Exact name of registrant as specified in charter,
|
||||
Commission
|
state of incorporation, address of principal
|
I.R.S. Employer
|
||
File Number
|
executive offices and telephone number
|
Identification Number
|
||
001-32206
|
GREAT PLAINS ENERGY INCORPORATED
|
43-1916803
|
||
(A Missouri Corporation)
|
||||
1200 Main Street
|
||||
Kansas City, Missouri 64105
|
||||
(816) 556-2200
|
||||
www.greatplainsenergy.com
|
||||
000-51873
|
KANSAS CITY POWER & LIGHT COMPANY
|
44-0308720
|
||
(A Missouri Corporation)
|
||||
1200 Main Street
|
||||
Kansas City, Missouri 64105
|
||||
(816) 556-2200
|
||||
www.kcpl.com
|
Abbreviation or Acronym
|
Definition
|
|
AFUDC
|
Allowance for Funds Used During Construction
|
|
ARO
|
Asset Retirement Obligation
|
|
BART
|
Best available retrofit technology
|
|
Board
|
Great Plains Energy Board of Directors
|
|
CAIR
|
Clean Air Interstate Rule
|
|
CAMR
|
Clean Air Mercury Rule
|
|
Clean Air Act
|
Clean Air Act Amendments of 1990
|
|
CO
2
|
Carbon dioxide
|
|
Collaboration Agreement
|
Agreement among KCP&L, the Sierra Club and the Concerned
Citizens of Platte County
|
|
Company
|
Great Plains Energy Incorporated and its subsidiaries
|
|
DOE
|
Department of Energy
|
|
ECA
|
Energy Cost Adjustment
|
|
EIRR
|
Environmental Improvement Revenue Refunding
|
|
EPA
|
Environmental Protection Agency
|
|
EPS
|
Earnings per common share
|
|
ERISA
|
Employee Retirement Income Security Act of 1974, as amended
|
|
FAC
|
Fuel Adjustment Clause
|
|
FASB
|
Financial Accounting Standards Board
|
|
FERC
|
The Federal Energy Regulatory Commission
|
|
FGIC
|
Financial Guaranty Insurance Company
|
|
FSS
|
Forward Starting Swaps
|
|
GAAP
|
Generally Accepted Accounting Principles
|
|
GMO
|
KCP&L Greater Missouri Operations Company, a wholly owned subsidiary of
Great Plains Energy as of July 14, 2008
|
|
Great Plains Energy
|
Great Plains Energy Incorporated and its subsidiaries
|
|
ISO
|
Independent System Operator
|
|
KCC
|
The State Corporation Commission of the State of Kansas
|
|
KCP&L
|
Kansas City Power & Light Company, a wholly owned subsidiary
of Great Plains Energy
|
|
KDHE
|
Kansas Department of Health and Environment
|
|
KLT Inc.
|
KLT Inc., a wholly owned subsidiary of Great Plains Energy
|
|
KW
|
Kilowatt
|
|
kWh
|
Kilowatt hour
|
|
MACT
|
Maximum achievable control technology
|
|
MD&A
|
Management’s Discussion and Analysis of Financial Condition and
|
|
Results of Operations
|
||
MDNR
|
Missouri Department of Natural Resources
|
|
MGP
|
Manufactured gas plant
|
|
MISO
|
Midwest Independent Transmission System Operator, Inc.
|
|
MPS Merchant
|
MPS Merchant Services, Inc., a wholly owned subsidiary of GMO
|
|
MPSC
|
Public Service Commission of the State of Missouri
|
|
MW
|
Megawatt
|
|
MWh
|
Megawatt hour
|
|
NERC
|
North American Electric Reliability Corporation
|
|
NEIL
|
Nuclear Electric Insurance Limited
|
|
Abbreviation or Acronym
|
Definition
|
|
NO
x
|
Nitrogen oxide
|
|
NPNS
|
Normal purchases and normal sales
|
|
NRC
|
Nuclear Regulatory Commission
|
|
NYMEX
|
New York Mercantile Exchange
|
|
OCI
|
Other Comprehensive Income
|
|
PCB
|
Polychlorinated biphenyls
|
|
PPA
|
Pension Protection Act of 2006
|
|
PRB
|
Powder River Basin
|
|
QCA
|
Quarterly Cost Adjustment
|
|
Receivables Company
|
Kansas City Power & Light Receivables Company, a wholly owned
subsidiary of KCP&L
|
|
RTO
|
Regional Transmission Organization
|
|
SCR
|
Selective catalytic reduction
|
|
SEC
|
Securities and Exchange Commission
|
|
SERP
|
Supplemental Executive Retirement Plan
|
|
Services
|
Great Plains Energy Services Incorporated, a wholly owned subsidiary of
Great Plains Energy
|
|
SO
2
|
Sulfur dioxide
|
|
SPP
|
Southwest Power Pool, Inc.
|
|
Syncora
|
Syncora Guarantee Inc.
|
|
T - Lock
|
Treasury Lock
|
|
Union Pacific
|
Union Pacific Railroad Company
|
|
WCNOC
|
Wolf Creek Nuclear Operating Corporation
|
|
Westar
|
Westar Energy, Inc., a Kansas utility company
|
|
Wolf Creek
|
Wolf Creek Generating Station
|
Note 1:
|
Summary of Significant Accounting Policies
|
Note 2:
|
Supplemental Cash Flow Information
|
Note 3:
|
Receivables
|
Note 4:
|
Assets Held For Sale
|
Note 5:
|
Nuclear Plant
|
Note 6:
|
Regulatory Matters
|
Note 7:
|
Pension Plans and Other Employee Benefits
|
Note 8:
|
Equity Compensation
|
Note 9:
|
Short-Term Borrowings and Short-Term Bank Lines of Credit
|
Note 10:
|
Long-Term Debt
|
Note 11:
|
Commitments and Contingencies
|
Note 12:
|
Legal Proceedings
|
Note 13:
|
Related Party Transactions and Relationships
|
Note 14:
|
Derivative Instruments
|
Note 15:
|
Fair Value Measurements
|
Note 16:
|
Taxes
|
Note 17:
|
Segments and Related Information
|
1.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
·
|
KCP&L is an integrated, regulated electric utility that provides electricity to customers primarily in the states of Missouri and Kansas. KCP&L has one active wholly owned subsidiary, Kansas City Power & Light Receivables Company (Receivables Company).
|
·
|
KCP&L Greater Missouri Operations Company (GMO) is an integrated, regulated electric utility that primarily provides electricity to customers in the state of Missouri. GMO also provides regulated steam service to certain customers in the St. Joseph, Missouri area. GMO wholly owns MPS Merchant Services, Inc. (MPS Merchant), which has certain long-term natural gas contracts remaining from its former non-regulated trading operations.
|
·
|
Great Plains Energy Services Incorporated (Services) obtains certain goods and third-party services for its affiliated companies.
|
·
|
KLT Inc. is an intermediate holding company that primarily holds investments in affordable housing limited partnerships.
|
Three Months Ended March 31
|
2010
|
2009
|
||||||
Income
|
(millions, except per share amounts)
|
|||||||
Net income
|
$ | 20.3 | $ | 21.7 | ||||
Less: preferred stock dividend requirements
|
0.4 | 0.4 | ||||||
Earnings available for common shareholders
|
$ | 19.9 | $ | 21.3 | ||||
Common Shares Outstanding
|
||||||||
Average number of common shares outstanding
|
134.9 | 119.2 | ||||||
Add: effect of dilutive securities
|
1.7 | 0.1 | ||||||
Diluted average number of common shares outstanding
|
136.6 | 119.3 | ||||||
Basic and diluted EPS
|
$ | 0.15 | $ | 0.18 | ||||
2.
|
SUPPLEMENTAL CASH FLOW INFORMATION
|
Great Plains Energy Other Operating Activities
|
||||||||
Three Months Ended March 31
|
2010
|
2009
|
||||||
Cash flows affected by changes in:
|
(millions)
|
|||||||
Receivables
|
$ | 42.1 | $ | 48.8 | ||||
Accounts receivable pledged as collateral
|
(95.0 | ) | - | |||||
Fuel inventories
|
(0.4 | ) | (3.5 | ) | ||||
Materials and supplies
|
(6.5 | ) | (6.7 | ) | ||||
Accounts payable
|
(67.7 | ) | (26.4 | ) | ||||
Accrued taxes
|
27.2 | 27.0 | ||||||
Accrued interest
|
(1.5 | ) | (7.8 | ) | ||||
Deferred refueling outage costs
|
2.9 | 2.3 | ||||||
Accrued plant maintenance costs
|
0.4 | (0.6 | ) | |||||
Fuel adjustment clauses
|
(1.1 | ) | (2.7 | ) | ||||
Pension and post-retirement benefit obligations
|
13.6 | 13.0 | ||||||
Allowance for equity funds used during construction
|
(10.1 | ) | (12.1 | ) | ||||
Forward Starting Swaps settlement
|
- | (79.1 | ) | |||||
Other
|
(23.6 | ) | (16.2 | ) | ||||
Total other operating activities
|
$ | (119.7 | ) | $ | (64.0 | ) | ||
Cash paid during the period:
|
||||||||
Interest
|
$ | 58.0 | $ | 49.8 | ||||
Income taxes
|
$ | - | $ | 0.3 | ||||
Non-cash investing activities:
|
||||||||
Liabilities assumed for capital expenditures
|
$ | 52.9 | $ | 69.0 | ||||
KCP&L Other Operating Activities
|
||||||||
Three Months Ended March 31
|
2010
|
2009
|
||||||
Cash flows affected by changes in:
|
(millions)
|
|||||||
Receivables
|
$ | 40.3 | $ | 17.2 | ||||
Accounts receivable pledged as collateral
|
(95.0 | ) | - | |||||
Fuel inventories
|
(1.8 | ) | (2.1 | ) | ||||
Materials and supplies
|
(4.2 | ) | (3.6 | ) | ||||
Accounts payable
|
(52.6 | ) | (42.7 | ) | ||||
Accrued taxes
|
39.6 | 35.1 | ||||||
Accrued interest
|
12.1 | 4.2 | ||||||
Deferred refueling outage costs
|
2.9 | 2.3 | ||||||
Pension and post-retirement benefit obligations
|
16.3 | 13.4 | ||||||
Allowance for equity funds used during construction
|
(8.1 | ) | (8.5 | ) | ||||
Kansas Energy Cost Adjustment
|
(0.5 | ) | (4.8 | ) | ||||
Forward Starting Swaps settlement
|
- | (79.1 | ) | |||||
Other
|
(6.1 | ) | (1.9 | ) | ||||
Total other operating activities
|
$ | (57.1 | ) | $ | (70.5 | ) | ||
Cash paid during the period:
|
||||||||
Interest
|
$ | 10.8 | $ | 12.8 | ||||
Income taxes
|
$ | 1.9 | $ | - | ||||
Non-cash investing activities:
|
||||||||
Liabilities assumed for capital expenditures
|
$ | 51.1 | $ | 65.9 | ||||
3.
