Aquila SA · EURONEXT:ALAQU
Aquila SA — Merger or Acquisition (February 2007)
24 slides from Aquila SA's merger presentation, Feb 7, 2007
Slide 1: Great Plains Energy/Aquila, Black Hills/Aquila: Two Strategic Transactions
February 7, 2007 Great Plains Energy/Aquila Black Hills/Aquila Two Strategic Transactions Provide - Reliable Service to Customers - Enhanced Shareholder Value Mike Chesser, Chairman & CEO, Great Plains Energy Rick Green, Chairman, President & CEO, Aquila, Inc. David Emery, Chairman, President & CEO,
Slide 2: Safe Harbor Language
Safe Harbor Language Information Concerning Forward-Looking Statements Statements made in this document that are not based on historical facts are forward-looking, may involve risks and uncertainties, and are intended to be as of the date when made. In connection with the safe harbor provisions of t
Slide 3: Additional Information
Additional Information Additional Information and Where to Find It In connection with the acquisition of Aquila, Inc. by Great Plains Energy, Great Plains Energy intends to file with the SEC a registration statement on Form S-4, containing a joint proxy statement/prospectus and other relevant materi
Slide 4: Transaction Summary
Transaction Summary 4 Asset Sale Transaction: 4 Black Hills Corporation will acquire Aquila’s gas utility properties in CO, IA, NE and KS, and electric utility property in CO 4 Asset sale consideration: $940 million in cash, subject to closing adjustments 4 Black Hills to assume liabilities of the a
Slide 5: Great Plains Energy's Strategic Rationale
5 Focused regional acquisition and attractive strategic growth opportunity delivers significant value to Great Plains Energy and Aquila stakeholders Solid rate base growth plan consistent with KCP&L’s balanced Comprehensive Energy Plan Adjacent utility territories provide ease of integration and sig
Slide 6: Transaction Structure
Transaction Structure Black Hills Corporation Assets & Liabilities $940M Cash Aquila Colorado Gas and Electric Iowa Gas Kansas Gas Nebraska Gas Black Hills Corporation acquires selected Aquila assets and liabilities for cash Aquila retains Missouri Public Service and St. Joseph L&P utilities, as wel
Slide 7: Benefits to Aquila Shareholders and Customers
Benefits to Aquila Shareholders and Customers Rick Green, Chairman, President & CEO Aquila, Inc.
Slide 8: Aquila Overview
Aquila Overview (1) Pro forma for the sale of Kansas Electric. Domestic Utility Divisions(1) Aquila MPS / SJLP Missouri Public Service (“MPS”) and St. Joseph Light & Power (“SJLP”) ~304,000 electric customers 1,733 MW owned generation (53% coal, 24% gas, 23% oil) Colorado Electric ~92,000 electric c
Slide 9: Benefits for Aquila Shareholders & Customers
9 Aquila shareholders participate in upside potential through receipt of Great Plains Energy stock Enhanced rate base investment improves long-term growth prospects Transaction anticipated to result in investment grade credit rating for Aquila debt Ability to lower Aquila supply costs by leveraging
Slide 10: Benefits to Black Hills Shareholders
Benefits to Black Hills Shareholders David Emery, Chairman, President & CEO Black Hills Corporation
Slide 11: The Opportunity of This Transaction
The opportunity of this transaction: Significant scale and scope expansion – 93,000 electric and 523,000 gas customers Opportunity to benefit from economies of scale, new resources, workforce innovation, adaptability and business practices We have the strategy, skills, experience & track record to m
Slide 12: Black Hills – Assets of Combination
Black Hills – Assets of Combination Rapid City Profile of the Combined Company (Based on recent public information) Total assets ~ $3 Billion Regulated customers: Electric 197,000 Customers Gas 556,000 Customers Total regulated customers 753,000 Customers Power generation resources: Regulated, opera
