,963
|
|
|
154,097
|
|
|
166,271
|
|
|
179,030
|
|
As of June 30, 2016
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
NAV
|
|
Total
|
||||||||||
|
|
(In Thousands)
|
||||||||||||||||||
Nuclear Decommissioning Trust:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic equity funds
|
|
—
|
|
|
$
|
50,856
|
|
|
$
|
—
|
|
|
$
|
5,944
|
|
|
$
|
56,800
|
|
|
International equity funds
|
|
—
|
|
|
34,560
|
|
|
—
|
|
|
—
|
|
|
34,560
|
|
|||||
Core bond fund
|
|
—
|
|
|
27,509
|
|
|
—
|
|
|
—
|
|
|
27,509
|
|
|||||
High-yield bond fund
|
|
—
|
|
|
16,557
|
|
|
—
|
|
|
—
|
|
|
16,557
|
|
|||||
Emerging markets bond fund
|
|
—
|
|
|
15,342
|
|
|
—
|
|
|
—
|
|
|
15,342
|
|
|||||
Combination debt/equity/other funds
|
|
—
|
|
|
12,277
|
|
|
—
|
|
|
—
|
|
|
12,277
|
|
|||||
Alternative investments fund
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,386
|
|
|
16,386
|
|
|||||
Real estate securities fund
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,500
|
|
|
9,500
|
|
|||||
Cash equivalents
|
|
248
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
248
|
|
|||||
Total Nuclear Decommissioning Trust
|
|
248
|
|
|
157,101
|
|
|
—
|
|
|
31,830
|
|
|
189,179
|
|
|||||
Trading Securities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic equity funds
|
|
—
|
|
|
17,782
|
|
|
—
|
|
|
—
|
|
|
17,782
|
|
|||||
International equity fund
|
|
—
|
|
|
4,220
|
|
|
—
|
|
|
—
|
|
|
4,220
|
|
|||||
Core bond fund
|
|
—
|
|
|
11,935
|
|
|
—
|
|
|
—
|
|
|
11,935
|
|
|||||
Cash equivalents
|
|
156
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
156
|
|
|||||
Total Trading Securities
|
|
156
|
|
|
33,937
|
|
|
—
|
|
|
—
|
|
|
34,093
|
|
|||||
Total Assets Measured at Fair Value
|
|
$
|
404
|
|
|
$
|
191,038
|
|
|
$
|
—
|
|
|
$
|
31,830
|
|
|
$
|
223,272
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
As of December 31, 2015
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
NAV
|
|
Total
|
||||||||||
|
|
(In Thousands)
|
||||||||||||||||||
Nuclear Decommissioning Trust:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic equity funds
|
|
$
|
—
|
|
|
$
|
50,872
|
|
|
$
|
—
|
|
|
$
|
6,050
|
|
|
$
|
56,922
|
|
International equity funds
|
|
—
|
|
|
33,595
|
|
|
—
|
|
|
—
|
|
|
33,595
|
|
|||||
Core bond fund
|
|
—
|
|
|
25,976
|
|
|
—
|
|
|
—
|
|
|
25,976
|
|
|||||
High-yield bond fund
|
|
—
|
|
|
15,288
|
|
|
—
|
|
|
—
|
|
|
15,288
|
|
|||||
Emerging markets bond fund
|
|
—
|
|
|
13,584
|
|
|
—
|
|
|
—
|
|
|
13,584
|
|
|||||
Combination debt/equity/other funds
|
|
—
|
|
|
11,343
|
|
|
—
|
|
|
—
|
|
|
11,343
|
|
|||||
Alternative investments fund
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,439
|
|
|
16,439
|
|
|||||
Real estate securities fund
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,823
|
|
|
10,823
|
|
|||||
Cash equivalents
|
|
87
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87
|
|
|||||
Total Nuclear Decommissioning Trust
|
|
87
|
|
|
150,658
|
|
|
—
|
|
|
33,312
|
|
|
184,057
|
|
|||||
Trading Securities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic equity funds
|
|
—
|
|
|
17,876
|
|
|
—
|
|
|
—
|
|
|
17,876
|
|
|||||
International equity fund
|
|
—
|
|
|
4,430
|
|
|
—
|
|
|
—
|
|
|
4,430
|
|
|||||
Core bond fund
|
|
—
|
|
|
11,423
|
|
|
—
|
|
|
—
|
|
|
11,423
|
|
|||||
Cash equivalents
|
|
159
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
159
|
|
|||||
Total Trading Securities
|
|
159
|
|
|
33,729
|
|
|
—
|
|
|
—
|
|
|
33,888
|
|
|||||
Total Assets Measured at Fair Value
|
|
$
|
246
|
|
|
$
|
184,387
|
|
|
$
|
—
|
|
|
$
|
33,312
|
|
|
$
|
217,945
|
|
|
As of June 30, 2016
|
|
As of December 31, 2015
|
|
As of June 30, 2016
|
||||||||||||||
|
Fair Value
|
|
Unfunded
Commitments
|
|
Fair Value
|
|
Unfunded
Commitments
|
|
Redemption
Frequency
|
|
Length of
Settlement
|
||||||||
|
(In Thousands)
|
|
|
|
|
||||||||||||||
Nuclear Decommissioning Trust:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Domestic equity funds
|
$
|
5,944
|
|
|
$
|
3,689
|
|
|
$
|
6,050
|
|
|
$
|
1,948
|
|
|
(a)
|
|
(a)
|
Alternative investments fund (b)
|
16,386
|
|
|
—
|
|
|
16,439
|
|
|
—
|
|
|
Quarterly
|
|
65 days
|
||||
Real estate securities fund (b)
|
9,500
|
|
|
—
|
|
|
10,823
|
|
|
—
|
|
|
Quarterly
|
|
65 days
|
||||
Total
|
$
|
31,830
|
|
|
$
|
3,689
|
|
|
$
|
33,312
|
|
|
$
|
1,948
|
|
|
|
|
|
(a)
|
This investment is in four long-term private equity funds that do not permit early withdrawal. Our investments in these funds cannot be distributed until the underlying investments have been liquidated, which may take years from the date of initial liquidation. Two funds have begun to make distributions. Our initial investment in the third fund occurred in the third quarter of 2013.