|
RECEIVABLES
|
March 31
|
December 31 | |||||||
2010
|
2009 | |||||||
Great Plains Energy
|
(millions)
|
|||||||
Customer accounts receivable - billed
|
$ | 47.9 | $ | 47.3 | ||||
Customer accounts receivable - unbilled
|
59.8 | 77.9 | ||||||
Allowance for doubtful accounts
|
(3.7 | ) | (2.8 | ) | ||||
Other receivables
|
85.7 | 108.1 | ||||||
Total
|
$ | 189.7 | $ | 230.5 | ||||
KCP&L
|
||||||||
Customer accounts receivable - unbilled
|
$ | 33.1 | $ | 44.6 | ||||
Allowance for doubtful accounts
|
(1.9 | ) | (1.7 | ) | ||||
Intercompany receivables
|
20.6 | 42.4 | ||||||
Other receivables
|
63.6 | 76.4 | ||||||
Total
|
$ | 115.4 | $ | 161.7 | ||||
Receivables
|
Consolidated
|
|||||||||||
Three Months Ended March 31, 2010
|
KCP&L
|
Company
|
KCP&L
|
|||||||||
(millions)
|
||||||||||||
Receivables (sold) purchased
|
$ | (294.3 | ) | $ | 294.3 | $ | - | |||||
Gain (loss) on sale of accounts receivable
(a)
|
(3.7 | ) | 3.9 | 0.2 | ||||||||
Servicing fees
|
0.5 | (0.5 | ) | - | ||||||||
Fees to outside investor
|
- | (0.3 | ) | (0.3 | ) | |||||||
Cash flows during the period
|
||||||||||||
Cash from customers transferred to Receivables Company
|
(308.1 | ) | 308.1 | - | ||||||||
Cash paid to KCP&L for receivables purchased
|
304.2 | (304.2 | ) | - | ||||||||
Servicing fees
|
0.5 | (0.5 | ) | - | ||||||||
Interest on intercompany note
|
0.1 | (0.1 | ) | - | ||||||||
Receivables
|
Consolidated
|
|||||||||||
Three Months Ended March 31, 2009
|
KCP&L
|
Company
|
KCP&L
|
|||||||||
(millions)
|
||||||||||||
Receivables (sold) purchased
|
$ | (248.2 | ) | $ | 248.2 | $ | - | |||||
Gain (loss) on sale of accounts receivable
(a)
|
(3.1 | ) | 3.4 | 0.3 | ||||||||
Servicing fees
|
0.7 | (0.7 | ) | - | ||||||||
Fees to outside investor
|
- | (0.3 | ) | (0.3 | ) | |||||||
Cash flows during the period
|
||||||||||||
Cash from customers transferred to Receivables Company
|
(274.0 | ) | 274.0 | - | ||||||||
Cash paid to KCP&L for receivables purchased
|
270.6 | (270.6 | ) | - | ||||||||
Servicing fees
|
0.7 | (0.7 | ) | - | ||||||||
Interest on intercompany note
|
0.1 | (0.1 | ) | - | ||||||||
(a) Any net gain (loss) is the result of the timing difference inherent in collecting receivables and | ||||||||||||
over the life of the agreement will net to zero. |
4.
|
ASSETS HELD FOR SALE
|
5.
|
NUCLEAR PLANT
|
March 31
|
December 31
|
|||||||
2010
|
2009
|
|||||||
Decommissioning Trust
|
(millions)
|
|||||||
Beginning balance January 1
|
$ | 112.5 | $ | 96.9 | ||||
Contributions
|
0.9 | 3.7 | ||||||
Earned income, net of fees
|
0.7 | 2.8 | ||||||
Net realized gains/(losses)
|
6.4 | (5.5 | ) | |||||
Net unrealized gains/(losses)
|
(2.7 | ) | 14.6 | |||||
Ending balance
|
$ | 117.8 | $ | 112.5 | ||||
March 31
|
December 31
|
|||||||||||||||
2010
|
2009
|
|||||||||||||||
Fair
|
Unrealized |
Fair
|
Unrealized | |||||||||||||
Value
|
Gains/(Losses) |
Value
|
Gains/(Losses) | |||||||||||||
(millions)
|
||||||||||||||||
Equity securities
|
$ | 76.8 | $ | 5.6 | $ | 44.5 | $ | 8.2 | ||||||||
Debt securities
|
37.4 | 2.0 | 37.4 | 2.1 | ||||||||||||
Other
|
3.6 | - | 30.6 | - | ||||||||||||
Total
|
$ | 117.8 | $ | 7.6 | $ | 112.5 | $ | 10.3 | ||||||||
Three Months Ended March 31
|
2010
|
2009
|
||||||
(millions)
|
||||||||
Realized Gains
|
$ | 6.8 | $ | 0.3 | ||||
Realized Losses
|
(0.4 | ) | (4.1 | ) | ||||
6.
|
REGULATORY MATTERS
|
Current Estimate
|
Previous Estimate
|
|||||||||||
Range
|
Range
|
Change
|
||||||||||
(millions)
|
||||||||||||
Great Plains Energy's 73% share of Iatan No. 2
|
$ 1,222
|
-
|
$ 1,251
|
$ 1,153
|
-
|
$ 1,201
|
$ 69
|
-
|
$ 50
|
|||
KCP&L's 55% share of Iatan No. 2
|
919
|
-
|
941
|
868
|
-
|
904
|
51
|
-
|
37
|
|||
Great
|
||||||||||||||
March 31, 2010
|
KCP&L
|
GMO
|
Plains Energy
|
|||||||||||
Regulatory Assets
|
(millions)
|
|||||||||||||
Taxes recoverable through future rates
|
$ | 92.2 | $ | 22.9 | $ | 115.1 | ||||||||
Loss on reacquired debt
|
5.2 |
(a)
|
0.3 |
(a)
|
5.5 | |||||||||
Cost of removal
|
8.0 | - | 8.0 | |||||||||||
Asset retirement obligations
|
24.7 | 12.1 | 36.8 | |||||||||||
Pension settlements
|
12.4 |
(b
)
|
- | 12.4 | ||||||||||
Pension and post-retirement costs
|
388.1 |
(c)
|
87.2 |
(c)
|
475.3 | |||||||||
Deferred customer programs
|
35.8 |
(d)
|
8.7 | 44.5 | ||||||||||
Rate case expenses
|
7.3 |
(e)
|
1.7 |
(e)
|
9.0 | |||||||||
Skill set realignment costs
|
5.8 |
(f)
|
- | 5.8 | ||||||||||
Under-recovery of energy costs
|
0.8 |
(e)
|
48.1 |
(e)
|
48.9 | |||||||||
Acquisition transition costs
|
29.4 |
(g)
|
22.4 |
(g)
|
51.8 | |||||||||
St. Joseph Light & Power acquisition
|
- | 2.9 |
(h)
|
2.9 | ||||||||||
Storm damage
|
- | 4.4 |
(i)
|
4.4 | ||||||||||
Derivative instruments
|
- | 6.2 |
(j)
|
6.2 | ||||||||||
Iatan No. 1 and Common facilities depreciation and carrying costs
|
7.4 |
(k)
|
2.1 |
(k)
|
9.5 | |||||||||
Other
|
4.7 |
(l)
|
0.8 |
(l)
|
5.5 | |||||||||
Total
|
$ | 621.8 | $ | 219.8 | $ | 841.6 | ||||||||
Regulatory Liabilities
|
||||||||||||||
Emission allowances
|
$ | 86.1 | $ | 0.7 | $ | 86.8 | ||||||||
Asset retirement obligations
|
37.4 | - | 37.4 | |||||||||||
Pension
|
- | 33.8 | 33.8 | |||||||||||
Cost of removal
|
- | 63.6 |
(m)
|
63.6 | ||||||||||
Other
|
6.7 | 14.0 | 20.7 | |||||||||||
Total
|
$ | 130.2 | $ | 112.1 | $ | 242.3 | ||||||||
(a)
|
Amortized over the life of the related new debt issuances or the remaining lives of the old debt issuances if no new debt was issued.
|
(b)
|
$6.8 million not included in rate base and amortized through 2012.
|
(c)
|
Represents the funded status of the pension plans more than offset by related liabilities. Also represents financial and regulatory accounting method differences not included in rate base that will be eliminated over the life of the pension plans.
|
(d)
|
$12.6 million not included in rate base and amortized over various periods.
|
(e)
|
Not included in rate base and amortized over various periods.
|
(f)
|
$3.1 million not included in rate base and amortized through 2017.
|
(g)
|
Not included in rate base. The MPSC order provided for the deferral of transition costs to be amortized over a five-year period to the extent that synergy savings exceed transition cost amortization. The Company settled its first post-transaction rate cases and the settlement agreements did not address transition costs. The Company will continue to defer transition costs until amortization is ordered by the MPSC. KCC order approved the deferral of up to $10.0 million of transition costs to be amortized over a five-year period beginning with rates expected to be effective in fourth quarter 2010 or early first quarter 2011.
|
(h)
|
Not included in rate base and amortized through 2015.
|
(i)
|
Not included in rate base and amortized through 2012.
|
(j)
|
Represents the fair value of derivative instruments for commodity contracts. Settlements of the contracts are recognized in fuel expense and included in GMO’s fuel adjustment clause (FAC).
|
(k)
|
Not included in rate base.
|
(l)
|
Certain insignificant items are not included in rate base and amortized over various periods.
|
(m)
|
Estimated cumulative net provision for future removal costs.
|
Great
|
||||||||||||
December 31, 2009
|
KCP&L
|
GMO
|
Plains Energy
|
|||||||||
Regulatory Assets
|
(millions)
|
|||||||||||
Taxes recoverable through future rates
|
$ | 77.6 | $ | 22.9 | $ | 100.5 | ||||||
Loss on reacquired debt
|
5.3 | 0.3 | 5.6 | |||||||||
Cost of removal
|
7.9 | - | 7.9 | |||||||||
Asset retirement obligations
|
23.8 | 11.9 | 35.7 | |||||||||
Pension settlements
|
13.5 | - | 13.5 | |||||||||
Pension and post-retirement costs
|
395.0 | 84.5 | 479.5 | |||||||||
Deferred customer programs
|
35.6 | 7.1 | 42.7 | |||||||||
Rate case expenses
|
7.4 | 1.5 | 8.9 | |||||||||
Skill set realignment costs
|
6.1 | - | 6.1 | |||||||||
Under-recovery of energy costs
|
0.7 | 47.5 | 48.2 | |||||||||
Acquisition transition costs
|
29.3 | 22.2 | 51.5 | |||||||||
St. Joseph Light & Power acquisition
|
- | 3.1 | 3.1 | |||||||||
Storm damage
|
- | 4.8 | 4.8 | |||||||||
Derivative instruments
|
- | 2.1 | 2.1 | |||||||||
Iatan No. 1 and Common facilities depreciation and carrying costs
|
4.6 | 1.4 | 6.0 | |||||||||
Other
|
5.3 | 0.8 | 6.1 | |||||||||
Total
|
$ | 612.1 | $ | 210.1 | $ | 822.2 | ||||||
Regulatory Liabilities
|
||||||||||||
Emission allowances
|
$ | 86.2 | $ | 0.8 | $ | 87.0 | ||||||
Asset retirement obligations
|
33.4 | - | 33.4 | |||||||||
Pension
|
- | 34.0 | 34.0 | |||||||||
Cost of removal
|
- | 62.5 | 62.5 | |||||||||
Other
|
7.3 | 13.6 | 20.9 | |||||||||
Total
|
$ | 126.9 | $ | 110.9 | $ | 237.8 | ||||||
7.
