UNITED STATES
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
April 25, 2023
Date of Report (Date of earliest event reported)
| | | | | | | | | | | | | | |
| | Exact name of registrant as specified in its charter | | |
| | State or other jurisdiction of incorporation or organization | | |
| Commission | | Address of principal executive offices | | IRS Employer |
| File Number | | Registrant's telephone number, including area code | | Identification No. |
| 001-14881 | | BERKSHIRE HATHAWAY ENERGY COMPANY | | 94-2213782 |
| | (An Iowa Corporation) | | |
| | 666 Grand Avenue | | |
| | Des Moines, Iowa 50309-2580 | | |
| | 515-242-4300 | | |
| | | | |
| 000-52378 | | NEVADA POWER COMPANY | | 88-0420104 |
| | (A Nevada Corporation) | | |
| | 6226 West Sahara Avenue | | |
| | Las Vegas, Nevada 89146 | | |
| | 702-402-5000 | | |
| | | | |
| 000-00508 | | SIERRA PACIFIC POWER COMPANY | | 88-0044418 |
| | (A Nevada Corporation) | | |
| | 6100 Neil Road | | |
| | Reno, Nevada 89511 | | |
| | 775-834-4011 | | |
| | | | |
| | N/A | | |
| | (Former name or former address, if changed since last report) | | |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrants under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| | | | | |
| Registrant | Securities registered pursuant to Section 12(b) of the Act: |
| BERKSHIRE HATHAWAY ENERGY COMPANY | None |
| NEVADA POWER COMPANY | None |
| SIERRA PACIFIC POWER COMPANY | None |
Indicate by check mark whether the registrants are an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrants have elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.02 Termination of a Material Definitive Agreement.
As previously announced in our Current Report on Form 8-K filed March 22, 2022, Nevada Power Company and Sierra Pacific Power Company, both d/b/a NV Energy and indirect wholly-owned subsidiaries of Berkshire Hathaway Energy Company, entered into a plan of merger and merger agreement (the "Merger Agreement") on March 18, 2022. The Merger Agreement provided that, upon the terms and subject to the conditions set forth therein, including receipt of all necessary state and federal regulatory approvals, Sierra Pacific Power Company would merge with and into Nevada Power Company with Nevada Power Company surviving (the "Merger").
On April 24, 2023, Nevada Power Company and Sierra Pacific Power Company agreed to terminate the Merger Agreement and no longer propose to merge Sierra Pacific Power Company with and into Nevada Power Company. Nevada Power Company and Sierra Pacific Power Company will continue to operate as they currently do today and there will be no changes to either the existing Nevada Power Company or Sierra Pacific Power Company General and Refunding Mortgage Indentures.
Item 8.01 Other Events.
As also previously announced in our Current Report on Form 8-K filed March 22, 2022, Nevada Power Company and Sierra Pacific Power Company filed a joint application on March 21, 2022 with the Public Utilities Commission of Nevada ("PUCN") for authorization to merge Sierra Pacific Power Company with and into Nevada Power Company, with Nevada Power Company surviving.
On April 24, 2023, Nevada Power Company and Sierra Pacific Power Company filed a notice with the PUCN requesting to withdraw their application to merge into a single corporate entity and vacate the current procedural schedule. The notice of withdrawal will be available to the public on the PUCN's website at https://puc.nv.gov/Dockets/Dockets/. Any information available on or through the PUCN's website is not part of this Form 8-K and the PUCN's web address is included as an inactive textual reference only.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| | | | | | | | |
| Exhibit No. | | Description |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | |
| BERKSHIRE HATHAWAY ENERGY COMPANY |
| Date: April 25, 2023 | |
| /s/ Calvin D. Haack |
| Calvin D. Haack |
| Senior Vice President and Chief Financial Officer |
| |
| NEVADA POWER COMPANY |
| Date: April 25, 2023 | |
| /s/ Michael J. Behrens |
| Michael J. Behrens |
| Vice President and Chief Financial Officer |
| |
| SIERRA PACIFIC POWER COMPANY |
| Date: April 25, 2023 | |
| /s/ Michael J. Behrens |
| Michael J. Behrens |
| Vice President and Chief Financial Officer |
| |
