8-KOther Events

ONEOK INC /NEW/ 8-K Report (Aug 6, 2003)

Filed August 6, 2003For Securities:OKE

Summary

ONEOK, Inc. (OKE) announced in this 8-K filing dated August 5, 2003, that its significant shareholder, Westar Energy, Inc., has priced a secondary offering of OKE common stock. Westar is offering 9.5 million shares at $19.00 per share, generating approximately $180.5 million in gross proceeds for Westar. Notably, ONEOK will not receive any proceeds from this offering. However, a key transaction for ONEOK shareholders is that the company will use a portion of the proceeds received by Westar to repurchase $50 million worth of its own common stock from Westar. This repurchase amounts to approximately 2.6 million shares at the same $19.00 per share offering price. Following these transactions, Westar's ownership stake in ONEOK is expected to decrease to approximately 15% of the outstanding shares, assuming the conversion of all remaining preferred stock held by Westar.

Key Highlights

  • 1Westar Energy, Inc. is conducting a secondary offering of 9.5 million OKE common shares at $19.00 per share.
  • 2ONEOK, Inc. will not receive any proceeds from Westar's share offering.
  • 3ONEOK will repurchase approximately 2.6 million shares of its common stock from Westar for $50 million at $19.00 per share.
  • 4The share repurchase by ONEOK is contingent on Westar receiving over $150 million from its offering.
  • 5Westar's beneficial ownership of ONEOK stock is expected to be around 15% after the transactions.
  • 6The offering includes shares issuable from Westar's conversion of OKE's Series D Convertible Preferred Stock.

Frequently Asked Questions

No, ONEOK, Inc. will not receive any proceeds from the secondary offering of its common stock by Westar Energy, Inc. The proceeds will go directly to Westar.

ONEOK is repurchasing its own shares from Westar as part of a transaction related to Westar's secondary offering. This repurchase uses a portion of the funds Westar will receive to reduce ONEOK's outstanding share count.

Following the offering and ONEOK's share repurchase, Westar's beneficial ownership in ONEOK is expected to decrease to approximately 15% of the outstanding shares, assuming all of Westar's Series D Convertible Preferred Stock is converted.

The Series D Convertible Preferred Stock owned by Westar is being converted into common stock as part of the shares being offered by Westar in the secondary offering. This conversion is a key factor in determining the final ownership percentage after the transactions.