Utilicorp Completes Aquila Short-Form Merger
KANSAS CITY, Mo. – (BUSINESS WIRE) – Jan. 7, 2002 – UtiliCorp United (NYSE:UCU – news) today completed the previously announced short-form merger of its Aquila, Inc. subsidiary (NYSE:ILA – news) with a UtiliCorp subsidiary.
On January 4, UtiliCorp accepted the approximately 76 percent of Aquila Class A common shares that were tendered by Aquila stockholders in UtiliCorp’s exchange offer. The short-form merger enabled UtiliCorp to acquire the shares of Aquila that were not tendered in the exchange offer and regain 100 percent ownership of Aquila, which was an 80 percent-owned subsidiary prior to the exchange offer.
January 7 was the last day that Aquila Class A shares will be publicly traded. Under the terms of the exchange offer, Aquila shareholders received .6896 shares of UtiliCorp common stock in a tax-free exchange for each outstanding share of Aquila Class A common stock tendered. Each remaining Aquila Class A share was converted by the short-form merger into the right to receive UtiliCorp common stock (subject to the exercise of appraisal rights) using the same exchange ratio.
UtiliCorp plans to adopt “Aquila” as its corporate name later in the first quarter. After the name change, its stock will trade under the “ILA” ticker symbol formerly used by Aquila. Based in Kansas City, UtiliCorp United is an international electric and gas company with energy customers and operations across the U.S. and in Canada, the United Kingdom, New Zealand, and Australia. Its Aquila, Inc. subsidiary is one of the largest wholesalers of electricity and natural gas in North America. Aquila also provides wholesale energy services in the U.K. and has a presence in Scandinavia and Germany. At September 30, 2001, UtiliCorp had total assets of $11.9 billion and 12-month sales of $42.3 billion.
Additional Information and Where To Find It
In connection with the proposed transaction, UtiliCorp United Inc. has filed an exchange offer prospectus and related materials with the Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THESE DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain a free copy of the exchange offer prospectus and other documents filed by UtiliCorp with the Commission at the Commission’s web site at http://www.sec.gov/. Free copies of the exchange offer prospectus, as well as UtiliCorp’s related filings with the Commission, may also be obtained from UtiliCorp by directing a request to UtiliCorp United Inc., Investor Relations, 20 West Ninth Street, Kansas City, MO 64105; 816/467-3501.