Westar Energy and Great Plains Energy shareholders will vote on the $14 billion merger of the two companies on Nov. 21.
Shareholders received a more than 330-page joint proxy statement outlining the merger and exactly what they’ll be voting on at the 10 a.m. Nov. 21 meetings. The Westar Energy meeting will be held at the company’s headquarters, 818 S. Kansas Ave. and the GPE meeting will be at its 1200 Main St., Kansas City, Mo., headquarters.
The joint proxy statement was filed with the Securities & Exchange filing under Monarch Energy, the temporary name given to denote the merged company.
To move forward on the merger, two-thirds of GPE shareholders must give their approval and a majority of Westar shareholders. In the proposal, which must also receive approve from multiple regulatory agencies including the Kansas Corporation Commission, GPE shareholders will receive 0.5981 shares of common stock per GPE share of the merged company and Westar shareholders will receive one share of the merged company per each Westar share.
Westar Energy shareholders will own 52.5 percent of the merged company.
The SEC filing also noted that multiple lawsuits have been filed since the announcement of the first merger in 2016, which was soundly rejected by the KCC earlier this year, and also since the most recent merger-of-equals filing.
The first complain alleges a breach of fiduciary duty by the Westar board, and makes claims also against GPE and Westar Energy. The lawsuit asks the courts to stop the merger unless the merger agreement is reassessed to address complaints in the lawsuit.
The second suit was filed Sept. 21 as a class action in the U.S. District Court for the District of Kansas. It challenges the merger and alleges, among other things, that the companies haven’t been up front regarding their financial conditions.