|
PENSION PLANS AND OTHER EMPLOYEE BENEFITS
|
Pension Benefits
|
Other Benefits
|
|||||||||||||||
Three Months Ended March 31
|
2010
|
2009
|
2010
|
2009
|
||||||||||||
Components of net periodic benefit costs
|
(millions)
|
|||||||||||||||
Service cost
|
$ | 7.6 | $ | 7.3 | $ | 0.9 | $ | 1.0 | ||||||||
Interest cost
|
12.3 | 11.8 | 2.2 | 2.1 | ||||||||||||
Expected return on plan assets
|
(9.1 | ) | (8.0 | ) | (0.5 | ) | (0.4 | ) | ||||||||
Prior service cost
|
1.2 | 1.0 | 1.8 | 1.0 | ||||||||||||
Recognized net actuarial loss
|
9.3 | 9.1 | - | 0.1 | ||||||||||||
Transition obligation
|
- | - | 0.3 | 0.3 | ||||||||||||
Net periodic benefit costs before
|
||||||||||||||||
regulatory adjustment
|
21.3 | 21.2 | 4.7 | 4.1 | ||||||||||||
Regulatory adjustment
|
(8.4 | ) | (3.9 | ) | - | - | ||||||||||
Net periodic benefit costs
|
$ | 12.9 | $ | 17.3 | $ | 4.7 | $ | 4.1 | ||||||||
8.
|
EQUITY COMPENSATION
|
Three Months Ended March 31
|
2010
|
2009
|
||||||
Great Plains Energy
|
(millions)
|
|||||||
Compensation expense
|
$ | 0.3 | $ | 1.8 | ||||
Income tax benefits
|
0.1 | 0.6 | ||||||
KCP&L
|
||||||||
Compensation expense
|
0.2 | 1.3 | ||||||
Income tax benefits
|
- | 0.4 | ||||||
Performance
|
Grant Date
|
|||||||
Shares
|
Fair Value*
|
|||||||
Beginning balance
|
294,641 | $ | 13.62 | |||||
Performance adjustment
|
(23,969 | ) | ||||||
Granted
|
231,598 | 23.38 | ||||||
Issued
|
(6,138 | ) | 10.87 | |||||
Forfeited
|
(5,686 | ) | 13.35 | |||||
Ending balance
|
490,446 | 18.40 | ||||||
* weighted-average
|
Nonvested |
Grant Date
|
|||||||
Restricted Stock |
Fair Value*
|
|||||||
Beginning balance
|
612,587 | $ | 20.24 | |||||
Granted and issued
|
98,211 | 17.71 | ||||||
Vested
|
(158,420 | ) | 30.71 | |||||
Forfeited
|
(9,252 | ) | 20.09 | |||||
Ending balance
|
543,126 | 16.74 | ||||||
* weighted-average
|
Exercise
|
||||||||
Stock Options
|
Shares
|
Price*
|
||||||
Beginning balance
|
244,610 | $ | 36.73 | |||||
Exercised
|
(917 | ) | 9.21 | |||||
Forfeited or expired
|
(20,672 | ) | 53.26 | |||||
Outstanding and exercisable at March 31, 2010
|
223,021 | 35.31 | ||||||
* weighted-average
|
9.
|
SHORT-TERM BORROWINGS AND SHORT-TERM BANK LINES OF CREDIT
|
10.
|
LONG-TERM DEBT
|
March 31
|
December 31
|
||||||||||
Year Due |
2010
|
2009
|
|||||||||
KCP&L
|
(millions)
|
||||||||||
General Mortgage Bonds
|
|||||||||||
4.90%* EIRR bonds
|
2012-2035 | $ | 158.8 | $ | 158.8 | ||||||
7.15% Series 2009A (8.59% rate**)
|
2019 | 400.0 | 400.0 | ||||||||
4.65% EIRR Series 2005
|
2035 | 50.0 | 50.0 | ||||||||
5.125% EIRR Series 2007A-1
|
2035 | 63.3 | 63.3 | ||||||||
5.00% EIRR Series 2007A-2
|
2035 | 10.0 | 10.0 | ||||||||
5.375% EIRR Series 2007B
|
2035 | 73.2 | 73.2 | ||||||||
Senior Notes
|
|||||||||||
6.50% Series
|
2011 | 150.0 | 150.0 | ||||||||
5.85% Series (5.72% rate**)
|
2017 | 250.0 | 250.0 | ||||||||
6.375% Series (7.49% rate**)
|
2018 | 350.0 | 350.0 | ||||||||
6.05% Series (5.78% rate**)
|
2035 | 250.0 | 250.0 | ||||||||
EIRR Bonds
|
|||||||||||
4.90% Series 2008
|
2038 | 23.4 | 23.4 | ||||||||
Other
|
2010-2018 | 3.5 | 3.5 | ||||||||
Current maturities
|
(0.2 | ) | (0.2 | ) | |||||||
Unamortized discount
|
(2.1 | ) | (2.1 | ) | |||||||
Total KCP&L
|
1,779.9 | 1,779.9 | |||||||||
GMO
|
|||||||||||
First Mortgage Bonds
|
|||||||||||
9.44% Series
|
2011-2021 | 12.4 | 13.5 | ||||||||
Pollution Control Bonds
|
|||||||||||
5.85% SJLP Pollution Control
|
2013 | 5.6 | 5.6 | ||||||||
0.249%*** Wamego Series 1996
|
2026 | 7.3 | 7.3 | ||||||||
1.545%*** State Environmental 1993
|
2028 | 5.0 | 5.0 | ||||||||
Senior Notes
|
|||||||||||
7.95% Series
|
2011 | 137.3 | 137.3 | ||||||||
7.75% Series
|
2011 | 197.0 | 197.0 | ||||||||
11.875% Series
|
2012 | 500.0 | 500.0 | ||||||||
8.27% Series
|
2021 | 80.9 | 80.9 | ||||||||
Fair Value Adjustment
|
75.9 | 84.5 | |||||||||
Medium Term Notes
|
|||||||||||
7.16% Series
|
2013 | 6.0 | 6.0 | ||||||||
7.33% Series
|
2023 | 3.0 | 3.0 | ||||||||
7.17% Series
|
2023 | 7.0 | 7.0 | ||||||||
Current maturities
|
(138.4 | ) | (1.1 | ) | |||||||
Total GMO
|
899.0 | 1,046.0 | |||||||||
Other Great Plains Energy
|
|||||||||||
6.875% Senior Notes (7.33% rate**)
|
2017 | 100.0 | 100.0 | ||||||||
10.00% Equity Units Subordinated Notes
|
2042 | 287.5 | 287.5 | ||||||||
Unamortized discount
|
(0.4 | ) | (0.4 | ) | |||||||
Total Great Plains Energy excluding current maturities
|
$ | 3,066.0 | $ | 3,213.0 | |||||||
* Weighted-average interest rates at March 31, 2010
|
|||||||||||
** Rate after amortizing gains/losses recognized in OCI on settlements of interest rate hedging instruments
|
|||||||||||
*** Variable rate
|
Three Months Ended March 31
|
2010
|
2009
|
||||||
(millions)
|
||||||||
KCP&L
|
$ | 0.5 | $ | 0.4 | ||||
Other Great Plains Energy
|
0.7 | 0.5 | ||||||
Total Great Plains Energy
|
$ | 1.2 | $ | 0.9 | ||||
11.
|
COMMITMENTS AND CONTINGENCIES
|
12.
|
LEGAL PROCEEDINGS
|
13.
|
RELATED PARTY TRANSACTIONS AND RELATIONSHIPS
|
March 31
|
December 31
|
|||||||
2010
|
2009
|
|||||||
(millions)
|
||||||||
Receivable from GMO
|
$ | 5.1 | $ | 26.4 | ||||
Payable to Services
|
(0.1 | ) | (0.2 | ) | ||||
Receivable from Great Plains Energy
|
14.6 | 15.1 | ||||||
Receivable from MPS Merchant
|
1.0 | 0.9 | ||||||
14.
