RENO, Nev., Aug. 3 /PRNewswire-FirstCall/ -- Sierra Pacific Resources
(NYSE: SRP) (the "Company") announced today that it has commenced an offer
(the "Offer") to pay a cash premium to holders ("Holders") of any and all of
its $300 million principal amount outstanding 7 1/4% Convertible Notes due
2010 (the "Notes") who elect to convert their Notes to shares of the Company's
common stock, $1.00 par value per share ("Common Stock"), subject to the terms
of the Offer. The Offer is scheduled to expire at 5:00 pm, New York City
time, on Wednesday, August 31, 2005, unless extended or earlier terminated
(the "Expiration Date"). In addition to the shares of Common Stock issuable
upon conversion pursuant to the conversion terms of the Notes, Holders who
surrender their Notes on or prior to the Expiration Date will receive $180 in
cash per $1,000 principal amount of Notes validly surrendered for conversion,
plus a cash payment that is equivalent to the amount of interest that would
have accrued and become payable after August 14, 2005 (which is the last
interest payment date prior to the Expiration Date) up to but not including
the settlement date (collectively, the "Conversion Consideration"). Each
$1,000 principal amount of Notes is convertible into 219.1637 shares of Common
Stock, which is equivalent to a conversion price of $4.5628 per share.
The Company's obligation to accept Notes for conversion and to pay the
related Conversion Consideration is conditioned on, among other things, the
receipt by the Company of adequate financing.
A registration statement relating to these securities has been filed with
the Securities and Exchange Commission but has not yet become effective.
These securities may not be sold nor may offers to buy be accepted prior to
the time the registration statement becomes effective. This press release
shall not constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of these securities in any state in which such
Offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
The Offer is being made pursuant to a Conversion Offer Prospectus and
related documents. The Company has retained Lehman Brothers Inc., Merrill
Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc.
to serve as the Dealer Managers for the Offer and Morrow & Company, Inc. to
serve as the Information Agent. If you are interested in participating in
this Offer, you should review all of the terms and conditions of the offer in
the Conversion Offer Prospectus and related documents. Requests for the
Conversion Offer Prospectus relating to the Offer and other documents may be
directed to Morrow & Company, Inc. by telephone at 800/654-2468 (toll-free) or
212/754-8000. Questions regarding the Offer may be directed to Lehman
Brothers Inc. at 800/443-0892 (toll-free) or 212/526-0111, Attention:
Liability Management Group, to Merrill Lynch, Pierce, Fenner & Smith
Incorporated at 800/654-8637 (toll-free) or 212/449-4914, Attention: Liability
Management Group, or to Deutsche Bank Securities Inc. at 866/627-0391 (toll
free) or 212-250-2955.
Headquartered in Nevada, the Company is a holding company whose principal
subsidiaries are Nevada Power Company, the electric utility for most of
southern Nevada, and Sierra Pacific Power Company, the electric utility for
most of northern Nevada and the Lake Tahoe area of California. Sierra Pacific
Power Company also distributes natural gas in the Reno-Sparks area of northern
Nevada. Other subsidiaries include the Tuscarora Gas Pipeline Company, which
owns 50 percent interest in an interstate natural gas transmission
partnership.
SOURCE Sierra Pacific Resources
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Related links:
http://www.sierrapacific.com
CONTACT:
Media, Andrea Smith, +1-702-367-5843, or
Analysts, Britta Carlson, +1-702-367-5624, both for Sierra
Pacific Resources
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