Our initial investment in the fourth fund occurred in the second quarter of 2016. The term of the third and fourth fund is
15
years, subject to the general partner’s right to extend the term for up to three additional one-year periods.
|
(b)
|
There is a holdback on final redemptions.
|
|
|
|
|
Gross Unrealized
|
|
|
|
|
|||||||||||
Security Type
|
|
Cost
|
|
Gain
|
|
Loss
|
|
Fair Value
|
|
Allocation
|
|||||||||
|
|
(Dollars In Thousands)
|
|
|
|||||||||||||||
As of June 30, 2016:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Domestic equity funds
|
|
$
|
49,844
|
|
|
$
|
6,965
|
|
|
$
|
(9
|
)
|
|
$
|
56,800
|
|
|
30
|
%
|
International equity funds
|
|
33,935
|
|
|
1,201
|
|
|
(576
|
)
|
|
34,560
|
|
|
18
|
%
|
||||
Core bond fund
|
|
26,882
|
|
|
627
|
|
|
—
|
|
|
27,509
|
|
|
15
|
%
|
||||
High-yield bond fund
|
|
17,405
|
|
|
—
|
|
|
(848
|
)
|
|
16,557
|
|
|
9
|
%
|
||||
Emerging market bond fund
|
|
16,145
|
|
|
—
|
|
|
(803
|
)
|
|
15,342
|
|
|
8
|
%
|
||||
Combination debt/equity/other funds
|
|
9,003
|
|
|
3,274
|
|
|
—
|
|
|
12,277
|
|
|
6
|
%
|
||||
Alternative investment fund
|
|
15,000
|
|
|
1,386
|
|
|
—
|
|
|
16,386
|
|
|
9
|
%
|
||||
Real estate securities fund
|
|
9,500
|
|
|
—
|
|
|
—
|
|
|
9,500
|
|
|
5
|
%
|
||||
Cash equivalents
|
|
248
|
|
|
—
|
|
|
—
|
|
|
248
|
|
|
<1%
|
|
||||
Total
|
|
$
|
177,962
|
|
|
$
|
13,453
|
|
|
$
|
(2,236
|
)
|
|
$
|
189,179
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
As of December 31, 2015:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Domestic equity funds
|
|
$
|
49,488
|
|
|
$
|
7,436
|
|
|
$
|
(2
|
)
|
|
$
|
56,922
|
|
|
32
|
%
|
International equity funds
|
|
33,458
|
|
|
1,372
|
|
|
(1,235
|
)
|
|
33,595
|
|
|
18
|
%
|
||||
Core bond fund
|
|
26,397
|
|
|
—
|
|
|
(421
|
)
|
|
25,976
|
|
|
14
|
%
|
||||
High-yield bond fund
|
|
17,047
|
|
|
—
|
|
|
(1,759
|
)
|
|
15,288
|
|
|
8
|
%
|
||||
Emerging market bond fund
|
|
16,306
|
|
|
—
|
|
|
(2,722
|
)
|
|
13,584
|
|
|
7
|
%
|
||||
Combination debt/equity/other funds
|
|
8,239
|
|
|
3,104
|
|
|
—
|
|
|
11,343
|
|
|
6
|
%
|
||||
Alternative investment fund
|
|
15,000
|
|
|
1,439
|
|
|
—
|
|
|
16,439
|
|
|
9
|
%
|
||||
Real estate securities fund
|
|
11,026
|
|
|
—
|
|
|
(203
|
)
|
|
10,823
|
|
|
6
|
%
|
||||
Cash equivalents
|
|
87
|
|
|
—
|
|
|
—
|
|
|
87
|
|
|
<1%
|
|
||||
Total
|
|
$
|
177,048
|
|
|
$
|
13,351
|
|
|
$
|
(6,342
|
)
|
|
$
|
184,057
|
|
|
100
|
%
|
|
Less than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
Gross
Unrealized
Losses
|
|
Fair Value
|
|
Gross
Unrealized
Losses
|
||||||||||||
|
(In Thousands)
|
||||||||||||||||||||||
As of June 30, 2016:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Domestic equity funds
|
$
|
861
|
|
|
$
|
(9
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
861
|
|
|
$
|
(9
|
)
|
International equity funds
|
—
|
|
|
—
|
|
|
7,426
|
|
|
(576
|
)
|
|
7,426
|
|
|
(576
|
)
|
||||||
High-yield bond fund
|
—
|
|
|
—
|
|
|
16,557
|
|
|
(848
|
)
|
|
16,557
|
|
|
(848
|
)
|
||||||
Emerging market bond fund
|
—
|
|
|
—
|
|
|
15,342
|
|
|
(803
|
)
|
|
15,342
|
|
|
(803
|
)
|
||||||
Total
|
$
|
861
|
|
|
$
|
(9
|
)
|
|
$
|
39,325
|
|
|
$
|
(2,227
|
)
|
|
$
|
40,186
|
|
|
$
|
(2,236
