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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission file number 0-33207
A. Full title of the Plan:
Great Plains Energy Incorporated
(formerly Kansas City Power & Light Company)
Cash or Deferred Arrangement
(Employee Savings Plus Plan)
(hereinafter referred to as "Plan")
B. Name of issuer of the securities held
pursuant to the Plan and the address of its
principal executive office:
Great Plains Energy Incorporated
(formerly Kansas City Power & Light Company)
1201 Walnut
Kansas City, Missouri 64106-2124
GREAT PLAINS ENERGY INCORPORATED (FORMERLY KANSAS CITY POWER & LIGHT COMPANY)
CASH OR DEFERRED ARRANGEMENT ("EMPLOYEE SAVINGS PLUS")
TABLE OF CONTENTS
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Page
INDEPENDENT AUDITORS' REPORT DELOITTE & TOUCHE, LLP 1
INDEPENDENT AUDITORS' REPORT PricewaterhouseCoppers LLP 2
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of
December 31, 2001 and 2000 3
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 2001 4
Notes to Financial Statements 5-8
SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2001:
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets Held
for Investment Purposes at the End of Year 9
Form 5500, Schedule H, Part IV, Line 4j - Schedule of Reportable
Transactions 10
Note: Certain supplemental schedules required by the rules and regulations of
the Department of Labor are omitted because of the absence of conditions under
which they are required.
INDEPENDENT AUDITORS' REPORT
To the Participants and Administrative Committee of the Great Plains Energy
Incorporated (formerly Kansas City Power & Light Company)
Cash or Deferred Arrangement
("Employee Savings Plus")
Kansas City, Missouri
We have audited the accompanying statements of net assets available for benefits
of Great Plains Energy Incorporated Cash or Deferred Arrangement ("Employee
Savings Plus") (the "Plan") as of December 31, 2001, and the related statement
of changes in net assets available for benefits for the year then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audit. The financial statements (statement of changes in net assets
available for benefits not presented herein) of the Plan for the year ended
December 31, 2000 were audited by other auditors whose report, dated June 13,
2001, expressed an unqualified opinion on those statements.
We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the 2001 financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Plan as
of December 31, 2001, and the changes in net assets available for benefits for
the year then ended in conformity with accounting principles generally accepted
in the United States of America.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
Table of Contents are presented for the purpose of additional analysis and are
not a required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. These supplemental schedules are the responsibility of the Plan's
management. The supplemental schedules have been subjected to the auditing
procedures applied in our audit of the basic 2001 financial statements and, in
our opinion, are fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
/s/ DELOITTE & TOUCHE, LLP
June 7, 2002
1
Report of Independent Accountants
To the Participants and Administrative Committee of
the Kansas City Power & Light Company
Cash or Deferred Arrangement Employee Savings Plus Plan
In our opinion, the statement of net assets available for
benefits as of December 31, 2000 presents fairly, in all
material respects, the net assets available for benefits of the
Kansas City Power & Light Company Cash or Deferred Arrangement
Employee Savings Plus Plan (the "Plan") at December 31, 2000 in
conformity with accounting principles generally accepted in the
United States of America. This financial statement is the
responsibility of the Plan's management; our responsibility is
to express an opinion on this financial statement based on our
audit. We conducted our audit of this statement in accordance
with auditing standards generally accepted in the United States
of America, which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial
statement is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statement, assessing the
accounting principles used and significant estimates made by
management, and evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable
basis for our opinion.
/s/PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Kansas City, Missouri
June 13, 2001
2
GREAT PLAINS ENERGY INCORPORATED
(FORMERLY KANSAS CITY POWER & LIGHT COMPANY)
CASH OR DEFERRED ARRANGEMENT
("EMPLOYEE SAVINGS PLUS")
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2001 AND 2000
2001 2000
ASSETS:
Investments (Note 3) $180,754,985 $193,235,751
Receivables:
Employer contributions 125,256 110,406
Employee contributions 437,973 404,672
Loan payments from participants 88,509
Total receivables 563,229 603,587
Cash 134,251
NET ASSETS AVAILABLE FOR BENEFITS $181,452,465 $193,839,338
See notes to financial statements.
