NORWALK, Conn., April 16, 2007 LAWFUEL – Class Actions Newswire — Pirate Capital LLC today filed a class action lawsuit against the Board of Directors of Aquila, Inc. (“Aquila”). Pirate alleges breaches of fiduciary duties related to the process and structure of the proposed transaction with Great Plains Energy, Inc. (“Great Plains”), as well as conflicts of interest.
A copy of the complaint can be viewed at www.badaquiladeal.com. According to Pirate’s presentation relating to the transaction, which is also available on the website, Great Plains “negotiated a sweetheart deal for control of Aquila.” Pirate has asserted its adamant opposition to the deal with Great Plains since the deal was announced on February 7, 2007, and instead recommends that Aquila accept only the transaction with Black Hills Corporation and continue to operate as a stand-alone company. According to Pirate’s presentation, Aquila “will be an investment grade, Missouri electric utility play with EBITDA growth rates in excess of 20.0% per year compared to the current junk-rated disparate mix of assets providing barely 10.0% annualized growth.” Pirate values the company at $5.00-5.50 per share.
Pirate Capital received over 15,000 hits to www.badaquiladeal.com within the first week of operation. In addition, the free t-shirts Pirate was offering ran out within hours. Pirate has recently posted the complaint on the website as well as shareholder responses.
Thomas R. Hudson Jr., Manager of Pirate Capital, stated, “We are very pleased with the level of support we have received thus far, and we will continue to work vigorously to ensure that this deal is voted down. A clear signal must be sent to management and the Board. We strongly encourage all Aquila shareholders to vote against the deal in its current form and to withhold their votes for the directors who are up for re-election at Aquila’s annual meeting scheduled for May 2, 2007.”
About Pirate Capital
Pirate Capital serves as the investment advisor to four event-driven hedge funds: Jolly Roger Fund LP, Jolly Roger Offshore Fund LTD, Jolly Roger Activist Fund LP and Jolly Roger Activist Fund LTD. Pirate Capital is registered with the Securities and Exchange Commission as an investment advisor under the Investment Advisers Act of 1940.
Security Holders Are Advised To Read The Proxy Statement And Other Documents Related To The Solicitation Of Proxies By Pirate Capital, Mr.
Hudson And The Funds (As Defined Below) From The Stockholders Of Aquila For Use At Its Stockholders Meeting When And If They Become Available, Because They Will Contain Important Information, Including Information Relating To Pirate Capital, Mr. Hudson And The Funds In Connection With Any Such Proxy Solicitation. When And If Completed, A Definitive Proxy Statement, A Form Of Proxy And Other Documents Related To The Solicitation Of Proxies, Which May Be Mailed To Stockholders Of Aquila, Will Be Available At No Charge At The Securities And Exchange Commission’s Website At http://www.sec.gov Or By Contacting Us At Pirate Capital LLC, 200 Connecticut Avenue, Norwalk, CT 06854, Phone No. (203) 854-1100.
Jolly Roger Fund LP (the “Fund”) is the beneficial owner of 42,595 shares of common stock (“Shares”) of Aquila. Pirate Capital is the general partner of the Fund. By virtue of its position as general partner of the Fund, Pirate Capital has the power to vote or direct the voting, and to dispose or direct the disposition, of all of the 42,595 Shares held by the Fund. By virtue of agreements with Jolly Roger Offshore Fund LTD (the “Offshore Fund”) and Jolly Roger Activist Portfolio Company LTD (the “Activist Fund”, and together with the Fund and the Offshore Fund, the “Funds”), Pirate Capital has the power to vote or direct the voting, and to dispose or direct the disposition, of all of the 17,514,375 Shares held by the Offshore Fund and the Activist Fund. By virtue of his position as sole Manager of Pirate Capital, Thomas R. Hudson Jr. is deemed to have shared voting power and shared dispositive power with respect to all Shares as to which Pirate Capital has voting power or dispositive power. Accordingly, Pirate Capital and Mr. Hudson are deemed to have shared voting and shared dispositive power with respect to an aggregate of 17,556,970 Shares, constituting approximately 4.7% of the Shares outstanding. Decisions to buy or sell securities for the Funds are based on a variety of factors, including assessments of individual securities, the individual portfolios and the market as a whole. Thus the Funds may sell some or all of their holdings of particular securities, including the Shares at any time.
The Funds also may add to their existing holdings of securities or acquire different securities at any time. Pirate Capital has filed a class action lawsuit against the Company, the members of the Company’s Board of Directors and Great Plains alleging, among other things, that the defendants breached their fiduciary duties in connection with the recently announced transaction with Great Plains. The principal address of each of Mr. Hudson, Pirate Capital and the Funds is 200 Connecticut Avenue, 4th Floor, Norwalk, Connecticut 06854.