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) January 28, 1999
WESTERN RESOURCES, INC.
(Exact Name of Registrant as Specified in Its Charter)
KANSAS 1-3523 48-0290150
(State or Other Jurisdiction of (Commission (Employer
Incorporation or Organization) File Number) Identification No.)
818 KANSAS AVENUE, TOPEKA, KANSAS 66612
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number Including Area Code (785) 575-6300
WESTERN RESOURCES, INC.
Item 5. Other Events
Western Resources herein files the following:
Exhibit 99.1 -Press release issued on January 28, 1999: Western Resources
Reports Annual Earnings, Declares Dividend
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 thereunto duly authorized.
Western Resources, Inc.
Date January 28, 1999 By /s/ William B. Moore
William B. Moore, Acting Executive
Vice President, Chief Financial
Officer and Treasurer <PAGE>
Exhibit 99.1
WESTERN RESOURCES REPORTS ANNUAL EARNINGS,
DECLARES DIVIDEND
TOPEKA, Kansas, January 28, 1999 (6:00 a.m. CST) -- Western Resources
(NYSE:WR) announced today annual earnings from operations of $2.10 per common
share excluding one-time items. The Company reported $0.84 per common share
including adjustments for those one-time items. Adjusted earnings (defined as
net income plus goodwill amortization before one-time items) were $2.74 per
share. Cash flow per share (net income plus depreciation and amortization
excluding one-time items) was $6.14.
The $2.10 earnings per share from operations does not include $0.39 per
share in one-time gains associated with company-owned life insurance,
refinancing activities in the monitored services segment and the sale of
marketable securities.
The 1998 earnings from operations also do not include one-time charges
of $1.65 per share, which fall into three categories.
-First, approximately $0.98 per share is associated with the company's
decision to exit the international power development business. That
decision was based upon changes in<PAGE>
p. 2 - '98 EARNINGS
international economic conditions, particularly Asia, and the company's
decision to concentrate on its consumer services businesses.
-Second, the company recognized losses on investments unrelated to the
company's core utility and monitored services businesses in the amount of
$0.20 per share.
-The third group reflected charges of $0.47 per share for certain items for
severance obligations, employee benefits and taxes.
Reported earnings for 1997 were $7.51, but included a $7.97 per share
gain on the sale of the company's investment in Tyco International.
The company also announced a quarterly dividend of $0.535 per common
share for the first quarter of 1999. On an annualized basis, the 1999 dividend
rate is $2.14, unchanged from 1998. The Board of Directors also declared
regular quarterly dividends on the company's preferred stock. Dividends are
payable April 1, 1999, to preferred and common shareholders of record as of
March 9, 1999.
"We are focused on improving the company's financial performance,
closing the merger with Kansas City Power & Light in 1999, and continuing our
customer growth strategy," said David C. Wittig, Western Resources chairman of
the board, president and chief executive officer. "We also are confident of
our ability to meet the company's goals."
In a separate announcement, Protection One (NYSE: POI) announced '98
earnings of $10.4 million, EBITDA of $178.4 million and cash flow of $132
million. As of December 31, 1998, Protection One had more than 1.5 million
customers, not including its pending acquisition of Lifeline
p. 3 - '98 EARNINGS
Systems, which will add 400,000 customers with personal emergency response
services primarily for the elderly through a nationwide hospital network.
Western Resources owns approximately 85 percent of Protection One, the second
largest national provider of security alarm monitoring and related services.
Earnings from Western Resources' 45 percent ownership position in ONEOK
(NYSE:OKE), the nation's eighth largest natural gas company, added $36.3
million of earnings to Western Resources' annual results. Electric utility
operations contributed $133 million to total 1998 earnings.
Total sales for the company in 1998 were $2.0 billion versus 1997 sales
of $2.2 billion.
Per Share Results
Earnings Adj. Earnings (1) Cash Flow (2)
Utility Operations $2.03 $2.34 $4.48
ONEOK $0.56 $0.57 $0.57
Protection One (0.07) $0.24 $1.50
Investment Income $0.19 $0.20 $0.20
Interest on
Unallocated Debt (0.61) (0.61) (0.61)
Earnings Before
One-Time Items $2.10 $2.74 $6.14
One-Time Gains/Losses
Western Resources (1.47) (1.32) (1.32)
Protection One $0.21 $0.21 $0.21
Total $0.84 $1.63 $5.03
(1) Net income + goodwill amortization
(2) Net income + depreciation and amortization
p. 4 - '98 EARNINGS
Western Resources (NYSE: WR) is a consumer services company with
interests in monitored services and energy. The company has total assets of
almost $8 billion, including security company holdings through ownership of
Protection One (NYSE: POI), which has more than 1.5 million security customers
in 48 states. 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 http://www.wstnres.com.
Forward-Looking Statements: Certain matters discussed in this news
release are "forward-looking statements." The Private Securities Litigation
Reform Act of 1995 has established that these statements qualify for safe
harbors from liability. Forward-looking statements may include words like we
"believe", "anticipate," "expect" or words of similar meaning. Forward-looking
statements describe our future plans, objectives, expectations, or goals. Such
statements address future events and conditions concerning capital
expenditures, earnings, litigation, rate and other regulatory matters,
possible corporate restructurings, mergers, acquisitions, dispositions,
liquidity and capital resources, interest and dividend rates, environmental
matters, changing weather, nuclear operations, and accounting matters. Our
actual results may differ materially from those discussed here. See the
company's 1997 Annual Report on Form 10-K/A for further discussion of factors
affecting the company's performance.
