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SCHEDULE 14A
(Rule 14A-101)
Information Required in Proxy Statement
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [X]
Check the appropriate box:
[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission
[ ] Definitive Proxy Statement Only (as permitted by Rule14a-6(e)(2))
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11 (c)
or Rule 14a-12
IES INDUSTRIES INC.
(Name of Registrant as Specified in Its Charter)
MIDAMERICAN ENERGY COMPANY
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[ ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
[ ] $500 per each party to the controversy pursuant to Exchange Act Rule
14a-6(i)(3).
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[X] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
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<PAGE>
[MidAmerican Energy News Release]
[MidAmerican Energy Logo]
Contact: Keith Hartje (Media) Sue Rozema (Investors) Chuck Burgess/Adam Miller
(515) 281-2575 (515) 281-2250 Abernathy MacGregor Group
(212) 371-5999
For Release: IMMEDIATELY
MIDAMERICAN ASKS FERC TO REJECT IES FILING
------------------------------------------
Des Moines, Iowa (August 29, 1996) -- MidAmerican Energy Company (NYSE:MEC)
continued its effort to obtain prompt regulatory approvals of its proposed
merger with IES Industries Inc. (NYSE:IES) by filing a motion today with the
Federal Energy Regulatory Commission (FERC) asking the FERC to reject a recent
IES filing. On August 28, IES filed a motion with the FERC asking that
MidAmerican's merger application be rejected.
"We are confident that our merger application will move forward without
interruption," said Stanley J. Bright, president and CEO of MidAmerican Energy.
"We believe that our proposal is in the best interests of the shareholders of
IES, MidAmerican Energy and the state of Iowa. Our FERC filing, which took place
only 21 days after we announced our merger proposal, is an indication of our
resolve and dedication to the pursuit of a MidAmerican/IES merger."
IES took almost four months to file for approval regarding its proposed merger
with WPL Holdings, Inc. and Interstate Power Company (The "Wisconsin deal").
IES' filing was amended as recently as July 29, 1996.
Mr. Bright further explained that the proposed merger with IES will allow the
two companies, which have contiguous and overlapping service territories, to
realize synergies that the Wisconsin deal cannot match.
MidAmerican previously announced it has filed a plan with the Iowa Utilities
Board that would reduce or freeze prices for its retail customers in Iowa
through the year 2001. If MidAmerican's proposal is approved, IES customers
could realize savings from that plan.
MidAmerican Energy Company, Iowa's largest utility, serves 635,000 electric
customers and 600,000 natural gas customers in Iowa, Illinois, South Dakota and
Nebraska. The Company is headquartered in Des Moines.
# # #
MidAmerican has filed with the Securities and Exchange Commission a proxy
statement and other materials relating to the solicitation of proxies against
the proposed IES/WPL/Interstate transaction and that proxy statement and the
other materials are incorporated herein by reference.
<PAGE>
[August 30, 1996 Newspaper Advertisement]
Independent experts
recommend voting against
the Wisconsin Deal:
******************************************************************************
'Vote AGAINST'
Institutional Shareholder Services (ISS), Bethesda, MD
An independent proxy voting advisory organization providing advice
to holders of more than two million IES shares.
'Vote AGAINST'
Edward Tirello, Jr., utilities analyst for
NatWest Securities Corp., New York, NY
"Vote AGAINST'
E. B. Wright, Executive Vice President,
Broker Dealer Financial Services Corp., Des Moines, IA
IES shareholders: To make sure your vote counts,
vote today! Your BLUE proxy must be received
before Thursday, September 5.
********************************************************************************
Vote AGAINST the Wisconsin Deal
Time is of the eseence. The IES meeting is September 5---only days away. Check
the "Against" box; sign, date and mail your BLUE MidAmerican proxy as soon as
possible. We urge you not to return any green or white proxies sent to you by
IES. If you have already returned your IES proxy, we urge you to change your
vote and vote AGAINST the Wisconsin deal by sending in the BLUE proxy. If your
stock is held by your brokerage, call your broker to make sure your shares are
voted AGAINST. Only the latest-dated proxy will count. For more information
about MidAmerican's merger proposal, call this toll-free number:
1-888-PRO-IOWA (1-888-776-4692)
******************************************************************************
[MidAmerican Energy Logo]
MidAmerican has filed with the Securities and Exchange Commission a proxy
statement and other materials relating to the solicitation of proxies against
the proposed IES/WPL/Interstate transaction and that proxy statement and the
other materials are incorporated herein by reference.
<PAGE>
[Newspaper Advertisement]
Independent experts
recommend voting against
the Wisconsin Deal:
********************************************************************************
'Vote AGAINST'
"The MidAmerican transaction presents a
financially superior offer to IES shareholders.
We recommend that IES shareholders vote AGAINST
the [Wisconsin] merger agreement."
Institutional Shareholder Services (ISS), Bethesda, MD
The nation's leading independent shareholder advisory organization.
'Vote AGAINST'
"IES has provided no compelling reasons for its
rejection of the MidAmerican offer.....
We recommend that shareholders vote against the
[Wisconsin deal] and in favor of MidAmerican's proposal."
Nat West Securities Corp., New York, NY
Value Line says 'MidAmerican's offer [is] better'
"We still consider MidAmerican's offer better for IES.
It represents a 25% dividend increase and a slightly higher stock-price
premium than the WPL-IP arrangement."
Value Line Investment Survey, August 23, 1996
********************************************************************************
Your BLUE proxy must be received before Thursday, September 5.
********************************************************************************
Vote AGAINST the Wisconsin Deal
Time is of the eseence. The IES meeting is September 5---only days away. Check
the "Against" box; sign, date and mail your BLUE MidAmerican proxy as soon as
possible. We urge you not to return any green or white proxies sent to you by
IES. If you have already returned your IES proxy, we urge you to change your
vote and vote AGAINST the Wisconsin deal by sending in the BLUE proxy. If your
stock is held by your brokerage firm, call your broker to make sure your shares
are voted AGAINST. Only the latest-dated proxy will count. For more information
about MidAmerican's merger proposal, call this toll-free number: 1-888-PRO-IOWA
(1-888-776-4692)
[MidAmerican Energy Logo]
MidAmerican has filed with the Securities and Exchange Commission a proxy
statement and other materials relating to the solicitation of proxies against
the proposed IES/WPL/Interstate transaction and that proxy statement and the
other materials are incorporated herein by reference.