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
As of December 31, 2015:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Domestic equity funds
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
668
|
|
|
$
|
(2
|
)
|
|
$
|
668
|
|
|
$
|
(2
|
)
|
International equity funds
|
—
|
|
|
—
|
|
|
6,717
|
|
|
(1,235
|
)
|
|
6,717
|
|
|
(1,235
|
)
|
||||||
Core bond funds
|
25,976
|
|
|
(421
|
)
|
|
—
|
|
|
—
|
|
|
25,976
|
|
|
(421
|
)
|
||||||
High-yield bond fund
|
15,288
|
|
|
(1,759
|
)
|
|
—
|
|
|
—
|
|
|
15,288
|
|
|
(1,759
|
)
|
||||||
Emerging market bond fund
|
—
|
|
|
—
|
|
|
13,584
|
|
|
(2,722
|
)
|
|
13,584
|
|
|
(2,722
|
)
|
||||||
Real estate securities fund
|
—
|
|
|
—
|
|
|
10,823
|
|
|
(203
|
)
|
|
10,823
|
|
|
(203
|
)
|
||||||
Total
|
$
|
41,264
|
|
|
$
|
(2,180
|
)
|
|
$
|
31,792
|
|
|
$
|
(4,162
|
)
|
|
$
|
73,056
|
|
|
$
|
(6,342
|
)
|
|
|
Pension Benefits
|
|
Post-retirement Benefits
|
||||||||||||
Three Months Ended June 30,
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
(In Thousands)
|
||||||||||||||
Components of Net Periodic Cost (Benefit):
|
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
4,633
|
|
|
$
|
5,348
|
|
|
$
|
271
|
|
|
$
|
361
|
|
Interest cost
|
|
10,921
|
|
|
10,753
|
|
|
1,393
|
|
|
1,422
|
|
||||
Expected return on plan assets
|
|
(10,663
|
)
|
|
(10,059
|
)
|
|
(1,708
|
)
|
|
(1,654
|
)
|
||||
Amortization of unrecognized:
|
|
|
|
|
|
|
|
|
||||||||
Prior service costs
|
|
174
|
|
|
130
|
|
|
114
|
|
|
114
|
|
||||
Actuarial loss (gain), net
|
|
5,146
|
|
|
8,053
|
|
|
(280
|
)
|
|
95
|
|
||||
Net periodic cost (benefit) before regulatory adjustment
|
|
10,211
|
|
|
14,225
|
|
|
(210
|
)
|
|
338
|
|
||||
Regulatory adjustment (a)
|
|
3,306
|
|
|
1,534
|
|
|
(486
|
)
|
|
1,013
|
|
||||
Net periodic cost (benefit)
|
|
$
|
13,517
|
|
|
$
|
15,759
|
|
|
$
|
(696
|
)
|
|
$
|
1,351
|
|
(a)
|
The regulatory adjustment represents the difference between current period pension or post-retirement benefit expense and the amount of such expense recognized in setting our prices.
|
|
|
Pension Benefits
|
|
Post-retirement Benefits
|
||||||||||||
Six Months Ended June 30,
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
(In Thousands)
|
||||||||||||||
Components of Net Periodic Cost (Benefit):
|
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
9,297
|
|
|
$
|
10,696
|
|
|
$
|
542
|
|
|
$
|
722
|
|
Interest cost
|
|
21,880
|
|
|
21,507
|
|
|
2,786
|
|
|
2,845
|
|
||||
Expected return on plan assets
|
|
(21,326
|
)
|
|
(20,118
|
)
|
|
(3,417
|
)
|
|
(3,307
|
)
|
||||
Amortization of unrecognized:
|
|
|
|
|
|
|
|
|
||||||||
Prior service costs
|
|
420
|
|
|
260
|
|
|
228
|
|
|
227
|
|
||||
Actuarial loss (gain), net
|
|
10,534
|
|
|
15,714
|
|
|
(560
|
)
|
|
190
|
|
||||
Net periodic cost (benefit) before regulatory adjustment
|
|
20,805
|
|
|
28,059
|
|
|
(421
|
)
|
|
677
|
|
||||
Regulatory adjustment (a)
|
|
6,613
|
|
|
3,332
|
|
|
(972
|
)
|
|
2,026
|
|
||||
Net periodic cost (benefit)
|
|
$
|
27,418
|
|
|
$
|
31,391
|
|
|
$
|
(1,393
|
)
|
|
$
|
2,703
|
|
(a)
|
The regulatory adjustment represents the difference between current period pension or post-retirement benefit expense and the amount of such expense recognized in setting our prices.
