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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
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(Name of Registrant as Specified In Its Charter)
WESTERN RESOURCES, INC.
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(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:
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2) Aggregate number of securities to which transaction applies:
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3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11:*
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4) Proposed maximum aggregate value of transaction:
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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:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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/x/ Filing fee paid with preliminary filing.
The following information was released to Western Resources employees on an
Employee Update dated May 13, 1996:
May 13, 1996
Employees are encouraged to call Starline with questions or comments
about the proposed merger with KCPL or other company issues. You may
call the Starline by dialing 1-800-621-4282 or, from your work
location, call 913-575-8180. Please leave your name and location for
the fastest reply. The following questions with answers are a
compilation of those received recently on Starline:
Q. What is meant by the term "institutional investors."
A. Large investment organizations, such as mutual funds, banks,
insurance companies and retirement plans, use a variety of stocks and
bonds in their investment portfolios to ensure a return to their
investors. These large investment organizations are referred to as
institutional investors.
Q. Does Western Resources, as a corporation, own any KCPL shares?
A. Western Resources has no security holdings in KCPL.
Q. If a KCPL shareowner elects not to return a proxy vote, is that
considered a vote in favor or against the UtiliCorp/KCPL merger?
A. As you know, two-thirds of KCPL shareowners must vote in favor of
the proposed UtiliCorp/KCPL merger for it to be approved. If a KCPL
shareowner elects not to return a proxy vote, the act is the same as a
vote against the proposed merger.
Q. Is it true that KCPL can delay its scheduled May 22 shareholders'
meeting? How long can it be delayed?
A. It's true that the meeting can be adjourned or rescheduled, under
certain circumstances. The meeting then must be scheduled and
conducted within 90 days following the adjournment.
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.