According to the Complaint, this action stems from two related proposed transactions announced on July 10,
2017, pursuant to which Westar Energy, Inc. (“Westar” or the “Company”) and Great Plains Energy Incorporated (“Great Plains”) will be combined in a “merger of equals” under a new holding company named Monarch Energy Holding, Inc. (“Monarch”). Specifically, pursuant to the July 9, 2017 amended and restated agreement and plan
of merger (the “Merger Agreement”) between Westar, Great Plains, Monarch, and certain related entities, in one proposed transaction, Great Plains will merge with and into Monarch, with Monarch to continue as the surviving corporation (the “Great Plains Merger”). In the other proposed transaction, Westar will merge with and into King Energy, Inc. (“King”), a wholly owned subsidiary of Monarch, with Westar to continue as the surviving corporation (the “Westar Merger,” and, collectively with the Great Plains Merger, the “Proposed Transactions” or “Mergers”).
The Complaint alleges that in soliciting shareholder approval for the Proposed Transactions, Defendants issued
the S-4, which purports to contain a summary/overview of the Proposed Transactions, but omits certain critical information, rendering portions of the S-4 materially incomplete and/or misleading, in violation of the Securities Act.