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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) June 28, 1996
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SIERRA PACIFIC RESOURCES
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEVADA 1-8788 88-0198358
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
P.O. Box 30150 (6100 Neil Road), Reno, Nevada 89511
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 689-3600
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None
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(Former name, former address and former fiscal year, if changed
since last report)
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ITEM 5. OTHER EVENTS
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Merger: Sierra Pacific Resources, Sierra Pacific Power Company and The
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Washington Water Power Company (WWP) announced their plans to merge on June 28,
1994. Since that time, the companies had gained the approval from regulators in
six states and concluded hearings before the Federal Energy Regulatory
Commission's (FERC) administrative law judge in Washington, D.C. on June 27,
1996.
Late Friday afternoon, June 28, 1996, the Sierra Pacific Resources Board of
Directors received notice from The Washington Water Power Company Board of
Directors that they had voted to terminate the merger efforts. The press
release of Sierra Pacific Resources announcing the end of the merger is filed
herewith as exhibit, as set forth in Item 7 hereof.
As a result of the termination of the merger, Sierra Pacific Power Company will
continue to operate a separate utility and as a wholly-owned subsidiary of
Sierra Pacific Resources. The arrangements with respect to rates made with the
state utility commissions of Nevada and California during the merger approval
process will no longer be operative, and Sierra Pacific Power Company will need
to reach alternative arrangements, either through negotiations or new rate
proceedings, with those commissions regarding rates to customers and rates of
return as a stand-alone entity.
ITEM 7. FINANCIAL STATEMENTS EXHIBITS
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(c) Exhibits.
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Exhibit A -- Press Release from Sierra Pacific Resources
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EXHIBIT A
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SIERRA PACIFIC RECEIVES NOTICE; WASHINGTON WATER POWER PULLS OUT OF MERGER
Sierra Pacific Resources (NYSE: SRP) officials today acknowledged receipt of
notification from their merger partners, Spokane-based Washington Water Power
Co. (WWP), that WWP no longer intended to pursue the merger of the two
companies.
Sierra Pacific and WWP announced their plans to merge on June 28, 1994. Since
that time, the companies had gained the approval from regulators in six states
and this week concluded hearings before the Federal Energy Regulatory
Commission's (FERC) administrative law judge in Washington, D.C.
"We regret that WWP chose to terminate the agreement to merge," said Walter
Higgins, Chairman, President and CEO of Sierra Pacific Resources. "Sierra
Pacific believes the merger was in the best interest of our customers,
shareholders and communities.
"Even though this is not the conclusion we'd hoped and worked for, we're deeply
appreciative of the tremendous efforts of Sierra Pacific employees, who've
worked these past two years to make the merger a reality and continue to serve
our customers well," Higgins said. "Their courage and ability to work
effectively through this difficult process is a real tribute to their
dedication."
Higgins went on to thank both the Public Service Commission of Nevada (PSCN) and
the California Public Utilities Commission (CPUC) who worked very hard to
deliberate and render state rulings in favor of the merger.
"We also appreciate the continuing support from our customers and the
communities in which we serve while Sierra worked to prepare itself for the
changes that deregulation is bringing to the utility industry," he said.
Nationwide changes are taking place as state and federal legislators and
regulators break down barriers to competition which exist in the electric
industry.
Higgins noted that the merger preparation work has helped make Sierra Pacific a
stronger and healthier company. "During these past two years, we have learned a
great deal to prepare us for the challenges of competition in the energy
services business," he said. "It's helped us become focused to do a better job
for our customers, our shareholders and our communities."
Sierra's board expressed confidence in the company's future. "Sierra has
achieved record levels of customer satisfaction and shareholder earnings while
freezing customer prices the past two years."
According to Higgins, "Everyone who is interested in our company -- customers,
shareholders, employees, communities and regulators -- can be assured that we
will take the right strategic actions to continue to provide top quality service
to our customers at the lowest possible price."
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SIGNATURE
Pursuant to the requirement 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.
SIERRA PACIFIC RESOURCES
Date: July 2, 1996 By: /s/ Malyn K. Malquist
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Malyn K. Malquist
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT DOCUMENT
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A PRESS RELEASE FROM SIERRA PACIFIC RESOURCES
