Shareholders of Sierra Pacific Resources and Nevada Power Co.Friday approved a merger of the two companies.

The combined company will be named Sierra Pacific Resources andwill have two operating utility subsidiaries, Sierra Pacific Powerand Nevada Power. The utility subsidiaries will serve more than800,000 electric, 100,000 gas and 65,000 water customers insouthern and northern Nevada, and in the Lake Tahoe area ofCalifornia. Based on 1997 results of Nevada Power and SierraPacific, annual revenues for the combined company would be about$1.5 billion.

Merger terms specify Sierra Pacific shareholders would receive1.44 shares of the combined company’s common stock per share or$37.55 in cash for each share of Sierra Pacific; Nevada Powershareholders would receive 1.00 shares of the combined company’scommon stock per share or $26.00 in cash for each share of NevadaPower.

Sierra Pacific Resources of Reno, NV, serves 287,000 electriccustomers, 100,000 gas customers, and 65,000 water customers. Otheroperating subsidiaries include Tuscarora Gas Pipeline Co., whichowns 50% interest in an interstate gas pipeline partnership, ande-three, an energy services company. Operating revenues for 1997were $663.2 million, with earnings of $74.4 million. Nevada Powerof Vegas, NV, serves more than 1.2 million electric customers.Customer growth in 1997 reached 6.4%. Revenues for 1997 were nearly$800 million, with earnings in excess of $83.2 million.The mergeris conditioned upon state and federal regulatory approvals and isexpected to close in the second quarter of 1999.

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