Slide 13: Black Hills – Utilities of Combination
Black Hills – Utilities of Combination DESCRIPTION OF UTILITIES Seven adjoining states in Midwest and Rockies with similar demographics and business environments Cheyenne Light WY CO NE KS IA Rapid City Black Hills Power SD MT 13 Number of Annual Utility Customers Energy Sales Black Hills Power 65,0
Slide 14: A Sound Transaction – Black Hills Recap
A sound transaction – strategically, operationally and financially Attractive, geographically diverse assets with stable or growing customer bases Balanced financing strategy Accretive to EPS after one year of transition costs Expansion of retail utility footprint and addition of rate-base assets pr
Slide 15: Great Plains Energy Transaction Details
Great Plains Energy Transaction Details Mike Chesser, Chairman & CEO Great Plains Energy
Slide 16: Post-Transaction Great Plains Energy Service Territory
Post-Transaction Great Plains Energy Service Territory 16 Electric Service Territories Aquila Great Plains Energy Adjacent Service Territories Provide Greater Scope and Scale Bridge Strategy Group, LLC Kansas Missouri Nebraska St. Joseph Lee’s Summit Lenexa Source: SNL Financial LC Bridge Strategy G
Slide 17: Key Operating Statistics
Key Operating Statistics 48% 3.4 2.3 Rate base* ($billion) 55% 9% 36% 55% 14% 31% Generation Capacity Coal Nuclear Gas/Oil 60% 796,000 498,000 Customers* 47% 1,666 1,131 Revenues* ($million) 22.5 25.3 5,778 KCP&L & Aquila 14.9 19.6 4,053 KCP&L % change 51% Sales to retail consumers* (MMWh) 29% Gener
Slide 18: Combined Regulatory Plan
Combined Regulatory Plan 18 2006 Aquila Rate Case Concludes May 2007 2007 KCP&L Rate Cases Missouri case filed on February 1, 2007 Kansas case to be Filed March 1, 2007 2007 Merger Case Merger approval After transaction close, rate increases to Aquila’s customers are anticipated, overall, to be sign
Slide 19: Financial Highlights
Financial Highlights Approximately $500M in total synergies over 5 yrs.; $315M net of costs to achieve Transaction expected to be modestly dilutive in 2008 and accretive beginning in 2009 Enhanced earnings growth prospects Increased ownership of low-cost coal generation: Iatan 1 and Iatan 2 Capital
Slide 20: Great Plains Energy Transaction Synergies
Great Plains Energy Transaction Synergies Shared Services Operations Supply Chain Interest Estimated Synergies Average $100mm per Year 2008-2012 Estimated Synergies: $500mm 20 $92 $101 $102 $102 $103 Total (annual) $143 $119 $50 $188 5-yr total $500 Operations 24% Shared Services 29% Interest Saving
Slide 21: Planned Aquila Capital Projects and Capex
Planned capital projects for Aquila are consistent with the elements of KCP&L’s existing CEP - designed to ensure environmentally sound generation and low-cost, reliable service for customers New generation investment at Iatan 2 and environmental investment at Iatan 1 are already underway 2007 –2011
Slide 22: Projected Transaction Timeline
Projected Transaction Timeline Feb. 2007 Announce Transaction Q1 2007 Q2 2007 Q3 2007 Q4 07 Regulatory Filings Develop Integration Implementation Plan Work To Secure Regulatory Approvals (FERC, HSR, MO, KS, IA, NE, CO) Regulatory Approval Close Transaction 22 File Joint Proxy Statement & Shareholder
Slide 23: Summary
Summary Acquisition of Aquila advances Great Plains Energy’s Strategic Intent – acquiring only Aquila properties that are strategic Adjacent utility territories provides strong synergy opportunities Expect to benefit from Great Plains Energy’s strong regulatory relationships in MO Rate base growth p
Slide 24: Great Plains/Aquila, Black Hills/Aquila
February 7, 2007 Great Plains/Aquila Black Hills/Aquila