0001104659-03-010871.txt : 20030521 0001104659-03-010871.hdr.sgml : 20030521 20030520175443 ACCESSION NUMBER: 0001104659-03-010871 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030516 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMPIRE DISTRICT ELECTRIC CO CENTRAL INDEX KEY: 0000032689 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 440236370 STATE OF INCORPORATION: KS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03368 FILM NUMBER: 03713470 BUSINESS ADDRESS: STREET 1: 602 JOPLIN ST CITY: JOPLIN STATE: MO ZIP: 64801 BUSINESS PHONE: 4176255100 MAIL ADDRESS: STREET 1: P.O. BOX 127 CITY: JOPLIN STATE: MO ZIP: 64802 8-K 1 j1411_8k.htm 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 16, 2003

THE EMPIRE DISTRICT ELECTRIC COMPANY
(Exact name of registrant as specified in charter)

Kansas
(State or other jurisdiction of incorporation)

1-3368		44-0236370
(Commission File Number)		(IRS Employer Identification Number)

602 Joplin Street, Joplin, Missouri		64801
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (417) 625-5100

Not applicable
(Former name or former address, if changed since last report)

Item 5. Other Events.

Attached hereto as Exhibit 99.1 is a press release, which is incorporated by reference herein, issued by the Company on May 16, 2003 announcing, among other matters, the Company’s plans to redeem certain outstanding debt securities, issue new senior unsecured notes and file a new $200 million shelf registration statement. Also attached hereto as Exhibit 99.2, is a press release, which is incorporated by reference herein, issued by the Company on May 20, 2003 announcing the calling for redemption of all $100 million aggregate principal amount of its Senior Notes, 7.70% Series due 2004.

Item 7. Financial Statements and Exhibits.

Exhibit No.		Description

99.1		Press Release, dated May 16, 2003, announcing, among other matters, the Company’s plans to redeem certain outstanding debt securities, issue new senior unsecured notes and file a new $200 million shelf registration statement.
99.2		Press Release, dated May 20, 2003, announcing the calling for redemption of all $100 million aggregate principal amount of its Senior Notes, 7.70% Series due 2004.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE EMPIRE DISTRICT ELECTRIC COMPANY


	By:	/s/ William L. Gipson
		Name: William L. Gipson
		Title: President and Chief Executive Officer

Dated: May 20, 2003

EXHIBIT INDEX

Exhibit No.		Description

99.1		Press Release, dated May 16, 2003, announcing, among other matters, the Company’s plans to redeem certain outstanding debt securities, issue new senior unsecured notes and file a new $200 million shelf registration statement.
99.2		Press Release, dated May 20, 2003, announcing the calling for redemption of all $100 million aggregate principal amount of its Senior Notes, 7.70% Series due 2004.

EX-99.1 3 j1411_ex99d1.htm EX-99.1

Exhibit 99.1

[EMPIRE DISTRICT ELECTRIC COMPANY LOGO]

PRESS RELEASE

For Immediate Release

Contact:

MEDIA COMMUNICATIONS:		INVESTOR RELATIONS:
Amy Bass		Janet S. Watson
Director of Corporate Communications		Secretary - Treasurer
417 625-5114		417 625-5108
abass@empiredistrict.com		jwatson@empiredistrict.com

THE EMPIRE DISTRICT ELECTRIC COMPANY

ANNOUNCES REFINANCING PLANS

JOPLIN, MO, May 16, 2003—(NYSE:EDE) The Empire District Electric Company announced today that its Board of Directors has authorized the Company to refinance the following outstanding debt securities at the redemption prices set forth therein: (1) the Company’s Senior Notes, 7.70% Series due 2004 (“7.70% Notes”), (2) the Company’s First Mortgage Bonds, 9¾% Series due 2020 (“9¾% Bonds”), (3) the Company’s First Mortgage Bonds, 7¼% Series due 2028 (“7¼% Bonds”) and (4) the Company’s First Mortgage Bonds, 7% Series due 2023 (“7% Bonds”).

