-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, KqqYe5wR6B81Fy3cWqrCE35VsKQoA4znbItPlWj6zdY0ugteJLc3nqWSdP+nRHjw UVd5KEJhrxRqNndj/Rr2ag== 0000912057-95-003958.txt : 19950518 0000912057-95-003958.hdr.sgml : 19950518 ACCESSION NUMBER: 0000912057-95-003958 CONFORMED SUBMISSION TYPE: 424B4 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950517 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEVADA POWER CO CENTRAL INDEX KEY: 0000071180 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 880045330 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B4 SEC ACT: 1933 Act SEC FILE NUMBER: 033-53034 FILM NUMBER: 95540414 BUSINESS ADDRESS: STREET 1: 6226 W SAHARA AVE CITY: LAS VEGAS STATE: NV ZIP: 89102 BUSINESS PHONE: 7023675000 MAIL ADDRESS: STREET 1: P O BOX 230 CITY: LAS VEGAS STATE: NV ZIP: 89151 FORMER COMPANY: FORMER CONFORMED NAME: SOUTHERN NEVADA POWER CO DATE OF NAME CHANGE: 19701113 424B4 1 PROSPECTUS SUPPLEMENT PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED MAY 12, 1995) $85,000,000 [LOGO] NEVADA POWER COMPANY FIRST MORTGAGE BONDS, 7.06% SERIES AA DUE 2000 -------------------- INTEREST PAYABLE MAY 1 AND NOVEMBER 1 ------------------------ THE SERIES AA FIRST MORTGAGE BONDS ARE NOT SUBJECT TO REDEMPTION PRIOR TO MATURITY. ------------------------ THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
UNDERWRITING PRICE TO DISCOUNTS AND PROCEEDS TO PUBLIC (1) COMMISSIONS (2) COMPANY (1)(3) Per Bond............ 100% .500% 99.500% Total............... $85,000,000 $425,000 $84,575,000 (1) Plus accrued interest, if any, from May 19, 1995. (2) See "Underwriting." (3) Before deducting expenses estimated at $120,000, which are payable by the Company.
------------------------ The Series AA First Mortgage Bonds are offered by the Underwriter, subject to prior sale, when, as and if delivered to and accepted by the Underwriter, and subject to its right to reject orders in whole or in part. It is expected that delivery of the Series AA First Mortgage Bonds will be made in New York City on or about May 19, 1995. ------------------------ PAINEWEBBER INCORPORATED -------------- THE DATE OF THIS PROSPECTUS SUPPLEMENT IS MAY 12, 1995 IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES AA FIRST MORTGAGE BONDS OFFERED HEREBY AT LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. S-2 USE OF PROCEEDS The net proceeds from the sale of the Series AA First Mortgage Bonds offered hereby will be used to repay approximately $70.0 million of indebtedness under the Company's bank revolving credit facility, which was incurred for the purposes of repaying the Company's $50,000,000 First Mortgage Bonds, 6.92% Series U due 1995 and funding the Company's construction program. The remaining net proceeds of the Series AA First Mortgage Bonds will be used in connection with the Company's construction program and for general corporate purposes. DESCRIPTION OF THE SERIES AA FIRST MORTGAGE BONDS THE FOLLOWING DESCRIPTION OF THE PARTICULAR TERMS OF THE SERIES AA FIRST MORTGAGE BONDS OFFERED HEREBY SUPPLEMENTS AND SHOULD BE READ IN CONJUNCTION WITH THE STATEMENTS UNDER "DESCRIPTION OF BONDS" IN THE ACCOMPANYING PROSPECTUS. The Series AA First Mortgage Bonds will be issued as a separate series of First Mortgage Bonds under the Twenty-Sixth Supplemental Indenture, dated as of May 1, 1995, between the Company and Bankers Trust Company, as Trustee. The aggregate principal amount of the Series AA First Mortgage Bonds is $85,000,000. The Series AA First Mortgage Bonds will mature on May 1, 2000. Interest on the Series AA First Mortgage Bonds at the rate of 7.06% per annum will be payable semi-annually on each interest payment date (May 1 and November 1 of each year) commencing November 1, 1995. Interest will be computed on the basis of a 360-day year of twelve 30-day months. Interest on each Series AA First Mortgage Bond will be payable to the person in whose name the Series AA First Mortgage Bond (or any predecessor Bond) is registered at the close of business on the regular record date (the fifteenth day next preceding each interest payment date). Principal and interest on the Series AA First Mortgage Bonds will be payable at the office of the Trustee in New York, New York. The Series AA First Mortgage Bonds are not subject to redemption prior to maturity. UNDERWRITING PaineWebber Incorporated has agreed, subject to the terms and conditions of the Underwriting Agreement, to purchase from the Company the entire $85,000,000 aggregate principal amount of Series AA First Mortgage Bonds. The Underwriting Agreement provides that the obligations of the Underwriter thereunder are subject to the approval of certain legal matters by counsel and to various other conditions. The nature of the Underwriter's obligation is such that it is committed to purchase all of the Series AA First Mortgage Bonds offered hereby if any are purchased. The Company has been advised by the Underwriter that it proposes to offer the Series AA First Mortgage Bonds to the public initially at the offering price and on the terms set forth on the cover page of this Prospectus Supplement and to certain dealers at that price, less a