|
|
|
Pension Benefits
|
|
Post-retirement Benefits
|
||||||||||||
Three Months Ended June 30,
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
(In Thousands)
|
||||||||||||||
Components of Net Periodic Cost (Benefit):
|
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
1,687
|
|
|
$
|
1,899
|
|
|
$
|
32
|
|
|
$
|
34
|
|
Interest cost
|
|
2,414
|
|
|
2,254
|
|
|
82
|
|
|
79
|
|
||||
Expected return on plan assets
|
|
(2,430
|
)
|
|
(2,261
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of unrecognized:
|
|
|
|
|
|
|
|
|
||||||||
Prior service costs
|
|
14
|
|
|
14
|
|
|
—
|
|
|
—
|
|
||||
Actuarial loss (gain), net
|
|
1,089
|
|
|
1,482
|
|
|
(4
|
)
|
|
1
|
|
||||
Net periodic cost before regulatory adjustment
|
|
2,774
|
|
|
3,388
|
|
|
110
|
|
|
114
|
|
||||
Regulatory adjustment (a)
|
|
483
|
|
|
(304
|
)
|
|
—
|
|
|
—
|
|
||||
Net periodic cost
|
|
$
|
3,257
|
|
|
$
|
3,084
|
|
|
$
|
110
|
|
|
$
|
114
|
|
(a)
|
The regulatory adjustment represents the difference between current period pension or post-retirement benefit expense and the amount of such expense recognized in setting our prices.
|
|
|
Pension Benefits
|
|
Post-retirement Benefits
|
||||||||||||
Six Months Ended June 30,
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
(In Thousands)
|
||||||||||||||
Components of Net Periodic Cost (Benefit):
|
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
3,374
|
|
|
$
|
3,797
|
|
|
$
|
64
|
|
|
$
|
69
|
|
Interest cost
|
|
4,828
|
|
|
4,508
|
|
|
163
|
|
|
157
|
|
||||
Expected return on plan assets
|
|
(4,861
|
)
|
|
(4,522
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of unrecognized:
|
|
|
|
|
|
|
|
|
||||||||
Prior service costs
|
|
28
|
|
|
28
|
|
|
—
|
|
|
—
|
|
||||
Actuarial loss (gain), net
|
|
2,178
|
|
|
2,965
|
|
|
(8
|
)
|
|
1
|
|
||||
Net periodic cost before regulatory adjustment
|
|
5,547
|
|
|
6,776
|
|
|
219
|
|
|
227
|
|
||||
Regulatory adjustment (a)
|
|
966
|
|
|
(608
|
)
|
|
—
|
|
|
—
|
|
||||
Net periodic cost
|
|
$
|
6,513
|
|
|
$
|
6,168
|
|
|
$
|
219
|
|
|
$
|
227
|
|
(a)
|
The regulatory adjustment represents the difference between current period pension or post-retirement benefit expense and the amount of such expense recognized in setting our prices.
|
|
As of
|
|
As of
|
||||
|
June 30, 2016
|
|
December 31, 2015
|
||||
|
(In Thousands)
|
||||||
Assets:
|
|
|
|
||||
Property, plant and equipment of variable interest entities, net
|
$
|
263,072
|
|
|
$
|
268,239
|
|
Regulatory assets (a)
|
9,758
|
|
|
9,088
|
|
||
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Current maturities of long-term debt of variable interest entities
|
$
|
26,842
|
|
|
$
|
28,309
|
|
Accrued interest (b)
|
867
|
|
|
2,457
|
|
||
Long-term debt of variable interest entities, net
|
111,230
|
|
|
138,097
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||
|
|
2016
|
|
2015
|
|
Change
|
|
2016
|
|
2015
|
|
Change
|
||||||||||||
|
|
(Dollars In Thousands, Except Per Share Amounts)
|
||||||||||||||||||||||
Net income attributable to Westar Energy, Inc.
|
|
$
|
72,340
|
|
|
$
|
63,710
|
|
|
$
|
8,630
|
|
|
$
|
137,925
|
|
|
$
|
114,690
|
|
|
$
|
23,235
|
|
Earnings per common share, basic
|
|
0.51
|
|
|
0.47
|
|
|
0.04
|
|
|
0.97
|
|
|
0.85
|
|
|
0.12
|
|
•
|
further regulation of GHGs by the EPA, including regulations pursuant to the CPP and future legislation that could be proposed by the U.S. Congress;
|
•
|
various proposed and expected regulations governing air emissions including those relating to NAAQS (particularly those relating to PM, NOx, ozone, CO and SO
2
) and the Cross-State Air Pollution Rule;
|
•
|
the definition of Waters of the United States for purposes of the CWA; and,
|
•
|
the regulation of CCB.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||||
|
(Dollars In Thousands, Except Per Share Amounts)
|
||||||||||||||||||||||||||||