|
DERIVATIVE INSTRUMENTS
|
March 31
|
December 31
|
|||||||||||||||
2010
|
2009
|
|||||||||||||||
Notional
|
Notional
|
|||||||||||||||
Contract
|
Fair
|
Contract
|
Fair
|
|||||||||||||
Amount
|
Value
|
Amount
|
Value
|
|||||||||||||
Great Plains Energy
|
(millions)
|
|||||||||||||||
Futures contracts
|
||||||||||||||||
Cash flow hedges
|
$ | 3.2 | $ | (0.2 | ) | $ | 3.2 | $ | - | |||||||
Non-hedging derivatives
|
24.8 | (5.5 | ) | 29.8 | (0.9 | ) | ||||||||||
Forward contracts
|
||||||||||||||||
Non-hedging derivatives
|
259.4 | 11.1 | 234.4 | 9.1 | ||||||||||||
Option contracts
|
||||||||||||||||
Cash flow hedges
|
2.3 | - | 2.3 | 0.2 | ||||||||||||
Anticipated debt issuance
|
||||||||||||||||
Forward starting swaps
|
475.0 | (8.1 | ) | 362.5 | (0.7 | ) | ||||||||||
KCP&L
|
||||||||||||||||
Future contracts
|
||||||||||||||||
Cash flow hedges
|
3.2 | (0.2 | ) | 3.2 | - | |||||||||||
Option contracts
|
||||||||||||||||
Cash flow hedges
|
2.3 | - | 2.3 | 0.2 | ||||||||||||
Great Plains Energy
|
||||||
Balance Sheet
|
Asset Derivatives
|
Liability Derivatives
|
||||
March 31, 2010
|
Classification
|
Fair Value
|
Fair Value
|
|||
Derivatives Designated as Hedging Instruments
|
(millions)
|
|||||
Commodity contracts
|
Derivative instruments
|
$ 0.5
|
$ 0.7
|
|||
Interest rate contracts
|
Derivative instruments
|
-
|
8.1
|
|||
Derivatives Not Designated as Hedging Instruments
|
||||||
Commodity contracts
|
Derivative instruments
|
11.5
|
5.9
|
|||
Total Derivatives
|
$ 12.0
|
$ 14.7
|
||||
December 31, 2009
|
||||||
Derivatives Designated as Hedging Instruments
|
||||||
Commodity contracts
|
Derivative instruments
|
$ 0.4
|
$ 0.2
|
|||
Interest rate contracts
|
Derivative instruments
|
-
|
0.7
|
|||
Derivatives Not Designated as Hedging Instruments
|
||||||
Commodity contracts
|
Derivative instruments
|
9.9
|
1.7
|
|||
Total Derivatives
|
$ 10.3
|
$ 2.6
|
||||
KCP&L
|
||||||
Balance Sheet
|
Asset Derivatives
|
Liability Derivatives
|
||||
March 31, 2010
|
Classification
|
Fair Value
|
Fair Value
|
|||
Derivatives Designated as Hedging Instruments
|
(millions)
|
|||||
Commodity contracts
|
Derivative instruments
|
$ 0.5
|
$ 0.7
|
|||
December 31, 2009
|
||||||
Derivatives Designated as Hedging Instruments
|
||||||
Commodity contracts
|
Derivative instruments
|
$ 0.4
|
$ 0.2
|
|||
Great Plains Energy
|
||||||||
Derivatives in Cash Flow Hedging Relationship
|
||||||||
Gain (Loss) Reclassified from
|
||||||||
Accumulated OCI into Income
|
||||||||
(Effective Portion)
|
||||||||
Amount of Gain
|
||||||||
(Loss) Recognized
|
||||||||
in OCI on Derivatives
|
Income Statement | |||||||
Three Months Ended March 31, 2010
|
(Effective Portion)
|
Classification |
Amount
|
|||||
(millions)
|
(millions)
|
|||||||
Interest rate contracts
|
$ (7.4)
|
Interest Charges
|
$ (2.3)
|
|||||
Commodity contracts
|
(0.4)
|
Fuel
|
-
|
|||||
Income Taxes
|
3.1
|
Income Tax Expense
|
0.9
|
|||||
Total
|
$ (4.7)
|
Total
|
$ (1.4)
|
|||||
Three Months Ended March 31, 2009
|
||||||||
Interest rate contracts
|
$ 1.0
|
Interest Charges
|
$ (1.1)
|
|||||
Commodity contracts
|
(1.0)
|
Fuel
|
-
|
|||||
Income Taxes
|
-
|
Income Tax Expense
|
0.3
|
|||||
Total
|
$ -
|
Total
|
$ (0.8)
|
|||||
KCP&L
|
||||||||
Derivatives in Cash Flow Hedging Relationship | ||||||||
Gain (Loss) Reclassified from
|
||||||||
Accumulated OCI into Income
|
||||||||
(Effective Portion)
|
||||||||
Amount of Gain
|
||||||||
(Loss) Recognized
|
||||||||
in OCI on Derivatives
|
Income Statement | |||||||
Three Months Ended March 31, 2010
|
(Effective Portion)
|
Classification |
Amount
|
|||||
(millions)
|
(millions)
|
|||||||
Interest rate contracts
|
$ -
|
Interest Charges
|
$ (2.2)
|
|||||
Commodity contracts
|
(0.4)
|
Fuel
|
-
|
|||||
Income Taxes
|
0.2
|
Income Tax Expense
|
0.9
|
|||||
Total
|
$ (0.2)
|
Total
|
$ (1.3)
|
|||||
Three Months Ended March 31, 2009
|
||||||||
Interest rate contracts
|
$ 1.0
|
Interest Charges
|
$ (1.0)
|
|||||
Commodity contracts
|
(1.0)
|
Fuel
|
-
|
|||||
Income Taxes
|
-
|
Income Tax Expense
|
0.4
|
|||||
Total
|
$ -
|
Total
|
$ (0.6)
|
|||||
Great Plains Energy
|
||||||||
Derivatives in Regulatory Account Relationship
|
||||||||
Gain (Loss) Reclassified from
|
||||||||
Regulatory Account
|
||||||||
Amount of Gain (Loss)
|
||||||||
Recognized in Regulatory
|
||||||||
Account on Derivatives
|
Income Statement | |||||||
Three Months Ended March 31, 2010
|
(Effective Portion)
|
Classification |
Amount
|
|||||
(millions)
|
(millions)
|
|||||||
Commodity contracts
|
$ (6.3)
|
Fuel
|
$ (2.2)
|
|||||
Total
|
$ (6.3)
|
Total
|
$ (2.2)
|
|||||
Three Months Ended March 31, 2009
|
||||||||
Commodity contracts
|
$ (11.8)
|
Fuel
|
$ (3.1)
|
|||||
Total
|
$ (11.8)
|
Total
|
$ (3.1)
|
|||||
Great Plains Energy
|
KCP&L
|
|||||||||||||||
March 31
|
December 31
|
March 31
|
December 31
|
|||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
(millions)
|
||||||||||||||||
Current assets
|
$ | 13.2 | $ | 13.3 | $ | 13.2 | $ | 13.3 | ||||||||
Current liabilities
|
(85.0 | ) | (84.9 | ) | (79.3 | ) | (81.2 | ) | ||||||||
Noncurrent liabilities
|
(5.8 | ) | (0.5 | ) | (0.1 | ) | - | |||||||||
Deferred income taxes
|
30.2 | 28.0 | 25.8 | 26.4 | ||||||||||||
Total
|
$ | (47.4 | ) | $ | (44.1 | ) | $ | (40.4 | ) | $ | (41.5 | ) | ||||
15.
|
FAIR VALUE MEASUREMENTS
|
Fair Value Measurements Using
|
||||||||||||||||||||
Description
|
March 31
2010
|
Netting
(d)
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
Significant Other Observable Inputs
(Level 2)
|
Significant Unobservable Inputs
(Level 3)
|
|||||||||||||||
KCP&L
|
(millions)
|
|||||||||||||||||||
Assets
|
||||||||||||||||||||
Derivative instruments
(a)
|
$ | - | $ | (0.5 | ) | $ | 0.3 | $ | 0.2 | $ | - | |||||||||
Nuclear decommissioning trust
(b)
|
||||||||||||||||||||
Equity securities
|
76.8 | - | 76.8 | - | - | |||||||||||||||
Debt securities
|
||||||||||||||||||||
U.S. Treasury
|
10.9 | - | 10.9 | - | - | |||||||||||||||
U.S. Agency
|
3.5 | - | - | 3.5 | - | |||||||||||||||
State and local obligations
|
2.3 | - | - | 2.3 | - | |||||||||||||||
Corporate bonds
|
20.0 | - | - | 20.0 | - | |||||||||||||||
Foreign governments
|
0.7 | - | - | 0.7 | - | |||||||||||||||
Other
|
0.5 | - | - | 0.5 | - | |||||||||||||||
Total nuclear decommissioning trust
|
114.7 | - | 87.7 | 27.0 | - | |||||||||||||||
Total
|
114.7 | (0.5 | ) | 88.0 | 27.2 | - | ||||||||||||||
Liabilities
|
||||||||||||||||||||
Derivative instruments
(a)
|
- | (0.7 | ) | 0.4 | 0.3 | - | ||||||||||||||
Total
|
$ | - | $ | (0.7 | ) | $ | 0.4 | $ | 0.3 | $ | - | |||||||||
Other Great Plains Energy
|
||||||||||||||||||||
Assets
|
||||||||||||||||||||
Derivative instruments
(a)
|
$ | 11.1 | $ | (0.4 | ) | $ | 0.4 | $ | 5.7 | $ | 5.4 | |||||||||
SERP rabbi trust
(c)
|
||||||||||||||||||||
Equity securities
|
0.2 | - | 0.2 | - | - | |||||||||||||||
Debt securities
|
6.9 | - | - | 6.9 | - | |||||||||||||||
Total SERP rabbi trust
|
7.1 | - | 0.2 | 6.9 | - | |||||||||||||||
Total
|
18.2 | (0.4 | ) | 0.6 | 12.6 | 5.4 | ||||||||||||||
Liabilities
|
||||||||||||||||||||
Derivative instruments
(a)
|
8.1 | (5.9 | ) | 5.9 | 8.1 | - | ||||||||||||||
Total
|
$ | 8.1 | $ | (5.9 | ) | $ | 5.9 | $ | 8.1 | $ | - | |||||||||
Great Plains Energy
|
||||||||||||||||||||
Assets
|
||||||||||||||||||||
Derivative instruments
(a)
|
$ | 11.1 | $ | (0.9 | ) | $ | 0.7 | $ | 5.9 | $ | 5.4 | |||||||||
Nuclear decommissioning trust
(b)
|
114.7 | - | 87.7 | 27.0 | - | |||||||||||||||
SERP rabbi trust
(c)
|
7.1 | - | 0.2 | 6.9 | - | |||||||||||||||
Total
|
132.9 | (0.9 | ) | 88.6 | 39.8 | 5.4 | ||||||||||||||
Liabilities
|
||||||||||||||||||||
Derivative instruments
(a)
|
8.1 | (6.6 | ) | 6.3 | 8.4 | - | ||||||||||||||
Total
|
$ | 8.1 | $ | (6.6 | ) | $ | 6.3 | $ | 8.4 | $ | - | |||||||||
Fair Value Measurements Using
|
||||||||||||||||||||
Description
|
December 31
2009
|
Netting
(d)
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
Significant Other Observable Inputs
(Level 2)
|
Significant Unobservable Inputs
(Level 3)
|
|||||||||||||||
KCP&L
|
(millions)
|
|||||||||||||||||||
Assets
|
||||||||||||||||||||
Derivative instruments
(a)
|
$ | 0.2 | $ | (0.2 | ) | $ | 0.2 | $ | 0.2 | $ | - | |||||||||
Nuclear decommissioning trust
(b)
|
||||||||||||||||||||
Equity securities
|
44.5 | - | 44.5 | - | - | |||||||||||||||
Debt securities
|
||||||||||||||||||||
U.S. Treasury
|
11.2 | - | 11.2 | - | - | |||||||||||||||
U.S. Agency
|
3.5 | - | - | 3.5 | - | |||||||||||||||
State and local obligations
|
3.1 | - | - | 2.9 | 0.2 | |||||||||||||||
Corporate bonds
|
18.9 | - | - | 18.9 | - | |||||||||||||||
Foreign governments
|
0.7 | - | - | 0.7 | - | |||||||||||||||
Other
|
1.2 | - | - | 1.2 | - | |||||||||||||||
Total nuclear decommissioning trust
|
83.1 | - | 55.7 | 27.2 | 0.2 | |||||||||||||||
Total
|
83.3 | (0.2 | ) | 55.9 | 27.4 | 0.2 | ||||||||||||||
Liabilities
|
||||||||||||||||||||
Derivative instruments
(a)
|
- | (0.2 | ) | - | 0.2 | - | ||||||||||||||
Total
|
$ | - | $ | (0.2 | ) | $ | - | $ | 0.2 | $ | - | |||||||||
Other Great Plains Energy
|
||||||||||||||||||||
Assets
|
||||||||||||||||||||
Derivative instruments
(a)
|
$ | 9.2 | $ | (0.7 | ) | $ | 0.7 | $ | 5.1 | $ | 4.1 | |||||||||
SERP rabbi trust
(c)
|
||||||||||||||||||||
Equity securities
|
0.2 | - | 0.2 | - | - | |||||||||||||||
Debt securities
|
6.9 | - | - | 6.9 | - | |||||||||||||||
Total SERP rabbi trust
|
7.1 | - | 0.2 | 6.9 | - | |||||||||||||||
Total
|
16.3 | (0.7 | ) | 0.9 | 12.0 | 4.1 | ||||||||||||||
Liabilities
|
||||||||||||||||||||
Derivative instruments
(a)
|
0.8 | (1.6 | ) | 1.6 | 0.8 | - | ||||||||||||||
Total
|
$ | 0.8 | $ | (1.6 | ) | $ | 1.6 | $ | 0.8 | $ | - | |||||||||
Great Plains Energy
|
||||||||||||||||||||
Assets
|
||||||||||||||||||||
Derivative instruments
(a)
|
$ | 9.4 | $ | (0.9 | ) | $ | 0.9 | $ | 5.3 | $ | 4.1 | |||||||||
Nuclear decommissioning trust
(b)
|
83.1 | - | 55.7 | 27.2 | 0.2 | |||||||||||||||
SERP rabbi trust
(c)
|
7.1 | - | 0.2 | 6.9 | - | |||||||||||||||
Total
|
99.6 | (0.9 | ) | 56.8 | 39.4 | 4.3 | ||||||||||||||
Liabilities
|
||||||||||||||||||||
Derivative instruments
(a)
|
0.8 | (1.8 | ) | 1.6 | 1.0 | - | ||||||||||||||
Total
|
$ | 0.8 | $ | (1.8 | ) | $ | 1.6 | $ | 1.0 | $ | - | |||||||||
(a)
|
The fair value of derivative instruments is estimated using market quotes, over-the-counter forward priced and volatility curves and correlations among fuel prices, net of estimated credit risk.