concession not in excess of .300% of the principal amount of the Series AA First Mortgage Bonds. The Underwriter may allow, and such dealers may reallow, a concession not in excess of .125% of the principal amount of the Series AA First Mortgage Bonds to certain other dealers. After the initial offering to the public, the offering price and other selling terms may be varied by the Underwriter. The Company has been advised by the Underwriter that it presently intends to make a market in the Series AA First Mortgage Bonds offered hereby; however, it is not obligated to do so and any market making may be discontinued at any time. There can be no assurance that an active public market for the Series AA First Mortgage Bonds will develop. The Company has agreed to indemnify the Underwriter against certain civil liabilities, including liabilities under the Securities Act of 1933. S-3 PROSPECTUS $130,000,000 NEVADA POWER COMPANY FIRST MORTGAGE BONDS --------------------- Nevada Power Company (the "Company") may from time to time offer, in one or more series, up to $130,000,000 aggregate principal amount of its First Mortgage Bonds (the "Bonds") on terms to be determined at the time of sale. An accompanying supplement to this Prospectus (the "Prospectus Supplement") will set forth the specific terms of the Bonds to be offered thereby, including the designation, aggregate principal amount, maturity, rate or rates and time of payment of interest, any sinking fund provisions, redemption provisions and other terms of the Bonds in respect of which this Prospectus is delivered. The Bonds may be sold by the Company directly to purchasers, through agents designated from time to time, or through underwriters. The names of such underwriters or agents, any applicable commissions or discounts and the net proceeds to the Company from the sale of the Bonds will be set forth in the accompanying Prospectus Supplement. ------------------------ THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. ------------------------ THE DATE OF THIS PROSPECTUS IS MAY 12, 1995. AVAILABLE INFORMATION Nevada Power Company (the "Company") is subject to the informational requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and in accordance therewith files reports, proxy statements and other information with the Securities and Exchange Commission (the "Commission"). Such reports, proxy statements and other information can be inspected and copied at the public reference facilities maintained by the Commission at its principal office at Judiciary Plaza, 450 Fifth Street, N.W., Washington, D.C. 20549, and at the following regional offices of the Commission: Northeast Regional Office, 7 World Trade Center, Suite 1300, New York, N.Y. 10048; and Midwest Regional Office, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661-2511. Copies of such material can be obtained at prescribed rates by writing to the Commission, Public Reference Section, 450 Fifth Street, N.W., Washington, D.C. 20549. This Prospectus does not contain all of the information set forth in the Company's registration statement and exhibits thereto filed with the Commission of which this Prospectus is part and to which reference is hereby made. Copies of such registration statement and exhibits may be obtained from the Commission at its principal office in Washington, D.C. upon payment of the charges prescribed by the Commission. The Company's common stock is listed on the New York Stock Exchange (Symbol: "NVP") and the Pacific Stock Exchange. Reports, proxy statements and other information concerning the Company may be inspected at the offices of such exchanges. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE The Company hereby incorporates by reference the following documents on file with the Commission: (a) the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1994, File No. 1-4698; and (b) the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 1995, File No. 1-4698. All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this Prospectus and prior to the termination of the offering of the Bonds offered hereby shall be deemed to be incorporated herein and to be a part hereof from the respective dates of filing thereof (such documents, and the documents enumerated above, being hereafter referred to as "Incorporated Documents"). Any statement contained in an Incorporated Document shall be deemed to be modified or superseded for purposes of this Prospectus to the extent that a statement contained herein or in any other subsequently filed Incorporated Document modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Prospectus. The Company hereby undertakes to provide without charge to each person to whom a copy of this Prospectus has been delivered, on the written or oral request of any such person, a copy of any or all of the documents referred to above which have been or may be incorporated by reference in this Prospectus, other than exhibits to such documents (unless such exhibits are specifically incorporated by reference into any of the documents incorporated by reference). Requests for such copies should be directed by mail to: Richard C. Schmalz, Director, Treasury, Nevada Power Company, P.O. Box 230, Las Vegas, Nevada 89151, or by telephone, (702) 367-5608. THE COMPANY The Company, incorporated under the laws of Nevada in 1929, is an operating public utility engaged in the electric utility business in the City of Las Vegas and vicinity in Southern Nevada. As of March 31, 1995, the Company served approximately 433,838 customers in its service area which has a population of approximately 1,000,000. For the year 1994, the Company's electric energy requirements came from the following sources: coal generation -- 43%, oil and natural gas -- 8%, purchased power, including hydroelectric -- 49%. 