REVENUES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Residential
|
$
|
202,838
|
|
|
$
|
173,677
|
|
|
$
|
29,161
|
|
|
16.8
|
|
|
$
|
382,128
|
|
|
$
|
354,970
|
|
|
$
|
27,158
|
|
|
7.7
|
|
Commercial
|
188,197
|
|
|
175,994
|
|
|
12,203
|
|
|
6.9
|
|
|
353,870
|
|
|
337,300
|
|
|
16,570
|
|
|
4.9
|
|
||||||
Industrial
|
108,004
|
|
|
103,151
|
|
|
4,853
|
|
|
4.7
|
|
|
208,702
|
|
|
199,630
|
|
|
9,072
|
|
|
4.5
|
|
||||||
Other retail
|
(16,502
|
)
|
|
(7,660
|
)
|
|
(8,842
|
)
|
|
(115.4
|
)
|
|
(30,884
|
)
|
|
(7,122
|
)
|
|
(23,762
|
)
|
|
(333.6
|
)
|
||||||
Total Retail Revenues
|
482,537
|
|
|
445,162
|
|
|
37,375
|
|
|
8.4
|
|
|
913,816
|
|
|
884,778
|
|
|
29,038
|
|
|
3.3
|
|
||||||
Wholesale
|
66,687
|
|
|
74,828
|
|
|
(8,141
|
)
|
|
(10.9
|
)
|
|
134,099
|
|
|
161,584
|
|
|
(27,485
|
)
|
|
(17.0
|
)
|
||||||
Transmission
|
66,620
|
|
|
61,295
|
|
|
5,325
|
|
|
8.7
|
|
|
130,535
|
|
|
119,880
|
|
|
10,655
|
|
|
8.9
|
|
||||||
Other
|
5,604
|
|
|
8,278
|
|
|
(2,674
|
)
|
|
(32.3
|
)
|
|
12,448
|
|
|
14,128
|
|
|
(1,680
|
)
|
|
(11.9
|
)
|
||||||
Total Revenues
|
621,448
|
|
|
589,563
|
|
|
31,885
|
|
|
5.4
|
|
|
1,190,898
|
|
|
1,180,370
|
|
|
10,528
|
|
|
0.9
|
|
||||||
OPERATING EXPENSES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Fuel and purchased power
|
118,630
|
|
|
140,080
|
|
|
(21,450
|
)
|
|
(15.3
|
)
|
|
218,688
|
|
|
295,561
|
|
|
(76,873
|
)
|
|
(26.0
|
)
|
||||||
SPP network transmission costs
|
55,227
|
|
|
57,352
|
|
|
(2,125
|
)
|
|
(3.7
|
)
|
|
115,987
|
|
|
114,164
|
|
|
1,823
|
|
|
1.6
|
|
||||||
Operating and maintenance
|
85,619
|
|
|
82,739
|
|
|
2,880
|
|
|
3.5
|
|
|
163,377
|
|
|
167,819
|
|
|
(4,442
|
)
|
|
(2.6
|
)
|
||||||
Depreciation and amortization
|
84,226
|
|
|
76,759
|
|
|
7,467
|
|
|
9.7
|
|
|
167,866
|
|
|
151,345
|
|
|
16,521
|
|
|
10.9
|
|
||||||
Selling, general and administrative
|
75,724
|
|
|
63,663
|
|
|
12,061
|
|
|
18.9
|
|
|
132,179
|
|
|
119,082
|
|
|
13,097
|
|
|
11.0
|
|
||||||
Taxes other than income tax
|
48,407
|
|
|
37,494
|
|
|
10,913
|
|
|
29.1
|
|
|
97,375
|
|
|
75,365
|
|
|
22,010
|
|
|
29.2
|
|
||||||
Total Operating Expenses
|
467,833
|
|
|
458,087
|
|
|
9,746
|
|
|
2.1
|
|
|
895,472
|
|
|
923,336
|
|
|
(27,864
|
)
|
|
(3.0
|
)
|
||||||
INCOME FROM OPERATIONS
|
153,615
|
|
|
131,476
|
|
|
22,139
|
|
|
16.8
|
|
|
295,426
|
|
|
257,034
|
|
|
38,392
|
|
|
14.9
|
|
||||||
OTHER INCOME (EXPENSE):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Investment earnings
|
2,280
|
|
|
1,634
|
|
|
646
|
|
|
39.5
|
|
|
4,296
|
|
|
4,113
|
|
|
183
|
|
|
4.4
|
|
||||||
Other income
|
3,382
|
|
|
15,121
|
|
|
(11,739
|
)
|
|
(77.6
|
)
|
|
12,860
|
|
|
17,935
|
|
|
(5,075
|
)
|
|
(28.3
|
)
|
||||||
Other expense
|
(2,908
|
)
|
|
(2,633
|
)
|
|
(275
|
)
|
|
(10.4
|
)
|
|
(8,451
|
)
|
|
(8,345
|
)
|
|
(106
|
)
|
|
(1.3
|
)
|
||||||
Total Other Income
|
2,754
|
|
|
14,122
|
|
|
(11,368
|
)
|
|
(80.5
|
)
|
|
8,705
|
|
|
13,703
|
|
|
(4,998
|
)
|
|
(36.5
|
)
|
||||||
Interest expense
|
39,683
|
|
|
45,516
|
|
|
(5,833
|
)
|
|
(12.8
|
)
|
|
80,114
|
|
|
89,814
|
|
|
(9,700
|
)
|
|
(10.8
|
)
|
||||||
INCOME BEFORE INCOME TAXES
|
116,686
|
|
|
100,082
|
|
|
16,604
|
|
|
16.6
|
|
|
224,017
|
|
|
180,923
|
|
|
43,094
|
|
|
23.8
|
|
||||||
Income tax expense
|
40,542
|
|
|
33,839
|
|
|
6,703
|
|
|
19.8
|
|
|
79,165
|
|
|
61,517
|
|
|
17,648
|
|
|
28.7
|
|
||||||
NET INCOME
|
76,144
|
|
|
66,243
|
|
|
9,901
|
|
|
14.9
|
|
|
144,852
|
|
|
119,406
|
|
|
25,446
|
|
|
21.3
|
|
||||||
Less: Net income attributable to noncontrolling interests
|
3,804
|
|
|
2,533
|
|
|
1,271
|
|
|
50.2
|
|
|
6,927
|
|
|
4,716
|
|
|
2,211
|
|
|
46.9
|
|
||||||
NET INCOME ATTRIBUTABLE TO WESTAR ENERGY, INC.
|
$
|
72,340
|
|
|
$
|
63,710
|
|
|
$
|
8,630
|
|
|
13.5
|
|
|
$
|
137,925
|
|
|
$
|
114,690
|
|
|
$
|
23,235
|
|
|
20.3
|
|
BASIC EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING ATTRIBUTABLE TO WESTAR ENERGY, INC.
