View:
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant / /
Filed by a Party other than the Registrant /X/
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Definitive Proxy Statement
/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Rule 14a-11(c) or
or Rule 14a-12
KANSAS CITY POWER AND LIGHT COMPANY
- ----------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
WESTERN RESOURCES, INC.
- ----------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box):
/ / $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(i)(2)
/ / $500 per each party to the controversy pursuant to Exchange Act
Rule 14a-6(i)(3)
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(4)
and 0-11
1) Title of each class of securities to which transaction applies:
------------------------------------------------------------------
2) Aggregate number of securities to which transaction applies:
-----------------------------------------------------------------
3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11:*
-----------------------------------------------------------------
4) Proposed maximum aggregate value of transaction:
-----------------------------------------------------------------
Set forth the amount on which the filing fee is calculated and state how it
was determined.
/ / Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
------------------------------------------------------------
2) Form, Schedule or Registration Statement No.:
------------------------------------------------------------
3) Filing Party:
------------------------------------------------------------
4) Date Filed:
------------------------------------------------------------
/x/ Filing fee paid with preliminary filing.
This material is being filed pursuant to Rule 14a-6 and will appear in print
media beginning May 14, 1996.
Western Resources [logo]
OFFERS
VALUE
The key to KCPL shareholders can be
reduced to a single word - VALUE
[table]
Price Current Dividend
Western
Resources' $28.00 (1) $1.88 - 2.03 (3)
Offer
KCPL $23.88 (2) $1.56
Premium
offered by
Western 17% 20% - 30%
Resources
The choice is clear
Choose Value.
Choose Western Resources.
Vote [box] X AGAINST
the UtiliCorp/KCPL
merger on the
BLUE proxy card
For more information, call
Georgeson & Company Inc.,
assisting us, at 1-800-223-2064
(1) The Western Resources Offer provides $28.00 of Western Resources common
stock per KCPL share as long as Western Resources' stock price is between
$28.43 and $30.77. (2) KCPL closing share price on April 12, 1996, the last
trading day before the public announcement of the Western Resources Offer. (3)
Based on current indicated annual dividend of $2.06.
Western Resources has filed exchange offer materials with the
Securities and Exchange Commission and intends to make its offer
directly to shareholders of KCPL as soon as its registration statement
has been declared effective by the Securities and Exchange Commission.
A registration statement relating to the Western Resources securities
referred to in these materials has been filed with the Securities and
Exchange Commission but has not yet become effective. Such securities
may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. These materials shall
not constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of these securities in any state in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state.