2 Growth in the Company's service territory is continuing at a rapid pace. The Company's customer base grew at an annualized rate of 5.2% during the first three months of 1995 and at annual rates of 6.0%, 5.4% and 4.6% during 1994, 1993 and 1992, respectively. Kilowatthour sales increased 1.1% during the first three months of 1995, as compared with the same 1994 period and kilowatthour sales increases for the years 1994, 1993 and 1992 were 7.1%, 5.8% and 7.2%, respectively. The principal executive offices of the Company are located in Las Vegas, Nevada, and its mailing address is P. O. Box 230, Las Vegas, Nevada 89151, telephone number (702) 367-5000. RATIO OF EARNINGS TO FIXED CHARGES The Company's ratio of earnings to fixed charges was 1.67 for the year 1990, 1.89 for the year 1991, 2.42 for the year 1992, 2.90 for the year 1993, 3.11 for the year 1994 and 3.10 for the twelve months ended March 31, 1995. USE OF PROCEEDS Except as otherwise specified in the related Prospectus Supplement, the net proceeds from the sale of the Bonds offered hereby will be added to the general funds of the Company and will be applied to the construction and improvement of the utility plant, to refund and retire indebtedness and for general corporate purposes. DESCRIPTION OF BONDS The Bonds will be issued as one or more new series of the Company's First Mortgage Bonds ("First Mortgage Bonds") under an Indenture of Mortgage and Deed of Trust dated October 1, 1953, as amended and supplemented by an Instrument of Further Assurance and supplemental indentures (collectively, the "Indenture"), all between the Company and Bankers Trust Company (successor to First Interstate Bank of Nevada, N.A., formerly First National Bank of Nevada, Reno, Nevada), as Trustee. The several series of First Mortgage Bonds may vary as to interest rate, maturity date and other particulars as provided in the Indenture. The following summary of certain provisions of the Indenture does not purport to be complete. A copy of the Indenture has been filed or incorporated by reference as an exhibit to the Registration Statement of which this Prospectus is a part. Terms set forth in italics in the following summary are used as defined in the Indenture. A Prospectus Supplement will set forth the following terms of the Bonds in respect of which this Prospectus is delivered: (a) the designation of the Bonds; (b) the aggregate principal amount of the Bonds; (c) the maturity date of the Bonds; (d) the interest rate to be borne by the Bonds and the date from which interest will accrue; (e) the dates on which such interest will be payable; (f) the place for payment of interest and principal; (g) the date, if any, after which the Bonds may be redeemed and the redemption price or prices; (h) sinking fund provisions, if any; and (i) the percentage of their principal amount at which the Bonds will be issued. The Bonds will be issued only in fully registered book-entry form or in certificated form without coupons in denominations of integral multiples of $1,000. None of the outstanding First Mortgage Bonds has any conversion rights. Under the provisions of the Indenture, however, the Company may create a new series of Bonds having conversion rights. The Bonds will be transferable without any service or other charge except transfer taxes and other governmental charges, if any. SECURITY In the opinion of counsel for the Company, all outstanding First Mortgage Bonds are, and the Bonds, when issued and sold, will be secured (on an equal basis with all other First Mortgage Bonds) under the Indenture by a valid first lien upon substantially all of the properties, real, personal and mixed, owned by the Company at the time of issuance or subsequently acquired (except as noted below), subject to the PERMITTED ENCUMBRANCES and the lien of the Trustee for its compensation, advances and expenses. (Granting Clauses, Sections 1.13 and 15.07 of the Indenture.) 