|
$
|
0.51
|
|
|
$
|
0.47
|
|
|
$
|
0.04
|
|
|
8.5
|
|
|
$
|
0.97
|
|
|
$
|
0.85
|
|
|
$
|
0.12
|
|
|
14.1
|
|
DILUTED EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING ATTRIBUTABLE TO WESTAR ENERGY, INC.
|
$
|
0.51
|
|
|
$
|
0.46
|
|
|
$
|
0.05
|
|
|
10.9
|
|
|
$
|
0.97
|
|
|
$
|
0.84
|
|
|
$
|
0.13
|
|
|
15.5
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||||
|
(Dollars In Thousands)
|
||||||||||||||||||||||||||||
Revenues
|
$
|
621,448
|
|
|
$
|
589,563
|
|
|
$
|
31,885
|
|
|
5.4
|
|
|
$
|
1,190,898
|
|
|
$
|
1,180,370
|
|
|
$
|
10,528
|
|
|
0.9
|
|
Less: Fuel and purchased power expense
|
118,630
|
|
|
140,080
|
|
|
(21,450
|
)
|
|
(15.3
|
)
|
|
218,688
|
|
|
295,561
|
|
|
(76,873
|
)
|
|
(26.0
|
)
|
||||||
SPP network transmission costs
|
55,227
|
|
|
57,352
|
|
|
(2,125
|
)
|
|
(3.7
|
)
|
|
115,987
|
|
|
114,164
|
|
|
1,823
|
|
|
1.6
|
|
||||||
Gross Margin
|
$
|
447,591
|
|
|
$
|
392,131
|
|
|
$
|
55,460
|
|
|
14.1
|
|
|
$
|
856,223
|
|
|
$
|
770,645
|
|
|
$
|
85,578
|
|
|
11.1
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||
|
(Thousands of MWh)
|
||||||||||||||||||||||
ELECTRICITY SALES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Residential
|
1,492
|
|
|
1,386
|
|
|
106
|
|
|
7.6
|
|
|
2,889
|
|
|
2,940
|
|
|
(51
|
)
|
|
(1.7
|
)
|
Commercial
|
1,875
|
|
|
1,835
|
|
|
40
|
|
|
2.2
|
|
|
3,533
|
|
|
3,567
|
|
|
(34
|
)
|
|
(1.0
|
)
|
Industrial
|
1,391
|
|
|
1,408
|
|
|
(17
|
)
|
|
(1.2
|
)
|
|
2,693
|
|
|
2,732
|
|
|
(39
|
)
|
|
(1.4
|
)
|
Other retail
|
19
|
|
|
22
|
|
|
(3
|
)
|
|
(13.6
|
)
|
|
40
|
|
|
41
|
|
|
(1
|
)
|
|
(2.4
|
)
|
Total Retail
|
4,777
|
|
|
4,651
|
|
|
126
|
|
|
2.7
|
|
|
9,155
|
|
|
9,280
|
|
|
(125
|
)
|
|
(1.3
|
)
|
Wholesale
|
1,696
|
|
|
2,046
|
|
|
(350
|
)
|
|
(17.1
|
)
|
|
3,570
|
|
|
4,617
|
|
|
(1,047
|
)
|
|
(22.7
|
)
|
Total
|
6,473
|
|
|
6,697
|
|
|
(224
|
)
|
|
(3.3
|
)
|
|
12,725
|
|
|
13,897
|
|
|
(1,172
|
)
|
|
(8.4
|
)
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|||||||||||||
|
(Dollars In Thousands)
|
|||||||||||||||||||||||||||
Gross margin
|
$
|
447,591
|
|
|
$
|
392,131
|
|
|
$
|
55,460
|
|
|
14.1
|
|
$
|
856,223
|
|
|
$
|
770,645
|
|
|
$
|
85,578
|
|
|
11.1
|
|
Less: Operating and maintenance expense
|
85,619
|
|
|
82,739
|
|
|
2,880
|
|
|
3.5
|
|
163,377
|
|
|
167,819
|
|
|
(4,442
|
)
|
|
(2.6
|
)
|
||||||
Depreciation and amortization expense
|
84,226
|
|
|
76,759
|
|
|
7,467
|
|
|
9.7
|
|
167,866
|
|
|
151,345
|
|
|
16,521
|
|
|
10.9
|
|
||||||
Selling, general and administrative expense
|
75,724
|
|
|
63,663
|
|
|
12,061
|
|
|
18.9
|
|
132,179
|
|
|
119,082
|
|
|
13,097
|
|
|
11.0
|
|
||||||
Taxes other than income tax
|
48,407
|
|
|
37,494
|
|
|
10,913
|
|
|
29.1
|
|
97,375
|
|
|
75,365
|
|
|
22,010
|
|
|
29.2
|
|
||||||
Income from operations
|
$
|
153,615
|
|
|
$
|
131,476
|
|
|
$
|
22,139
|
|
|
16.8
|
|
$
|
295,426
|
|
|
$
|
257,034
|
|
|
$
|
38,392
|
|
|
14.9
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|||||||||||||
|
(Dollars in Thousands)
|
|||||||||||||||||||||||||||
Operating and maintenance expense
|
$
|
85,619
|
|
|
$
|
82,739
|
|
|
$
|
2,880
|
|
|
3.5
|
|
$
|
163,377
|
|
|
$
|
167,819
|
|
|
$
|
(4,442
|
)
|
|
(2.6
|
)
|
•
|
higher operating and maintenance costs at our coal fired plants of $5.2 million, due primarily to scheduled outages; however,
|
•
|
partially offsetting this increase was a $1.7 million decrease in operating and maintenance costs related to retiring three generating units in late 2015.