|
(b)
|
Fair value is based on quoted market prices of the investments held by the fund and/or valuation models. The total does not include $3.1 million and $29.4 million at March 31, 2010, and December 31, 2009, respectively, of cash and cash equivalents, which are not subject to the fair value requirements.
|
(c)
|
Fair value is based on quoted market prices of the investments held by the fund and/or valuation models. The total does not include $15.7 million and $16.2 million at March 31, 2010, and December 31, 2009, respectively, of cash and cash equivalents, which are not subject to the fair value requirements.
|
(d)
|
Represents the difference between derivative contracts in an asset or liability position presented on a net basis by counterparty on the consolidated balance sheet where a master netting agreement exists between the Company and the counterparty. At March 31, 2010, and December 31, 2009, Great Plains Energy netted $5.7 million and $0.9 million, respectively, of cash collateral posted with counterparties.
|
16.
|
TAXES
|
Great Plains Energy
|
||||||||
Three Months Ended March 31
|
2010
|
2009
|
||||||
Current income taxes
|
(millions)
|
|||||||
Federal
|
$ | (0.8 | ) | $ | (5.3 | ) | ||
State
|
0.8 | (1.4 | ) | |||||
Total
|
- | (6.7 | ) | |||||
Deferred income taxes
|
||||||||
Federal
|
3.8 | (22.4 | ) | |||||
State
|
0.9 | (0.8 | ) | |||||
Total
|
4.7 | (23.2 | ) | |||||
Noncurrent income taxes
|
||||||||
Federal
|
0.8 | (1.6 | ) | |||||
State
|
0.2 | (0.2 | ) | |||||
Foreign
|
0.3 | (2.1 | ) | |||||
Total
|
1.3 | (3.9 | ) | |||||
Investment tax credit
|
||||||||
Deferral
|
4.2 | 8.1 | ||||||
Amortization
|
(0.5 | ) | (0.6 | ) | ||||
Total
|
3.7 | 7.5 | ||||||
Income tax expense (benefit)
|
$ | 9.7 | $ | (26.3 | ) | |||
KCP&L
|
|
|||||||
Three Months Ended March 31
|
2010
|
2009
|
||||||
Current income taxes
|
(millions)
|
|||||||
Federal
|
$ | 16.2 | $ | (0.2 | ) | |||
State
|
3.1 | (0.1 | ) | |||||
Total
|
19.3 | (0.3 | ) | |||||
Deferred income taxes
|
||||||||
Federal
|
(14.4 | ) | (8.8 | ) | ||||
State
|
(1.7 | ) | 0.2 | |||||
Total
|
(16.1 | ) | (8.6 | ) | ||||
Noncurrent income taxes
|
||||||||
Federal
|
0.5 | (1.3 | ) | |||||
State
|
0.1 | (0.1 | ) | |||||
Total
|
0.6 | (1.4 | ) | |||||
Investment tax credit
|
||||||||
Deferral
|
4.2 | 8.1 | ||||||
Amortization
|
(0.4 | ) | (0.4 | ) | ||||
Total
|
3.8 | 7.7 | ||||||
Total
|
$ | 7.6 | $ | (2.6 | ) | |||
|
Great Plains Energy
|
Income Tax Expense (Benefit) |
Income Tax Rate
|
||||||||||||||
Three Months Ended March 31
|
2010
|
2009
|
2010
|
2009
|
||||||||||||
(millions)
|
||||||||||||||||
Federal statutory income tax
|
$ | 10.5 | $ | (1.6 | ) | 35.0 | % | 35.0 | % | |||||||
Differences between book and tax
|
||||||||||||||||
depreciation not normalized
|
(2.6 | ) | (3.5 | ) | (8.6 | ) | 75.0 | |||||||||
Amortization of investment tax credits
|
(0.5 | ) | (0.6 | ) | (1.8 | ) | 11.9 | |||||||||
Federal income tax credits
|
(1.9 | ) | (2.5 | ) | (6.5 | ) | 55.0 | |||||||||
State income taxes
|
0.9 | (0.6 | ) | 3.1 | 12.5 | |||||||||||
Medicare Part D subsidy legislation
|
2.8 | - | 9.4 | - | ||||||||||||
Changes in uncertain tax positions, net
|
0.3 | (74.1 | ) | 1.1 | 1,599.4 | |||||||||||
Valuation allowance
|
- | 56.0 | - | (1,209.4 | ) | |||||||||||
Other
|
0.2 | 0.6 | 0.3 | (10.5 | ) | |||||||||||
Total
|
$ | 9.7 | $ | (26.3 | ) | 32.0 | % | 568.9 | % | |||||||
KCP&L
|
Income Tax Expense (Benefit) |
Income Tax Rate
|
||||||||||||||
Three Months Ended March 31
|
2010
|
2009
|
2010
|
2009
|
||||||||||||
(millions)
|
||||||||||||||||
Federal statutory income tax
|
$ | 9.4 | $ | 2.0 | 35.0 | % | 35.0 | % | ||||||||
Differences between book and tax
|
||||||||||||||||
depreciation not normalized
|
(2.1 | ) | (2.3 | ) | (7.8 | ) | (39.5 | ) | ||||||||
Amortization of investment tax credits
|
(0.4 | ) | (0.4 | ) | (1.3 | ) | (6.1 | ) | ||||||||
Federal income tax credits
|
(1.9 | ) | (2.3 | ) | (7.2 | ) | (39.4 | ) | ||||||||
State income taxes
|
0.7 | - | 2.6 | (0.2 | ) | |||||||||||
Medicare Part D subsidy legislation
|
2.8 | - | 10.5 | - | ||||||||||||
Changes in uncertain tax positions, net
|
- | 0.1 | - | 0.8 | ||||||||||||
Other
|
(0.9 | ) | 0.3 | (3.5 | ) | 5.5 | ||||||||||
Total
|
$ | 7.6 | $ | (2.6 | ) | 28.3 | % | (43.9 | ) % | |||||||
Great Plains Energy
|
KCP&L
|
|||||||||||||||
March 31
|
December 31
|
March 31
|
December 31
|
|||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
(millions)
|
||||||||||||||||
Beginning balance
|
$ | 51.4 | $ | 97.3 | $ | 20.9 | $ | 17.6 | ||||||||
Additions for current year tax positions
|
1.3 | 13.2 | 0.9 | 3.9 | ||||||||||||
Additions for prior year tax positions
|
- | 8.2 | - | 3.0 | ||||||||||||
Additions for GMO prior year tax positions
|
- | 11.6 | - | - | ||||||||||||
Reductions for prior year tax positions
|
(0.4 | ) | (1.3 | ) | (0.4 | ) | (0.8 | ) | ||||||||
Settlements
|
- | (76.7 | ) | - | (2.2 | ) | ||||||||||
Statute expirations
|
- | (0.7 | ) | - | (0.6 | ) | ||||||||||
Foreign currency translation adjustments
|
0.3 | (0.2 | ) | - | - | |||||||||||
Ending balance
|
$ | 52.6 | $ | 51.4 | $ | 21.4 | $ | 20.9 | ||||||||
17.
|
SEGMENTS AND RELATED INFORMATION
|
Three Months Ended
|
Electric
Utility
|
|
Great Plains
|
|||||||||
March 31, 2010
|
Other
|
Energy
|
||||||||||
(millions)
|
||||||||||||
Operating revenues
|
$ | 506.9 | $ | - | $ | 506.9 | ||||||
Depreciation and amortization
|
(82.2 | ) | - | (82.2 | ) | |||||||
Interest charges
|
(36.2 | ) | (10.3 | ) | (46.5 | ) | ||||||
Income tax (expense) benefit
|
(11.6 | ) | 1.9 | (9.7 | ) | |||||||
Net income (loss)
|
24.9 | (4.6 | ) | 20.3 | ||||||||
Three Months Ended
|
Electric
Utility
|
Great Plains
|
||||||||||
March 31, 2009
|
Other
|
Energy
|
||||||||||
(millions)
|
||||||||||||
Operating revenues
|
$ | 419.2 | $ | - | $ | 419.2 | ||||||
Depreciation and amortization
|
(69.0 | ) | - | (69.0 | ) | |||||||
Interest charges
|
(34.3 | ) | (3.0 | ) | (37.3 | ) | ||||||
Income tax benefit
|
5.8 | 20.5 | 26.3 | |||||||||
Loss from equity investments
|
- | (0.1 | ) | (0.1 | ) | |||||||
Net income
|
7.4 | 14.3 | 21.7 | |||||||||
Electric
Utility
|
Other | Eliminations |
Great Plains
Energy
|
|||||||||||||
March 31, 2010
|
(millions)
|
|||||||||||||||
Assets
|
$ | 8,905.8 | $ | 100.3 | $ | (421.6 | ) | $ | 8,584.5 | |||||||
Capital expenditures
(a)
|
176.9 | - | - | 176.9 | ||||||||||||
December 31, 2009
|
||||||||||||||||
Assets
|
$ | 8,765.3 | $ | 152.5 | $ | (435.0 | ) | $ | 8,482.8 | |||||||
Capital expenditures
(a)
|
841.3 | - | - | 841.3 | ||||||||||||
(a)
Capital expenditures reflect year to date amounts for the periods presented.