Subject to market and other conditions (including financing), the Company plans to redeem (1) the 7.70% Notes in June 2003, (2) the 9¾% Bonds and the 7¼% Bonds in the summer of 2003 and (3) the 7% Bonds (which become redeemable on October 1, 2003) in October 2003. The Company expects to finance the redemption of the 7.70% Notes, in part, with an underwritten public offering of approximately $98 million aggregate principal amount of senior unsecured notes covered by its existing shelf registration statement. The remainder of the funds necessary for the redemption of the 7.70% Notes, as well as the necessary funds for the redemption of the 9¾% Bonds and the 7¼% Bonds, are initially expected to come from short-term debt. In addition, the Company plans to file a new shelf registration statement with the SEC covering up to $200 million of unsecured notes, first mortgage bonds and common and preferred equity. Proceeds of one or more offerings of securities to be covered by this new shelf registration statement would be used to finance the redemption of the 7% Bonds and to repay the short-term debt incurred in connection with the other redemptions.

Based in Joplin, Missouri, The Empire District Electric Company (NYSE:EDE) is an investor-owned utility providing electric service to approximately 154,000 customers in southwest Missouri, southeast Kansas, northeast Oklahoma, and northwest Arkansas. The Company also provides fiber optic and Internet services and has an investment in close-tolerance, custom manufacturing. Empire provides water service in three incorporated communities in Missouri.

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Certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Such statements address future plans, objectives, expectations, and events or conditions concerning various matters. Actual results in each case could differ materially from those currently anticipated in such statements, by reason of the factors noted in our filings with the SEC, including the most recent Form 10-K and Form 10-Q.

THE EMPIRE DISTRICT ELECTRIC COMPANY • 602 JOPLIN STREET • JOPLIN, MISSOURI 64802 • 417-625-5100

• FAX: 417-625-5169 • www.empiredistrict.com

EX-99.2 4 j1411_ex99d2.htm EX-99.2

Exhibit 99.2

[EMPIRE DISTRICT ELECTRIC COMPANY LOGO]

PRESS RELEASE

For Immediate Release

Contact:

MEDIA COMMUNICATIONS:		INVESTOR RELATIONS:
Amy Bass		Janet S. Watson
Director of Corporate Communications		Secretary - Treasurer
417 625-5114		417 625-5108
abass@empiredistrict.com		jwatson@empiredistrict.com

THE EMPIRE DISTRICT ELECTRIC COMPANY

CALLS ITS SENIOR NOTES, 7.70% SERIES DUE 2004 FOR REDEMPTION

JOPLIN, MO, May 20, 2003—(NYSE:EDE) The Empire District Electric Company announced that notice of the Company’s call for redemption of all $100 million aggregate principal amount of its Senior Notes, 7.70% Series due 2004 (“7.70% Notes”) has been mailed today. The redemption date has been set for June 19, 2003. The redemption price for the 7.70% Notes will be the greater of 100.00% and a “make-whole” amount, plus accrued interest through the date of redemption, calculated as provided in the 7.70% Notes and the securities resolution pursuant to which they were issued. The “make-whole” amount will equal the sum of the present values of the remaining interest and principal payments that will become due through and including maturity (discounted to the date of redemption, on a semiannual basis at the “treasury rate” plus 15 basis points). The “treasury rate” will be a rate (calculated on June 16, 2003) equal to the semiannual equivalent yield to maturity of a United States Treasury security having a comparable maturity to the remaining term of the 7.70% Notes.

The Company expects to finance the redemption, in part, with an underwritten public offering of approximately $98 million aggregate principal amount of senior unsecured notes covered by its existing shelf registration statement. The redemption is conditioned upon the consummation of this offering. If the Company is unable to complete such offering, the notice of redemption would be of no effect unless the Company waives this condition. The remainder of the funds are initially expected to come from short-term debt.

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THE EMPIRE DISTRICT ELECTRIC COMPANY • 602 JOPLIN STREET • JOPLIN, MISSOURI 64802 • 417-625-5100

• FAX: 417-625-5169 • www.empiredistrict.com