|
•
|
lower distribution maintenance expense of $4.0 million due partially to focusing our labor resources on capital improvements in 2016 as part of a plan to improve long-term reliability; and
|
•
|
a $3.7 million decrease in operating and maintenance costs related to retiring three generating units in late 2015; however,
|
•
|
partially offsetting these decreases was higher operating and maintenance costs at our coal fired plants of $5.0 million, due primarily to scheduled outages.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||
|
(Dollars in Thousands)
|
||||||||||||||||||||||||||
Depreciation and amortization expense
|
$
|
84,226
|
|
|
$
|
76,759
|
|
|
$
|
7,467
|
|
|
9.7
|
|
$
|
167,866
|
|
|
$
|
151,345
|
|
|
$
|
16,521
|
|
|
10.9
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||
|
(Dollars in Thousands)
|
||||||||||||||||||||||||||
Selling, general and administrative expense
|
$
|
75,724
|
|
|
$
|
63,663
|
|
|
$
|
12,061
|
|
|
18.9
|
|
$
|
132,179
|
|
|
$
|
119,082
|
|
|
$
|
13,097
|
|
|
11.0
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||
|
(Dollars in Thousands)
|
||||||||||||||||||||||||||
Taxes other than income tax
|
$
|
48,407
|
|
|
$
|
37,494
|
|
|
$
|
10,913
|
|
|
29.1
|
|
$
|
97,375
|
|
|
$
|
75,365
|
|
|
$
|
22,010
|
|
|
29.2
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||||
|
(Dollars in Thousands)
|
||||||||||||||||||||||||||||
Other income
|
$
|
3,382
|
|
|
$
|
15,121
|
|
|
$
|
(11,739
|
)
|
|
(77.6
|
)
|
|
$
|
12,860
|
|
|
$
|
17,935
|
|
|
$
|
(5,075
|
)
|
|
(28.3
|
)
|
•
|
recording lower COLI benefits of $13.8 million and $7.3 million, respectively; however,
|
•
|
partially offsetting this decrease was an increase in equity AFUDC of $2.7 million and $3.2 million, respectively.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||||
|
(Dollars in Thousands)
|
||||||||||||||||||||||||||||
Interest expense
|
$
|
39,683
|
|
|
$
|
45,516
|
|
|
$
|
(5,833
|
)
|
|
(12.8
|
)
|
|
$
|
80,114
|
|
|
$
|
89,814
|
|
|
$
|
(9,700
|
)
|
|
(10.8
|
)
|
•
|
a decrease in interest expense on long-term debt of $3.1 million and $6.6 million, respectively, due primarily to refinancing long-term debt;
|
•
|
a decrease in interest expense on long-term debt of VIEs of $1.5 million and $2.6 million, respectively, due primarily to refinancing long-term debt of VIEs; and
|
•
|
an increase in debt AFUDC of $1.8 million for both periods.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
||||||||||||
|
(Dollars in Thousands)
|
||||||||||||||||||||||||||
Income tax expense
|
$
|
40,542
|
|
|
$
|
33,839
|
|
|
$
|
6,703
|
|
|
19.8
|
|
$
|
79,165
|
|
|
$
|
61,517
|
|
|
$
|
17,648
|
|
|
28.7
|
|
As of
|
|
As of
|
|
|
|
|
|||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
Change
|
|
% Change
|
|||||||
|
(Dollars in Thousands)
|
|||||||||||||
Regulatory assets
|
$
|
822,100
|
|
|
$
|
860,918
|
|
|
$
|
(38,818
|
)
|
|
(4.5
|
)
|
Regulatory liabilities
|
281,550
|
|
|
292,811
|
|
|
(11,261
|
)
|
|
(3.8
|
)
|
|||
Net regulatory assets
|
$
|
540,550
|
|
|
$
|
568,107
|
|
|
$
|
(27,557
|
)
|
|
(4.9
|
)
|
•
|
a $18.0 million decrease in deferred employee benefit costs;
|
•
|
a $11.0 million decrease in amounts deferred for property taxes;
|
•
|
a $9.4 million decrease in amounts due from customers for future income taxes; and
|
•
|
a $7.7 million decrease in amounts deferred for Wolf Creek refueling and maintenance outages; however,
|
•
|
partially offsetting these decreases was a $4.0 million increase in unrecovered amounts related to the retirement of analog meters prior to the end of their remaining useful lives due to modernization of meter technology.