3
GREAT PLAINS ENERGY INCORPORATED
(FORMERLY KANSAS CITY POWER & LIGHT COMPANY)
CASH OR DEFERRED ARRANGEMENT
("EMPLOYEE SAVINGS PLUS")
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2001
2001
ADDITIONS:
Investment income:
Interest $ 2,693,053
Dividends 5,119,457
Contributions:
Employer contributions 2,875,116
Employee contributions 10,600,430
Total additions 21,288,056
DEDUCTIONS:
Benefits paid to participants 13,813,243
Net depreciation in fair value of investments 19,861,686
Total deductions 33,674,929
DECREASE IN NET ASSETS (12,386,873)
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 193,839,338
End of year $ 181,452,465
See notes to financial statements.
4
GREAT PLAINS ENERGY INCORPORATED (FORMERLY KANSAS CITY POWER & LIGHT COMPANY)
CASH OR DEFERRED ARRANGEMENT ("EMPLOYEE SAVINGS PLUS")
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2001 AND 2000 AND FOR THE YEAR ENDED DECEMBER 31, 2001
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1. PLAN DESCRIPTION
The following description of the Great Plains Energy Incorporated Cash or
Deferred Arrangement ("Employee Savings Plus") (the "Plan") is provided
for general information purposes only. Participants should refer to the
Plan document for more complete information.
General - The Plan is a defined contribution plan covering all full time
and part time management and full time bargaining unit employees of Kansas
City Power & Light Company, sponsored by Great Plains Energy Incorporated
(the "Company"). The Plan provides that employees are immediately eligible
to make elective contributions to the Plan. Employees beginning employment
during the first fifteen days of a month can begin participating in the
Plan the first day of the following month. If an employee's first day of
employment is after the fifteenth of the month, the employee is eligible
to participate in the Plan the first day of the next following month. The
Company serves as the administrator of the Plan and United Missouri Bank,
N.A. serves as the trustee of the Plan. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Effective October 1, 2001, the name of the Plan changed from Kansas City
Power & Light Company Cash or Deferred Arrangement Employee Savings Plus
Plan to the Great Plains Energy Incorporated Cash or Deferred Arrangement
("Employee Savings Plus") Plan.
Prior to March 1, 2000, the Plan was also available to permanent,
full-time and part-time employees of KLT, Inc., KLT Power Inc., KLT Gas
Inc. and KLT Telecom, Inc. Effective March 1, 2000, the Plan was amended
to terminate the participation of employees of KLT Inc., KLT Power Inc.,
KLT Gas Inc. and KLT Telecom, Inc. The assets of these participants were
transferred to a separate plan.
Contributions - Each year participants may contribute between 2% and 15%
of their annual compensation as defined in the Plan. Participants direct
the investment of their contributions into various investment options
offered by the Plan. Participants are eligible for a matching contribution
after completing one year of service. The Company contributes 50% of the
employee's elective contribution, not to exceed 3% of annual compensation,
as defined in the Plan. The matching contribution is invested directly in
the Great Plains Energy Incorporated Stock Fund although participants who
have attained the age of 55 may transfer funds in their company-match
account to another investment fund offered by the Plan. Contributions are
subject to certain Internal Revenue Code limitations.
Participant Accounts - Each participant's account is credited with the
participant's contribution and allocations of (a) the Company's
contribution, (b) Plan earnings, and charged with an allocation of
administrative expenses. Allocations are based on participant earnings or
account balances, as defined. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's vested
account.
5
Vesting - Participants are immediately vested in their voluntary
contributions plus actual earnings thereon. Vesting in the Company
matching contributions portion of their accounts plus earnings thereon is
based on years of continuous service. A participant is partially vested
after two years and 100 percent vested after six years of credited
service. Participants who retire after age 55, die or become totally or
permanently disabled while an employee of the Company are considered 100%
vested in the Company matching contributions, regardless of their length
of service.
Participant Loans - Participants may borrow from their fund accounts a
minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of
their vested account balance, whichever is less. The loans are secured by
the balance in the participant's account and bear interest at rates equal
to prime plus 2%. Principal and interest is paid ratably through
semi-monthly payroll deductions. Additionally, all loans are made for a
period of less than five years unless proceeds of such loan are
exclusively used for the purchase of a participant's primary residence
which have a maximum of fifteen years.