|
Current Estimate
|
Previous Estimate
|
||||||||||||||||||||||||||
Range
|
Range
|
Change
|
|||||||||||||||||||||||||
(millions)
|
|||||||||||||||||||||||||||
Great Plains Energy's 73% share of Iatan No. 2
|
$ | 1,222 | - | $ | 1,251 | $ | 1,153 | - | $ | 1,201 | $ | 69 | - | $ | 50 | ||||||||||||
KCP&L's 55% share of Iatan No. 2
|
919 | - | 941 | 868 | - | 904 | 51 | - | 37 | ||||||||||||||||||
Three Months Ended March 31
|
2010
|
2009
|
||||
(millions)
|
||||||
Operating revenues
|
$ | 506.9 | $ | 419.2 | ||
Fuel
|
(101.8 | ) | (87.6 | ) | ||
Purchased power
|
(65.5 | ) | (57.2 | ) | ||
Transmission of electricity by others
|
(5.6 | ) | (6.0 | ) | ||
Gross margin
(a)
|
334.0 | 268.4 | ||||
Other operating expenses
|
(189.8 | ) | (178.5 | ) | ||
Depreciation and amortization
|
(82.2 | ) | (69.0 | ) | ||
Operating income
|
62.0 | 20.9 | ||||
Non-operating income and expenses
|
14.5 | 11.9 | ||||
Interest charges
|
(46.5 | ) | (37.3 | ) | ||
Income tax (expense) benefit
|
(9.7 | ) | 26.3 | |||
Loss from equity investments
|
- | (0.1 | ) | |||
Net income
|
20.3 | 21.7 | ||||
Preferred dividends
|
(0.4 | ) | (0.4 | ) | ||
Earnings available for common shareholders
|
$ | 19.9 | $ | 21.3 | ||
(a)
Gross margin is a non-GAAP measure. See explanation below.
|
Three Months Ended March 31
|
2010
|
2009
|
||||
(millions)
|
||||||
Operating revenues
|
$ | 506.9 | $ | 419.2 | ||
Fuel
|
(101.8 | ) | (87.6 | ) | ||
Purchased power
|
(65.5 | ) | (57.2 | ) | ||
Transmission of electricity by others
|
(5.6 | ) | (6.0 | ) | ||
Gross margin
(a)
|
334.0 | 268.4 | ||||
Other operating expenses
|
(189.0 | ) | (175.2 | ) | ||
Depreciation and amortization
|
(82.2 | ) | (69.0 | ) | ||
Operating income
|
62.8 | 24.2 | ||||
Non-operating income and expenses
|
9.9 | 11.7 | ||||
Interest charges
|
(36.2 | ) | (34.3 | ) | ||
Income tax (expense) benefit
|
(11.6 | ) | 5.8 | |||
Net income
|
$ | 24.9 | $ | 7.4 | ||
(a)
Gross margin is a non-GAAP measure. See explanation under Great Plains Energy's
|
||||||
Results of Operations. |
Revenues and Costs
|
%
|
MWhs Sold
|
%
|
||||||||||||||||
Three Months Ended March 31
|
2010
|
2009
|
Change
|
2010
|
2009
|
Change
|
|||||||||||||
Retail revenues
|
(millions)
|
(thousands)
|
|||||||||||||||||
Residential
|
$ | 204.7 | $ | 168.8 | 21 | 2,539 | 2,291 | 11 | |||||||||||
Commercial
|
182.3 | 157.3 | 16 | 2,624 | 2,550 | 3 | |||||||||||||
Industrial
|
40.4 | 35.5 | 14 | 745 | 729 | 2 | |||||||||||||
Other retail revenues
|
4.2 | 3.9 | 10 | 25 | 29 | (6 | ) | ||||||||||||
Fuel recovery mechanism under (over) recovery
|
13.6 | 11.8 | 16 |
NA
|
NA
|
NA
|
|||||||||||||
Total retail
|
445.2 | 377.3 | 18 | 5,933 | 5,599 | 6 | |||||||||||||
Wholesale revenues
|
49.7 | 28.7 | 73 | 1,323 | 813 | 63 | |||||||||||||
Other revenues
|
12.0 | 13.2 | (8 | ) |
NA
|
NA
|
NA
|
||||||||||||
Operating revenues
|
506.9 | 419.2 | 21 | 7,256 | 6,412 | 13 | |||||||||||||
Fuel
|
(101.8 | ) | (87.6 | ) | 16 | ||||||||||||||
Purchased power
|
(65.5 | ) | (57.2 | ) | 15 | ||||||||||||||
Transmission of electricity by others
|
(5.6 | ) | (6.0 | ) | (8 | ) | |||||||||||||
Gross margin
|
$ | 334.0 | $ | 268.4 | 24 | ||||||||||||||
·
|
Great Plains Energy’s receivables, net decreased $40.8 million primarily due to a $17.5 million decrease in customer accounts receivable resulting from seasonal decreases, a $7.4 million decrease in receivables from joint owners primarily related to the Iatan No. 2 project and a decrease in wholesale sales receivables of $4.5 million driven by a decrease in market rates.
|
·
|
Great Plains Energy’s accounts receivable pledged as collateral and collateralized note payable of $95.0 million reflects the adoption on January 1, 2010, of new accounting guidance for transfers of financial assets. See Note 3 to the consolidated financial statements for additional information.
|
·
|
Great Plains Energy’s electric utility plant increased $66.0 million primarily due to $37.8 million placed in service for the Iatan No. 1 environmental project and certain Iatan facility common costs, in addition to normal plant activity.
|
·
|
Great Plains Energy’s construction work in progress increased $68.3 million primarily due to an $80.6 million increase related to Iatan No. 2, partially offset by $37.8 million for projects placed in service as described above, in addition to normal plant activity.
|
·
|
Great Plains Energy’s notes payable and commercial paper increased $57.5 million and $17.4 million, respectively, due to increased borrowings driven by the timing of cash payments.
|
·
|
Great Plains Energy’s accounts payable decreased $104.2 million primarily due to the timing of cash payments, including payments related to KCP&L’s Comprehensive Energy Plan projects.
|
·
|
Great Plains Energy’s accrued taxes increased $22.5 million primarily due to the timing of property tax payments.
|
·
|
Great Plains Energy’s accrued compensation and benefits decreased $10.3 million primarily due to the 2010 payment of amounts accrued at December 31, 2009.
|
·
|
Great Plains Energy’s long-term debt decreased $147.0 million primarily to reflect GMO’s $137.3 million 7.95% Senior Notes as current maturities. Current maturities of long-term debt increased similarly.
|
Three Months Ended March 31
|
2010
|
2009
|
||||
(millions)
|
||||||
Operating revenues
|
$ | 335.6 | $ | 277.5 | ||
Fuel
|
(61.5 | ) | (52.7 | ) | ||
Purchased power
|
(27.3 | ) | (24.4 | ) | ||
Transmission of electricity by others
|
(2.9 | ) | (2.9 | ) | ||
Gross margin
(a)
|
243.9 | 197.5 | ||||
Other operating expenses
|
(139.9 | ) | (131.0 | ) | ||
Depreciation and amortization
|
(63.5 | ) | (51.6 | ) | ||
Operating income
|
40.5 | 14.9 | ||||
Non-operating income and expenses
|
8.0 | 8.1 | ||||
Interest charges
|
(21.7 | ) | (17.2 | ) | ||
Income tax (expense) benefit
|
(7.6 | ) | 2.6 | |||
Net income
|
$ | 19.2 | $ | 8.4 | ||
(a)
Gross margin is a non-GAAP measure. See explanation under Great Plains Energy's
|
||||||
Results of Operations. |
Revenues and Costs
|
%
|
MWhs Sold
|
%
|
||||||||||||||||
Three Months Ended March 31
|
2010
|
2009
|
Change
|
2010
|
2009
|
Change
|
|||||||||||||
Retail revenues
|
(millions)
|
(thousands)
|
|||||||||||||||||
Residential
|
$ | 122.3 | $ | 98.5 | 24 | 1,461 | 1,310 | 12 | |||||||||||
Commercial
|
134.3 | 115.2 | 17 | 1,859 | 1,809 | 3 | |||||||||||||
Industrial
|
26.3 | 23.5 | 12 | 448 | 450 | (1 | ) | ||||||||||||
Other retail revenues
|
3.0 | 2.6 | 16 | 23 | 23 | 1 | |||||||||||||
Kansas ECA (over) under recovery
|
1.0 | 4.8 | (79 | ) |
NA
|
NA
|
NA
|
||||||||||||
Total retail
|
286.9 | 244.6 | 17 | 3,791 | 3,592 | 6 | |||||||||||||
Wholesale revenues
|
43.8 | 27.3 | 61 | 1,178 | 777 | 51 | |||||||||||||
Other revenues
|
4.9 | 5.6 | (13 | ) |
NA
|
NA
|
NA
|
||||||||||||
Operating revenues
|
335.6 | 277.5 | 21 | 4,969 | 4,369 | 14 | |||||||||||||
Fuel
|
(61.5 | ) | (52.7 | ) | 17 | ||||||||||||||
Purchased power
|
(27.3 | ) | (24.4 | ) | 12 | ||||||||||||||
Transmission of electricity by others
|
(2.9 | ) | (2.9 | ) | (2 | ) | |||||||||||||
Gross margin
|
$ | 243.9 | $ | 197.5 | 24 | ||||||||||||||
Nominee
|
Votes For
|
Votes Withheld
|
Broker Non-Votes
|
|||
David L. Bodde
|
64,539,752
|
23,840,792
|
29,542,497
|
|||
Michael J. Chesser
|
81,965,756
|
6,414,788
|
29,542,497
|
|||
William H. Downey
|
84,433,728
|
3,946,816
|
29,542,497
|
|||
Randall C. Ferguson, Jr.
|
83,605,540
|
4,775,004
|
29,542,497
|
|||
Gary D. Forsee
|
62,810,120
|
25,570,424
|
29,542,497
|
|||
James A. Mitchell
|
64,552,284
|
23,828,260
|
29,542,497
|
|||
William C. Nelson
|
62,781,774
|
25,598,770
|
29,542,497
|
|||
John J. Sherman
|
85,109,518
|
3,271,026
|
29,542,497
|
|||
Linda H. Talbot
|
64,478,518
|
23,902,026
|
29,542,497
|
|||
Robert H. West
|
64,497,686
|
23,882,858
|
29,542,497
|
Votes
For
|
Votes Against
|
Abstentions
|
||
115,691,047
|
1,814,362
|
417,630
|
Exhibit
Number
|
Description of Document
|
|
10.1.1
|
+
|
Form of 2010 three-year Performance Share Agreement.
|
10.1.2
|
+
|
Form of 2010 Restricted Stock Agreement.
|
10.1.3
|
+
|
Great Plains Energy Incorporated Long-Term Incentive Plan Awards Standards and Performance Criteria Effective as of January 1, 2010.
|
10.1.4
|
+
|
Great Plains Energy Incorporated, Kansas City Power & Light Company and KCP&L Greater Missouri Operations Company Annual Incentive Plan amended effective as of January 1, 2010.
|
10.1.5
|
+
|
Great Plains Energy Incorporated Nonqualified Deferred Compensation Plan (as Amended and Restated for I.R.C. § 409A), amended effective January 1, 2010.
|
12.1
|
Computation of Ratio of Earnings to Fixed Charges.
|
|
31.1.a
|
Rule 13a-14(a)/15d-14(a) Certifications of Michael J. Chesser.
|
|
31.1.b
|
Rule 13a-14(a)/15d-14(a) Certifications of Terry Bassham.
|
|
32.1
|
Section 1350 Certifications.
|
Exhibit
Number
|
Description of Document
|
|
10.2.1
|
* +
|
Great Plains Energy Incorporated, Kansas City Power & Light Company and KCP&L Greater Missouri Operations Company Annual Incentive Plan amended effective as of January 1, 2010 (filed as Exhibit 10.1.4 hereto).
|
10.2.2
|
Amendment dated as of May 5, 2010 to Receivables Sale Agreement dated as of July 1, 2005 among Kansas City Power & Light Company, Kansas City Power & Light Company Receivables Company, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Victory Receivables Corporation.
|
|
12.2
|
Computation of Ratio of Earnings to Fixed Charges.
|
|
31.2.a
|
Rule 13a-14(a)/15d-14(a) Certifications of Michael J. Chesser.
|
|
31.2.b
|
Rule 13a-14(a)/15d-14(a) Certifications of Terry Bassham.
|
|
32.2
|
Section 1350 Certifications.
|
GREAT PLAINS ENERGY INCORPORATED
|
|
Dated: May 6, 2010
|
By:
/s/Michael J. Chesser
|
(Michael J. Chesser)
|
|
(Chief Executive Officer)
|
|
Dated: May 6, 2010
|
By:
/s/Lori A. Wright
|
(Lori A. Wright)
|
|
(Principal Accounting Officer)
|
KANSAS CITY POWER & LIGHT COMPANY
|
|
Dated: May 6, 2010
|
By:
/s/ Michael J. Chesser
|
(Michael J. Chesser)
|
|
(Chief Executive Officer)
|
|
Dated: May 6, 2010
|
By:
/s/Lori A. Wright
|
(Lori A. Wright)
|
|
(Principal Accounting Officer)
|
1.
|
Performance Share Award.