|
|
As of
|
|
As of
|
|
|
|
|
||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
Change
|
|
% Change
|
||||||
|
(Dollars in Thousands)
|
||||||||||||
Property, plant and equipment, net
|
$
|
8,800,698
|
|
|
$
|
8,524,902
|
|
|
$
|
275,796
|
|
|
3.2
|
|
As of
|
|
As of
|
|
|
|
|
|||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
Change
|
|
% Change
|
|||||||
|
(Dollars in Thousands)
|
|||||||||||||
Short-term debt
|
$
|
177,000
|
|
|
$
|
250,300
|
|
|
$
|
(73,300
|
)
|
|
(29.3
|
)
|
|
As of
|
|
As of
|
|
|
|
|
||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
Change
|
|
% Change
|
||||||
|
(Dollars in Thousands)
|
||||||||||||
Current maturities of long-term debt
|
$
|
125,000
|
|
|
$
|
—
|
|
|
$
|
125,000
|
|
|
—
|
Long-term debt, net
|
3,387,696
|
|
|
3,163,950
|
|
|
223,746
|
|
|
7.1
|
|||
Total long-term debt
|
$
|
3,512,696
|
|
|
$
|
3,163,950
|
|
|
$
|
348,746
|
|
|
11.0
|
|
As of
|
|
As of
|
|
|
|
|
|||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
Change
|
|
% Change
|
|||||||
|
(Dollars in Thousands)
|
|||||||||||||
Current maturities of long-term debt of variable interest entities
|
$
|
26,842
|
|
|
$
|
28,309
|
|
|
$
|
(1,467
|
)
|
|
(5.2
|
)
|
Long-term debt of variable interest entities
|
111,230
|
|
|
138,097
|
|
|
(26,867
|
)
|
|
(19.5
|
)
|
|||
Total long-term debt of variable interest entities
|
$
|
138,072
|
|
|
$
|
166,406
|
|
|
$
|
(28,334
|
)
|
|
(17.0
|
)
|
|
As of
|
|
As of
|
|
|
|
|
||||||
|
June 30, 2016
|
|
December 31, 2015
|
|
Change
|
|
% Change
|
||||||
|
(Dollars in Thousands)
|
||||||||||||
Deferred income taxes
|
$
|
1,655,825
|
|
|
$
|
1,591,430
|
|
|
$
|
64,395
|
|
|
4.0
|
|
Westar
Energy
First
Mortgage
Bond
Rating
|
|
KGE
First
Mortgage
Bond
Rating
|
|
Westar Energy Commercial Paper
|
|
Rating
Outlook
|
Moody’s
|
A2
|
|
A2
|
|
P-2
|
|
Stable
|
S&P (a)
|
A
|
|
A
|
|
A-2
|
|
Negative
|
(a)
|
In May 2016, following the public announcement of the proposed merger with Great Plains Energy, S&P revised its outlook for Westar Energy and KGE to negative from stable.
|
|
|
Six Months Ended June 30,
|
|||||||||||||
|
|
2016
|
|
2015
|
|
Change
|
|
% Change
|
|||||||
|
|
(Dollars In Thousands)
|
|||||||||||||
Cash flows from (used in):
|
|
|
|
|
|
|
|
|
|||||||
Operating activities
|
|
$
|
328,681
|
|
|
$
|
233,012
|
|
|
$
|
95,669
|
|
|
41.1
|
|
Investing activities
|
|
(495,963
|
)
|
|
(348,928
|
)
|
|
(147,035
|
)
|
|
(42.1
|
)
|
|||
Financing activities
|
|
169,264
|
|
|
113,626
|
|
|
55,638
|
|
|
49.0
|
|
|||
Net change in cash and cash equivalents
|
|
$
|
1,982
|
|
|
$
|
(2,290
|
)
|
|
$
|
4,272
|
|
|
(186.6
|
)
|
•
|
we may be liable for damages to Great Plains Energy under the terms and conditions of the merger agreement;
|
•
|
negative reactions from the financial markets, including declines in the price of our common stock due to the fact that the current price may reflect a market assumption that the merger will be completed;
|
•
|
us possibly having to pay Great Plains Energy a termination fee of $280.0 million if the merger agreement is terminated under certain circumstances, including because our board of directors changes its recommendation to shareholders, under certain circumstances; and
|
•
|
the attention of our management will have been diverted to the merger rather than our operations and pursuit of other opportunities.
|
2.1+
|
|
Agreement and Plan of Merger, dated as of May 29, 2016, by and among Westar Energy, Inc., Great Plains Energy Incorporated and Merger Sub (incorporated by reference to Exhibit 2.1 to the Form 8-K filed on May 31, 2016)
|
4.1
|
|
Form of Forty-Sixth Supplemental Indenture, dated as of June 20, 2016, by and between Westar Energy, Inc. and The Bank of New York Mellon Trust Company, N.A., as successor to Harris Trust and Savings Bank (incorporated by reference to Exhibit 4.1 to the Form 8-K filed on June 17, 2016)
|
10.1++
|
|
Amended and Restated Long-Term Incentive and Share Award Plan, effective January 1, 2016 (incorporated by reference to Appendix B to the Proxy Statement filed on April 1, 2016)
|
31(a)
|
|
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 certifying the quarterly report provided for the period ended June 30, 2016
|
31(b)
|
|
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 certifying the quarterly report provided for the period ended June 30, 2016
|
32
|
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 certifying the quarterly report provided for the quarter ended June 30, 2016 (furnished and not to be considered filed as part of the Form 10-Q)
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
+
|
|
The disclosure letters and related schedules to the agreement are not being filed herewith. The registrant agrees to furnish supplementally a copy of any such schedules to the Securities and Exchange Commission upon request.
|
++
|
|
Management contract or compensatory plan or arrangement.
|
|
|
|
|
WESTAR ENERGY, INC.
|
||
|
|
|
|
|
|
|
Date:
|
|
August 2, 2016
|
|
By:
|
|
/s/ Anthony D. Somma
|
|
|
|
|
|
|
Anthony D. Somma
|
|
|
|
|
|
|
Senior Vice President, Chief Financial Officer and Treasurer
|
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