Payment of Benefits - Participants who leave the Company as a result of
termination, retirement, or permanent disability may receive the vested
interest in their account in one lump-sum payment or in a series of
monthly or annual installments over a period of not longer than five
years, rollover their account to another trustee or elect to defer
distribution until age 62 or retirement, whichever is later. Upon death,
distributions will be made to beneficiaries in a lump sum or in monthly or
annual installments over a period of no more than three years.
Forfeited Accounts - At December 31, 2001 forfeited nonvested accounts
totaled $307. These accounts will be used to reduce employer
contributions. Also, during 2001, employer contributions were reduced by
$14,255 from forfeited nonvested accounts.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The accompanying financial statements have been
prepared in accordance with accounting principles generally accepted in
the United States of America.
Use of Estimates - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect
the reported amounts of net assets available for benefits and changes
therein. Actual results could differ from those estimates. The Plan
utilizes various investment instruments. Investment securities, in
general, are exposed to various risks, such as interest rate, credit, and
overall market volatility. Due to the level of risk associated with
certain investment securities, it is reasonably possible that changes in
the values of investment securities will occur in the near term and that
such changes could materially affect the amounts reported in the financial
statements.
Investment Valuation and Income Recognition - The Plan's investments are
stated at fair value. Quoted market prices are used to value investments.
Shares of mutual funds are valued at the net asset value of shares held by
the Plan at year end. Participant loans are stated at cost, which
approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Dividends are recorded on the ex-dividend date.
Expenses - Administrative expenses of the Plan are paid by either the Plan
or the Company, as provided in the Plan document.
Payment of Benefits - Benefits payments to participants are recorded upon
distribution.
6
3. INVESTMENTS
The Plan's investments that represented five percent or more of the Plan's
net assets available for benefits as of December 31, 2001 and 2000, are as
follows:
December 31,
2001 2000
Great Plains Energy Incorporated Stock Fund,
3,163,481 and 3,020,567 shares, respectively
(includes both nonparticipant-directed and
participant-directed funds) $79,719,728 $82,878,309
Fidelity Magellan Fund, 405,838 and 413,745
shares, respectively 42,296,431 49,359,823
Fidelity Puritan Fund, 888,619 and 856,757
shares, respectively 15,701,893 16,132,643
Fidelity Managed Income Fund, 11,688,859
and 10,037,206 shares, respectively 11,688,859 10,037,206
Fidelity Securities Fund OTC Portfolio, 355,011 and
337,836 shares, respectively 11,065,698 13,868,186
During 2001, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) depreciated
in value by $19,861,686 as follows:
Net Depreciation in Fair Value
Mutual funds $12,643,235
Common stock 7,218,451
$19,861,686
4. NONPARTICIPANT-DIRECTED INVESTMENTS
Information about the net assets and the significant components of the
changes in net assets relating to the nonparticipant-directed investments
is as follows as of December 31, 2001 and 2000, and for the year ended
December 31, 2001. The stock fund is considered to be
nonparticipant-directed for purposes of this disclosure as the
participant-directed and non-participant-directed amounts cannot be
separately determined.
2001 2000
Net Assets -
Great Plains Energy Incorporated Stock Fund $79,719,728 $82,878,309
December 31, 2001
Changes in Net Assets:
Contributions $ 5,181,372
Dividends 5,119,458
Interest 2,981
Net depreciation (7,218,451)
Benefits paid to participants (2,558,033)
Transfers to participant-directed investments (3,685,908)
(3,158,581)
7
5. RELATED-PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds and shares of Company
stock managed by UMB Bank, N.A. UMB Bank, N.A. is the trustee as defined
by the Plan and, therefore, these transactions qualify as
party-in-interest transactions.
6. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of
Plan termination, the participants would become 100% vested in their
company matching contributions.
7. FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated April 2, 2002, that the Plan and related trust are designed
in accordance with applicable regulations of the Internal Revenue Code
(IRC).
8. SUBSEQUENT EVENTS
Effective January 1, 2002, various amendments were made to the Plan
including the addition of the Fidelity Midcap Stock Fund, the Fidelity
Freedom 2040 Fund and the Fidelity Intermediate Bond Fund, an employee
stock ownership plan ("ESOP") component was added to the Plan and the
maximum deferral percentage for participants was increased from 15% to 40%
of compensation.