The Company hereby grants to the Grantee an Award of _______________ Performance Shares for the
three-year period ending December 31, 2012,
(the “Award Period”). The Performance Shares may be earned based upon the Company’s performance as set forth in Appendix A.
|
2.
|
Terms and Conditions.
The Award of Performance Shares is subject to the following terms and conditions:
|
|
a.
|
The Performance Shares shall be credited with a hypothetical cash credit equal to the per share dividend paid on the Company’s common stock as of the date of any such dividend paid during the entire Award Period, and not just that period of time after the Performance Shares were granted.
At the end of the Award Period and provided the Performance Shares have not been forfeited in accordance with the terms of the Plan, the Grantee shall be paid, in a lump sum cash payment, the aggregate amount of such hypothetical dividend equivalents.
|
|
b.
|
No Company common stock will be delivered under this Award until the Grantee (or the Grantee’s successor) has paid to the Company the amount that must be withheld under federal, state and local income and employment tax laws or the Grantee and the Company have made satisfactory provision for the payment of such taxes. The Company shall first withhold such taxes from the cash portion, if any, of the Award. To the extent the cash portion of the Award is insufficient to cover the full withholding amount, the Grantee shall pay the remainder in cash or, alternatively, the Grantee or the Grantee’s successor may elect to relinquish to the Company that number of shares (valued at their Fair Market Value) that would satisfy the applicable withholding taxes, subject to the Committee’s continuing authority to require cash payment notwithstanding Grantee’s election.
|
|
c.
|
The Company will, to the full extent permitted by law, have the discretion based on the particular facts and circumstances to require that the Grantee reimburse the Company for all or any portion of any awards if and to the extent the awards reflected the achievement of financial results that were subsequently the subject of a restatement, or the achievement of other objectives that were subsequently found to be inaccurately measured, and a lower award would have occurred based upon the restated financial results or inaccurately measured objectives. The Company may, in its discretion, (i) seek repayment from the Grantee; (ii) reduce the amount that would otherwise be payable to the Grantee under current or future awards; (iii) withhold future equity grants or salary increases; (iv) pursue other available legal remedies; or (v) any combination of these actions. The Company may take such actions against any Grantee, whether or not such Grantee engaged in any misconduct or was otherwise at fault with respect to such restatement or inaccurate measurement. The Company will, however, not seek reimbursement with respect to any awards paid more than three years prior to such restatement or the discovery of inaccurate measurements, as applicable.
|
|
d.
|
Except as otherwise specifically provided herein, the Award of Performance Shares is subject to and governed by the applicable terms and conditions of the Plan, which are incorporated herein by reference.
|
GREAT PLAINS ENERGY INCORPORATED
|
|
By: ________________________________
|
______________________________________
|
Michael J. Chesser
|
______________________________________
Grantee
|
Dated: March _____, 2010
|
Goal
|
Weighting
|
Threshold
(50%)
|
Target
(100%)
|
Stretch
(150%)
|
Superior
(200%)
|
|
1.FFO to Total Adjusted Debt
1
|
33%
|
14.6%
|
17.1%
|
19.6%
|
22.1%
|
|
2.Relative Total Shareholder Return (TSR) versus EEI Index
2
|
34%
|
See below
|
||||
3.Equivalent Availability Factor (EAF)-Coal and Nuclear in 2012
3
|
33%
|
82.5%
|
84.8%
|
85.7%
|
86.6%
|
Percentile Rank
|
Payout Amount (% of Target)
|
75
th
and above
|
200%
|
60
th
to 74
th
|
150%
|
40
th
to 59
th
|
100%
|
25
th
to 39
th
|
50%
|
24
th
and below
|
0
|
1.
|
Restricted Stock Award.
The Company hereby grants to the Grantee an Award of ______ shares of Restricted Stock subject to the restrictions provided herein.
|
2.
|
Terms and Conditions.
The Award of Restricted Stock is subject to the following terms and conditions:
|
|
a.
|
The Restricted Stock granted hereunder will be held in book entry and may not be sold, transferred, pledged, hypothecated or otherwise transferred other than as provided in the Plan. The restrictions will terminate on March 5, 2013
(Restriction Period).
|
|
b.
|
Dividends with respect to the Restricted Stock shall be paid and reinvested during the period under the Company’s Dividend Reinvestment and Direct Stock Purchase Plan. Such reinvested dividends shall be subject to the same restrictions as the Restricted Stock.
|
|
c.
|
No Company common stock will be delivered under this Award until the Grantee (or the Grantee’s successor) has paid to the Company the amount that must be withheld under federal, state and local income and employment tax laws or the Grantee and the Company have made satisfactory provision for the payment of such taxes. As an alternative to making a cash payment to satisfy the applicable withholding taxes, the Grantee or the Grantee’s successor may elect to have the Company retain that number of shares (valued at their Fair Market Value) that
|
|
would satisfy the applicable withholding taxes, subject to the Committee’s continuing authority to require cash payment notwithstanding Grantee’s election.
|
|
d.
|
The Company will, to the full extent permitted by law, have the discretion based on the particular facts and circumstances to require that the Grantee reimburse the Company for all or any portion of any awards if and to the extent the awards reflected the achievement of financial results that were subsequently the subject of a restatement, or the achievement of other objectives that were subsequently found to be inaccurately measured, and a lower award would have occurred based upon the restated financial results or inaccurately measured objectives. The Company may, in its discretion, (i) seek repayment from the Grantee; (ii) reduce the amount that would otherwise be payable to the Grantee under current or future awards; (iii) withhold future equity grants or salary increases; (iv) pursue other available legal remedies; or (v) any combination of these actions. The Company may take such actions against any Grantee, whether or not such Grantee engaged in any misconduct or was otherwise at fault with respect to such restatement or inaccurate measurement. The Company will, however, not seek reimbursement with respect to any awards paid more than three years prior to such restatement or the discovery of inaccurate measurements, as applicable.
|
|
e.
|
Except as otherwise specifically provided herein, the Award of Restricted Stock is subject to and governed by the applicable terms and conditions of the Plan, which are incorporated herein by reference.
|
GREAT PLAINS ENERGY INCORPORATED
|
|
By: ________________________________
|
By: ________________________________
|
Michael J. Chesser
|
________________________________
Grantee
|
Dated: March _____, 2010
|
Objective
|
Weighting
|
Threshold
(50%)
|
Target
(100%)
|
Stretch
(150%)
|
Superior
(200%)
|
|
1.FFO to Total Adjusted Debt
1
|
33%
|
14.6%
|
17.1%
|
19.6%
|
22.1%
|
|
2.Relative Total Shareholder Return (TSR) versus EEI Index
2
|
34%
|
See below
|
||||
3.Equivalent Availability Factor (EAF)-Coal and Nuclear in 2012
3
|
33%
|
82.5%
|
84.8%
|
85.7%
|
86.6%
|
Percentile Rank
|
Payout Amount (% of Target)
|
75
th
and above
|
200%
|
60
th
to 74
th
|
150%
|
40
th
to 59
th
|
100%
|
25
th
to 39
th
|
50%
|
24
th
and below
|
0
|
2010 Annual Incentive Plan - Officers
|
||||||||
Objectives
|
Weighting
|
2008
Actual
|
2009
Actual
|
Threshold
50%
|
Target
100%
|
Stretch
150%
|
Superior
200%
|
|
40% of Payout
|
Core Financial Objectives
|
|||||||
1. GPE Earnings per Share
|
40%
|
$1.44
|
$1.14
|
$1.15
|
$1.32
|
$1.40
|
$1.49
|
|
40%
|
||||||||
40% of Payout
|
Key Business Objectives
|
|||||||
2. SAIDI (system-wide reliability in minutes)
1
|
5%
|
73.43
2
|
90.61
|
103.0
|
90.95
|
86.4
|
82.08
|
|
3. % Equivalent Availability -coal & nuclear (plant performance)
3
|
10%
|
77.8%
|
79.8%
|
81.9%
|
85.2%
|
86.3%
|
87.2%
|
|
4. OSHA Incident Rate
|
10%
|
3.0
|
2.9
|
3.2
|
2.8
|
2.4
|
2.2
|
|
5. JD Power Customer Satisfaction Index - residential customer satisfaction
|
5%
|
Tier I
|
Tier I
|
Bottom Half
of Tier II
|
Top Half
of Tier II
|
Bottom Half
of Tier I
|
Top Half
of Tier I
|
|
6. Cumulative Synergy Savings (due to merger)
|
5%
|
$68.2M
|
$212.4M
|
$290.6M
|
$363.2M
|
$435.9M
|
$472.2M
|
|
7. Comprehensive Energy Plan Progress
|
5%
|
100%
|
125%
|
Qualitative Measure
Judgment made on collective work progress
|
||||
40%
|
||||||||
20% of Payout
|
Individual Performance
|
|||||||
8. Individual Performance
|
20%
|
N/A
|
N/A
|
Discretionary
|
Discretionary
|
Discretionary
|
Discretionary
|
|
20%
|
·
|
First, the Frozen NQDC Plan has been frozen as of December 31, 2004 such that no new participants will enter the Plan and no new amounts (other than Earnings) will accrue under the Plan after December 31, 2004. Except to the extent to reflect that the Frozen NQDC Plan has been frozen, no material modifications have been made to the Frozen NQDC Plan. The Frozen NQDC Plan will continue to operate as a "frozen" plan in accordance with its terms and with respect to all amounts which were both accrued and vested as of December 31, 2004. A copy of the Frozen NQDC Plan is attached as Appendix B.
