Davis Polk acted as counsel to Westar Energy, Inc. in connection with an SEC-registered offering of 8,000,000 shares of common stock and the concurrent execution of forward sale agreements relating to an equal number of shares. Under the forward sale agreements an affiliate of J.P. Morgan Securities LLC and an affiliate of Wells Fargo Securities, LLC collectively borrowed an aggregate of 8,000,000 shares of Westar Energy Inc.’s common stock from third parties and sold these shares to the underwriters.

The net proceeds of the offering (assuming full physical settlement of the forward sale agreements at the initial forward sale price) are expected to be approximately $240.5 million. The underwriters have a 30-day option to purchase up to an additional 1,200,000 shares of common stock directly from Westar Energy or, if Westar Energy so elects, through additional forward sale agreements. The joint book-running managers were J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, Citigroup Global Markets Inc. and UBS Securities LLC. 

Westar Energy is the largest electric utility in Kansas, providing electric generation, transmission and distribution services to approximately 694,000 customers. 

The Davis Polk corporate team included partner Daniel G. Kelly Jr. and associates Aaron Justin Epstein and Emily Roberts. The Davis Polk equity derivatives team included partner Mark M. Mendez and associates Barry J. Gewolb and Peter H. Chin. The tax team included partner Rachel D. Kleinberg and associate Catherine Paskoff Chang. Counsel Catherine L. Martin provided 1940 Act advice. Members of the Davis Polk team are based in the Menlo Park and New York offices.