******
8
GREAT PLAINS ENERGY INCORPORATED
(FORMERLY KANSAS CITY POWER & LIGHT COMPANY)
CASH OR DEFERRED ARRANGEMENT
("EMPLOYEE SAVINGS PLUS")
FORM 5500, SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD FOR
INVESTMENT PURPOSES AT THE END OF YEAR
DECEMBER 31, 2001
(a) (b) (c) (d) (e)
Description of Investment
Including Maturity Date, Rate of
Identity of Issue, Borrower, Interest, Collateral, Par or Current
Lessor or Similar Party Maturity Value Cost Value
* Great Plains Energy Incorporated Stock Fund Common stock $ 77,562,904 $ 79,719,728
Fidelity Magellan Fund Mutual Fund ** 42,296,431
Fidelity Puritan Fund Mutual Fund ** 15,701,893
Fidelity Managed Income Portfolio Money Market Fund ** 11,688,859
Fidelity Securities Fund OTC Portfolio Mutual Fund ** 11,065,698
Fidelity Securities Fund Blue Chip Growth Fund Mutual Fund ** 6,755,545
Fidelity Overseas Fund Mutual Fund ** 3,142,505
Fidelity Charles Street Trust Asset Manager Mutual Fund ** 2,429,982
Fidelity Institutional Investors Trust Freedom 2020 Fund Mutual Fund ** 691,400
Fidelity Institutional Investors Trust Freedom 2030 Fund Mutual Fund ** 649,560
Fidelity Institutional Investors Trust Freedom Income Fund Mutual Fund ** 602,376
Fidelity Institutional Investors Trust Freedom 2010 Fund Mutual Fund ** 584,680
Fidelity Institutional Investors Trust Freedom 2000 Fund Mutual Fund ** 278,822
* UMB Bank, N.A. Money Market Account Money Market Fund ** 1,090
Participant Loans Participant loans (maturing
2003 to 2016 at interest rates
of 7.5% to 12%) ** 5,146,416
$180,754,985
* Represents party-in-interest to the Plan.
** Cost information is not required for participant-directed investments
and, therefore, is not included.
9
GREAT PLAINS ENERGY INCORPORATED
(FORMERLY KANSAS POWER & LIGHT COMPANY)
CASH OR DEFERRED ARRANGEMENT
("EMPLOYEE SAVINGS PLUS")
FORM 5500, SCHEDULE H, PART IV, LINE 4j - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 2001
(a) (b) (c) (d) (e) (f) (g)
Current Value
of Asset on
Identity of Party Involved Description Purchase Selling Cost of Transaction Net Gain/
of Asset Price Price Asset Date (Loss)
SINGLE TRANSACTIONS
None
SERIES TRANSACTIONS
* UMB Bank, n.a. Great Plains Incorporated
Stock Fund $ 14,572,316 $ 14,572,316 $ 14,572,316
(218 purchases)
* UMB Bank, n.a. Money Market Account
(89 purchases) 12,720,111 12,720,111 12,720,111
(97 sales) 12,720,095 12,720,095 12,720,095
* Includes both participant-directed and nonparticipant-directed funds.
10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Administrative Committee of the Employee Savings Plus
Plan has duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
EMPLOYEE SAVINGS PLUS PLAN
(
(
(By: /s/Andrea F. Bielsker
( Andrea F. Bielsker
(
(
(By: /s/William G. Riggins
( William G. Riggins
(
(
(By: /s/Andrew B. Stroud, Jr.
( Andrew B. Stroud, Jr.
June 28, 2002
Exhibit 1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
333-32636 of Great Plains Energy Incorporated on Form S-8 of our report dated
June 7, 2002, appearing in this Annual Report on Form 11-K of the Great Plains
Energy Incorporated Cash or Deferred Arrangement ("Employee Savings Plus") for
the year ended December 31, 2001.
/s/ DELOITTE & TOUCHE, LLP
Kansas City, Missouri
June 28, 2002
Exhibit 2
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the
Registration Statement on Form S-8 (File No. 333-32636) of
Kansas City Power & Light Company of our report dated June 13,
2001, relating to the 2000 financial statement of the Kansas
City Power & Light Company Cash or Deferred Arrangement
Employee Savings Plus Plan, which appears in this Form 11-K.
/s/PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Kansas City, Missouri
June 28, 2002