|
·
|
Second, this Plan, the "Great Plains Energy Incorporated Nonqualified Deferred Compensation Plan (As Amended and Restated for I.R.C. § 409A)" (the "Plan") is adopted and, except for those changes required by Code Section 409A generally mirrors the Frozen NQDC Plan. The Plan governs the payment of, and all administrative aspects related to amounts that (1) were not accrued and vested as of December 31, 2004 under the Frozen NQDC Plan and (2) have been or are contributed to the Frozen NQDC Plan and this Plan on or after January 1, 2005. Certain operations of the Plan between December 31, 2004 and December 31, 2007, including those operations in 2005 memorialized in Appendix A, however, were completed in accordance with IRS Notice 2005-1 and in "good faith" compliance with the proposed Treasury Regulations issued under Code Section 409A. Generally, this Plan was amended and restated effective January 1, 2005. However, several features, terms and conditions are effective January 1, 2008. These include: (1) the definition of Specified Employees; (2) the removal of the vesting schedule applicable to Company matching contributions; and (3) the changes made to Article III, relating to the Capital Accumulation Excess Benefit Provision.
|
Page | ||
ARTICLE I
|
DEFINITIONS
|
1
|
ARTICLE II
|
DEFERRED COMPENSATION
|
4
|
ARTICLE III
|
CAPITAL ACCUMULATION PLAN EXCESS BENEFIT
|
11
|
ARTICLE IV
|
MISCELLANEOUS
|
12
|
APPENDIX A
|
DISTRIBUTIONS FOR PARTICIPANTS TERMINATED DURING 2005
|
|
APPENDIX B
|
GREAT PLAINS ENERGY INCORPORATED FROZEN NONQUALIFIED DEFERRED COMPENSATION PLAN
|
|
(a)
|
a specified dollar amount or percentage of the Participant's anticipated Base Salary (or director's fees) as in effect on January 1 of the year in which such salary or fees are to be deferred; and/or
|
|
(b)
|
a specified dollar amount or percentage of any anticipated Incentive Awards to be paid to the Participant for performance in the following calendar year.
|
|
(a)
|
Matching Contributions
. A Participant will be eligible to receive a matching contribution under this Section 2.5(a) only if the Participant defers the maximum amount allowed under Code Section 402(g) (ignoring any opportunity the Participant may have had to make catch-up contributions described in Section 414(v) of the Code) for such year.
|
|
(i)
|
For each Stationary Participant, the Company will credit to the Stationary Participant's account a matching contribution in an amount equal to 50% of the first 6% of the Base Salary deferred by the Participant under Section 2.1(a), but such amount will be reduced by the matching contribution made for the year to the Stationary Participant's account in the Employee Savings Plan. In no event will the total matching contributions in the Employee Savings Plan and this Plan exceed 3% of the Stationary Participant's Base Salary in any given year.
|
|
(ii)
|
For each Converted Participant and Post-2007 Participant, the Company will credit to such Participant's account a matching contribution in an amount equal to 100% of the first 6% of the aggregate amount of the Participant's Base Salary and Incentive Awards deferred by the Participant under Section 2.1, but such amount will be reduced by the matching contribution made for the year to the Converted Participant's or Post-2007 Participant's account in the Employee Savings Plan. For avoidance of doubt, the matching
|
Years of Service
|
Vested Percentage
|
Less Than Two Years
|
0%
|
Two Years
|
20%
|
Three Years
|
40%
|
Four Years
|
60%
|
Five Years
|
80%
|
Six Years
|
100%
|
|
(b)
|
Additional Discretionary Company Contributions
. From time to time, as determined appropriate by the Board, the Company may elect to make additional contributions (either discretionary, matching or both) to the Plan and may direct that such contributions be allocated among the accounts of those Participants that it may select. The Board may impose vesting conditions and/or allocation conditions with respect to such additional contributions. No Participant shall have a right to compel the Company to make a contribution under this Section 2.5(b) and no Participant shall have the right to share in the allocation of any such contribution for any year unless selected by the Board, in its sole discretion. At the time any such additional contribution is made, the Board may provide that the additional amounts are to be paid at the same time as other amounts deferred under this Plan are paid to the Participant or a different time (in all cases compliant with Code Section 409A) as established by the Board.
|
|
(a)
|
Subject to Section 4.12, the Participant's Separation from Service other than on account of death;
|
|
(b)
|
a specified age or date;
|
|
(c)
|
the Participant's death;
|
|
(d)
|
the earlier of (a) or (b) (
e.g.
, the earlier of Separation from Service or attainment of age 65); or
|
|
(e)
|
the later of (a) or (b) (
e.g.
, the later of Separation from Service or attainment of age 65) .
|
|
(a)
|
in a single lump-sum payment; or
|
|
(b)
|
in annual installments (of principal plus Earnings) over a period of 5 years, 10 years, or 15 years. Each annual installment will be equal to a fraction of the total remaining balance in the Participant's account, the numerator of which is 1 and the denominator is the total number of remaining installments, including the annual installment for which the amount is being calculated.
|
|
(a)
|
Designated Beneficiary.
At the time a Participant elects to defer compensation under this Plan, the Participant may designate a death beneficiary or beneficiaries, and may amend or revoke such designation at any time.
|
|
(b)
|
Participant's Death Before Distribution Event.
If the Participant dies before any deferred amounts have been paid under this Plan, all amounts credited to the Participant's account will be paid to the Participant's designated
|
|
(c)
|
Participant's Death After Distribution Event.
If a Participant dies after payment of any deferred amounts has commenced, the balance of the amounts credited to the Participant's account will continue to be paid to the Participant's beneficiary or beneficiaries at the same times and in the same form as the amounts were being paid to the Participant.
|
|
(d)
|
Deceased Designated Beneficiary
. If a Participant is not survived by a designated beneficiary, the balance of the amounts due the Participant under the deferral election for which no surviving beneficiary exists will be paid in a single lump-sum payment to the Participant's estate on the 30
th
day following the date of the Participant's death. If, with respect to a particular deferral election, a Participant's last surviving designated beneficiary dies after the Participant, but before the balance of the amounts due the beneficiary under the deferral election have been paid, the balance will be paid in a single lump-sum payment to the estate of the last surviving designated beneficiary as soon as practicable after the beneficiary's death.
|
|
(a)
|
No change in a timing or form election made during 2006 may either (1) apply to payments the Participant otherwise would have received in 2006 or (2) cause a Plan benefit to be paid in 2006 which otherwise would not have been paid in 2006;
|
|
(b)
|
No change in a timing or form election made during 2007 may either (1) apply to payments the Participant otherwise would have received in 2007 or (2) cause a Plan benefit to be paid in 2007 which otherwise would not have been paid in 2007; or
|
|
(c)
|
No change in a timing or form election made during 2008 may either (1) apply to payments the Participant otherwise would have received in 2008 or (2) cause a Plan benefit to be paid in 2008 which otherwise would not have been paid in 2008.
|
|
ARTICLE III
|
|
CAPITAL ACCUMULATION PLAN EXCESS BENEFIT
|
|
(a)
|
When the Participant Separates from Service (whether due to death, disability, retirement or other termination), the Participant will be paid in a single lump-sum payment. The payment will be equal to the amount credited to the CAP Excess Benefits Account, plus the additional amount credited to the CAP Excess Benefits Account under Section 3.2(b), below. Subject to Section 4.12, payment will be made on the 60
th
day after the close of the calendar year in which the Participant Separates from Service. If the Participant dies before payment is made, payment will be made to the Participant's beneficiary on the 30
th
day after the Participant's death. The Participant's beneficiary for the purposes of this Article III will be the Participant's beneficiary under the Capital Accumulation Plan.
|
|
(b)
|
The Participant's CAP Excess Benefits Account will be credited and debited with the same Earnings and in the same manner as provided for in Section 2.4.
|
|
ARTICLE IV
|
|
MISCELLANEOUS
|
|
(a)
|
The specific reason or reasons for the denial;
|
|
(b)
|
A specific reference to pertinent Plan provisions on which the denial is based;
|
|
(c)
|
A description of any additional material or information necessary for the claimant to perfect the claim, along with an explanation of why such material or information is necessary; and
|
|
(d)
|
Appropriate information as to the steps to be taken if the claimant wishes to appeal his or her claim, including the period in which the appeal must be filed and the period in which it will be decided.
|
|
(a)
|
with respect to any payment to be made under Section 2.6 and 2.7 if (1) the Participant has elected his or her Separation from Service as the applicable Distribution Event, and (2) the Participant is a Specified Employee, then payment of any amounts will be made or commence no earlier than the first
business day of the 7
th
month following the month in which the Participant Separates from Service; and
|
|
(b)
|
with respect to any payment to be made under Section 3.2, no payment may be made to a Participant who is a Specified Employee any earlier than the first business day of the 7
th
month following the month in which the Participant Separates from Service.
|
GREAT PLAINS ENERGY INCORPORATED
By:
Title: Chairman of the Board and Chief Executive Officer
|
I | DEFINITIONS | 1 |
II | DEFERRED COMPENSATION | 2 |
III | CAPITAL ACCUMULATION PLAN EXCESS BENEFIT | 7 |
IV | MISCELLANEOUS | 8 |
Years of Service
|
Vested Percentage
|
Less Than Two Years
|
0%
|
Two Years
|
20%
|
Three Years
|
40%
|
Four Years
|
60%
|
Five Years
|
80%
|
Six Years
|
100%
|
|
ARTICLE IV
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Great Plains Energy Incorporated;
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report:
|
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
May 6, 2010
|
/s/ Michael J. Chesser
|
|
Michael J. Chesser
Chairman of the Board and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Great Plains Energy Incorporated;
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report:
|
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
May 6, 2010
|
/s/ Terry Bassham
|
|
Terry Bassham
Executive Vice President – Finance and Strategic Development and Chief Financial Officer
|
/s/ Michael J. Chesser
|
|
Name:
Title:
|
Michael J. Chesser
Chairman of the Board and Chief Executive Officer
|
Date:
|
May 6, 2010
|
/s/ Terry Bassham
|
|
Name:
Title:
|
Terry Bassham
Executive Vice President – Finance and Strategic Development and Chief Financial Officer
|
Date:
|
May 6, 2010
|
|
The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch,
as the Agent
|
|
By: /s/ Aditya Reddy
|
|
Title: VP and Manager
|
|
Victory Receivables Corporation
|
|
By: /s/ Frank B. Bilotta
|
|
Title: President
|
|
Kansas City Power & Light Receivables Company
|
|
By: /s/ James P. Gilligan
|
|
Title: President
|
|
Kansas City Power & light Company
|
|
By: /s/ Michael W. Cline
|
|
Title: Vice President – Investor Relations and Treasurer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Kansas City Power & Light Company;
|
|
2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report:
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
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May 6, 2010
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/s/ Michael J. Chesser
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Michael J. Chesser
Chairman of the Board and Chief Executive Officer
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1.
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I have reviewed this quarterly report on Form 10-Q of Kansas City Power & Light Company;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report:
|
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4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
|
May 6, 2010
|
/s/ Terry Bassham
|
|
Terry Bassham
Executive Vice President – Finance and Strategic Development and Chief Financial Officer
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/s/ Michael J. Chesser
|
|
Name:
Title:
|
Michael J. Chesser
Chairman of the Board and Chief Executive Officer
|
Date:
|
May 6, 2010
|
/s/ Terry Bassham
|
|
Name:
Title:
|
Terry Bassham
Executive Vice President - Finance and Strategic Development and Chief Financial Officer
|
Date:
|
May 6, 2010
|