Western Resources has no knowledge, with respect to any predecessor of Western Resources, KGE or any of the Western Resources Subsidiaries, of any Environmental Claim which would have a Western Resources Material Adverse Effect pending or threatened, or of any Release of Hazardous Materials that would be reasonably likely to form the basis of any Environmental Claim which would have a Western Resources Material Adverse Effect.
Western Resources has filed exchange offer materials with the Securities and Exchange Commission (the "Commission"). As soon as Western Resources' registration statement has been declared effective by the Commission, Western Resources and Westar Capital intend to commence an offer to exchange shares of common stock, par value $5.00 per share, of Western Resources ("Western Resources Common Stock"), and cash, for
Western Resources. KPL" or "KGE".
Examples of Western Resources in a sentence
In order to comply with Bye-Law 48(1) of the ADT Bye-Laws, which requires that any person acting as a proxy must be a shareholder of ADT, each of the representatives of Western Resources named as a proxy on the accompanying proxy card will own at least one Share at the time of the ADT Special Meeting.
In the past, ADT has advised Western Resources that it is not interested in discussing a business arrangement between ADT and Western Resources despite the fact that Western Resources believes that such a combination could maximize ADT's potential both in its existing security business and in the emerging market of deregulated retail energy distribution.
Hayes, Jr., Chairman of the Board and Chief Executive Officer of Western Resources, informed Xx. Xxxxxxxx and the ADT Board of Western Resources' intention to pursue the Offer and the Amalgamation and encouraged Xx. Xxxxxxxx and the ADT Board to meet with Western Resources to discuss the possibility of a mutually beneficial negotiated transaction.
As described below, Western Resources has commenced litigation challenging the validity of the Republic Warrant.
In December 1995, Western Resources entered into a stock purchase agreement with Xxxxxxx Transportation, Inc.
More Definitions of Western Resources
Western Resources means Western Resources Corp., a corporation existing under the BCBCA; (ww) "Western Resources Board" or "Board" means the board of directors of Western Resources Corp.;
Western Resources means Western Resources Corp., a corporation existing under the BCBCA;
Western Resources has requested that the Court grant judicial relief with respect to the Rights Agreement Amendments prior to the ADT Special Meeting. If such relief has not been granted prior to the date of the ADT Special Meeting, it is possible that the Western Resources Nominees, once elected, would be unable to redeem the Rights or amend the Rights Agreement. In this circumstance, the Rights Plan Condition may not be capable of satisfaction and the Offer may not be consummated.
Western Resources shall have the meaning set forth in the recitals hereto.
Western Resources. (NYSE: WR) is a consumer services company with interests in monitored services and energy. The company has total assets of more than $8 billion, including security company holdings through ownership of Protection One (NYSE: POI), which has more than 1.6 million security customers in North America and Europe. Its utilities, KPL and KGE, provide electric service to approximately 614,000 customers in Kansas. Through its ownership in ONEOK Inc. (NYSE: OKE), a Tulsa-based natural gas company, Western Resources has a 45 percent interest in the eighth largest natural gas distribution company in the nation, serving more than 1.4 million customers. For more information about Western Resources and its operating companies, visit us on the Internet at xxxx://xxx.xx.xxx. Protection One, one of the leading residential security alarm companies in the United States, provides monitoring and related security services to more than 1.6 million residential and commercial subscribers in North America and Europe. -------------------- --------------------- CUSIP NO. 74 3663 304 PAGE 8 OF 8 PAGES -------------------- ---------------------
Western Resources written agreement (which decision regarding agreement shall be made as soon as reasonably practicable) prior to making or committing to make any acquisitions or capital expenditures or incurring or committing to incur any indebtedness, including guarantees but not including the cost of routine regulated utility capital expenditures (such acquisitions, capital expenditures and indebtedness, collectively, "Investments") subsequent to the time when the aggregate value of the Investments made or committed to be made by KCPL as permitted by this Section 8.1 exceeds in the aggregate $150,000,000 during the period January 1, 1997 through December 31, 1997 and which aggregate limits for each subsequent six-month period commencing January 1, 1998 through the Closing shall be $75,000,000 ($25,000,000 of which during each such six-month period may be expended or committed on items not included in the KCPL Business Plan), it being agreed that to the extent any such $150,000,000 or $75,000,000 aggregate amount is not made, committed or incurred during such one-year or any such six-month period, as the case may be, such amount or amounts shall be added to, and cumulated with, the amount or amounts available during subsequent time periods until the Closing (such aggregate limits to exclude the cost of routine regulated utility capital expenditures); and provided further that, KCPL shall be permitted to use the proceeds obtained from any disposition of assets for Investments in accordance with the KCPL Business Plan; provided, further, however, that KCPL shall confer on a regular and frequent basis with representatives of Western Resources in the course of KCPL's implementation of the KCPL Business Plan and any expenditures referred to in this Section 8.1:
Western Resources has filed exchange offer materials with the Securities and Exchange Commission (the "Commission"). As soon as Western Resources' registration statement has been declared effective by the Commission, Western Resources and Westar Capital intend to commence an offer to exchange shares of common stock, par value $5.00 per share, of Western Resources ("Western Resources Common Stock"), and cash, for each outstanding common share, par value $ 0.10 per share (each a "Share" and collectively, the "Shares"), of ADT, including the associated preference share purchase rights (each, a "Right" and collectively, the "Rights") issued pursuant to the Rights Agreement, dated as of November 6, 1996, between ADT and Citibank, N.A., New York branch, as Rights Agent (the "Rights Agreement"), upon the terms and subject to the conditions set