UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) August 2, 2007
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BLACK HILLS CORPORATION
(Exact name of registrant as specified in its charter)
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South Dakota | |||
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(State or other jurisdiction of incorporation) | |||
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001-31303 |
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46-0458824 | |
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(Commission File Number) |
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(IRS Employer Identification No.) | |
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625 Ninth Street, PO Box 1400 Rapid City, South Dakota (Address of principal executive offices) |
57709-1400 | ||
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(Zip Code) | |||
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605.721.1700 | |||
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(Registrant’s telephone number, including area code) | |||
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Not Applicable | |||
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(Former name or former address, if changed since last report) | |||
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events
On August 2, 2007, the Registrant issued a press release jointly with Aquila, Inc. announcing that they have filed notifications for antitrust clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The filings relate to the previously announced agreement for the Registrant to acquire Aquila’s electric generating and distribution properties in Colorado and its natural gas distribution properties in Colorado, Iowa, Kansas and Nebraska. With the filing of the Hart-Scott-Rodino notifications, the companies have now filed applications for all state and federal regulatory approvals and reviews required for the proposed acquisition.
The press release is attached as Exhibit 99 to this Form 8-K.
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Item 9.01 |
Financial Statements and Exhibits | ||||
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(d) |
Exhibits |
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99 |
Press release dated August 2, 2007. | |||
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SIGNATURES
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.
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BLACK HILLS CORPORATION |
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By: /s/ Mark T. Thies |
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Mark T. Thies |
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Executive Vice President |
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and Chief Financial Officer |
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Date: August 3, 2007 |
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Exhibit Index
Exhibit #
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99 |
Press release dated August 2, 2007. |
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Media Contacts:
Aquila
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Al Butkus |
(816) 467-3616 |
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Media Relations |
(816) 467-3000 |
Black Hills Corporation
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Barbara Zar |
(605) 721-2366 |
Investor Relations:
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Aquila |
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Jason Ketchum |
(816) 467-3274 | |
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Toll-free |
(800) 487-6661 | |
Black Hills Corporation
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Dale Jahr |
(605) 721-2326 |
AQUILA AND BLACK HILLS CORPORATION FILE
FOR ANTITRUST CLEARANCE ON PROPOSED TRANSACTION
KANSAS CITY, MO, Aug. 2, 2007 – Aquila, Inc. (NYSE: ILA) and Black Hills Corporation (NYSE: BKH) today announced that they have filed notifications for antitrust clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. These filings relate to the previously announced agreement for Black Hills to acquire Aquila electric generating and distribution properties in Colorado and its natural gas distribution properties in Colorado, Iowa, Kansas and Nebraska.
The companies anticipate that the 30-day initial waiting period applicable to the proposed transaction under Hart-Scott-Rodino will expire at 11:59 p.m. on September 4, 2007, unless this period is terminated earlier or extended. The filing of Hart-Scott-Rodino notifications and the expiration of the applicable waiting period is required for each party to close the proposed transaction.
In April 2007, Aquila and Black Hills filed the requisite state regulatory applications regarding the proposed transaction, including regulatory applications in Colorado, Iowa, Kansas and Nebraska. With today’s filing of the Hart-Scott-Rodino notifications, the companies have now filed applications for all state and federal regulatory approvals and reviews required for the proposed acquisition.
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Page 2, Aquila and Black Hills Corporation
Additional Information and Where to Find It
In connection with the merger of Aquila with a subsidiary of Great Plains Energy, Great Plains Energy filed with the SEC a registration statement on Form S-4 (Registration No. 333-142715), containing a preliminary joint proxy statement/prospectus and other relevant materials. The final joint proxy statement/prospectus will be mailed to Aquila’s stockholders. AQUILA’S INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND THE OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT GREAT PLAINS ENERGY, AQUILA AND THE MERGER. The registration statement and joint proxy statement/prospectus and other relevant materials (when they become available), and any other documents filed by Great Plains Energy or Aquila with the SEC, may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents (when they are available) filed with the SEC by Great Plains Energy by directing a request to: Great Plains Energy, 1201 Walnut, Kansas City, MO 64106, Attn: Investor Relations. Investors and security holders may obtain free copies of the documents filed with the SEC by Aquila (when they are available) by contacting Aquila, 20 West Ninth Street, Kansas City, MO 64105, Attn: Investor Relations.
Participants in Proxy Solicitation
Aquila and its executive officers and directors may be deemed to be participants in the solicitation of proxies relating to the proposed merger. Information regarding our executive officers and directors and their ownership of our common stock is set forth in the proxy statement for our 2007 Annual Meeting of Stockholders, which was filed with the SEC on March 21, 2007. Investors and security holders may obtain more detailed information regarding the interests of Aquila and its executive officers and directors in the merger by reading the joint proxy statement/prospectus regarding the merger.