3 Property excepted from the lien of the Indenture includes: (a) cash, bills, notes or accounts receivable, contracts or choses in action (except cash deposited with the Trustee pursuant to the Indenture and except any of such items specifically subjected to the lien of the Indenture); (b) bonds, notes, evidences of indebtedness, judgments, shares of stock or other securities, except any of such items as are specifically subjected to the lien of the Indenture; (c) automobiles or trucks; and (d) materials, supplies, merchandise, goods and appliances held for the purpose of sale in the ordinary course of business and fuel, materials, supplies and similar personal property which are consumable in their use in the operation of the plants or systems of the Company. (Granting Clauses of the Indenture.) "PERMITTED ENCUMBRANCES" consist of: (a) taxes, assessments or governmental charges not yet due or delinquent or being contested at the time in good faith; (b) liens and charges incidental to current operation or construction which have not been filed or asserted; (c) liens securing obligations neither assumed by the Company nor on account of which it customarily pays interest, existing as of October 1, 1953 or at the time of acquisition by the Company, upon real estate or rights in or relating to real estate acquired by the Company for transmission line, distribution line or right of way purposes; (d) liens for workmen's compensation awards not due or delinquent; (e) rights reserved to or vested in any municipality or other public authority to purchase or acquire any properties of the Company; (f) liens or other encumbrances as to which cash sufficient to pay or redeem all indebtedness secured thereby shall be held in trust for such purpose by the Trustee; (g) zoning laws and ordinances, easements, rights-of-way, restrictions and similar encumbrances and minor defects or irregularities of title which do not impair the use of the property in the operation of the business of the Company; (h) purchase money obligations not in excess of 66 2/3% of the cost or fair value at the time of acquisition of the property subject thereto; and (i) liens of the Indenture and liens junior to the liens of the Indenture. (Section 1.13 of the Indenture.) DIVIDEND RESTRICTIONS Under the terms of the Indenture, the Company may not (i) declare or pay any dividends (other than stock dividends) on shares of its stock, (ii) make any other distribution on any shares of its stock or (iii) purchase or redeem any shares of its stock sold after March 31, 1953, except to the extent that the payment for such purposes, when added to all such prior payments made since March 31, 1953, will not exceed the net earnings of the Company from March 31, 1953 to the date of such payment. At March 31, 1995, retained earnings of the Company in the approximate amount of $104.2 million were unrestricted as to the payment of dividends under the Indenture. (Section 8.13 of the Indenture.) ISSUANCE OF ADDITIONAL BONDS Additional First Mortgage Bonds may be issued at any time in a principal amount not exceeding 60% of the NET AMOUNT OF PROPERTY ADDITIONS not theretofore used for any purpose of the Indenture or equal to (a) the amount of cash deposited with the Trustee as the basis for the issuance of such additional First Mortgage Bonds or (b) the principal amount of First Mortgage Bonds which have been, or are to be, paid, redeemed or otherwise retired and have not theretofore been used for any purpose of the Indenture, provided that (except in certain circumstances when additional Bonds are to be issued with a lower interest rate than the Bonds used as the basis for such issue under (b) above or when the redemption date of the Bonds used as the basis for such issue under (b) above or the date of their surrender to the Trustee is within three years of their maturity date) no additional First Mortgage Bonds may be issued unless NET EARNINGS AVAILABLE FOR INTEREST for any designated 12 consecutive calendar months within the preceding 15 calendar months has equaled at least two and one-half times the aggregate annual interest charges on (x) all First Mortgage Bonds then outstanding and the additional Bonds then being issued, and (y) all prior lien indebtedness on the TRUST ESTATE, other than PERMITTED ENCUMBRANCES which are not purchase money obligations. In addition to the foregoing, additional Bonds of Series B may be issued at any time in a principal amount not exceeding $400,000. (Articles IV, V, V-A, VI and VII of the Indenture.) Subject to the NET EARNINGS requirements described above, as of March 31, 1995, (1) the Company had NET AMOUNT OF PROPERTY ADDITIONS available for certification to the Trustee to permit the Company to issue approximately $367.5 million principal amount of additional First Mortgage Bonds and (2) there were First Mortgage Bonds which had been previously redeemed or otherwise retired and not theretofore used for any 4 purpose of the Indenture in an amount sufficient to permit the Company to issue an additional $108.3 million principal amount of First Mortgage Bonds. As of March 31, 1995, the NET EARNINGS AVAILABLE FOR INTEREST would have permitted the issuance of approximately $464.1 million principal amount of additional First Mortgage Bonds at an assumed rate of 8.5%. WITHDRAWAL OF TRUST MONEYS Cash deposited with the Trustee as the basis for the issuance of additional First Mortgage Bonds may be withdrawn at the request of the Company in an amount equal to (a) 60% of the NET AMOUNT OF PROPERTY ADDITIONS not theretofore used for any purpose of the Indenture or (b) the principal amount of First Mortgage Bonds which have been, or are to be, paid, redeemed or otherwise retired and which have not theretofore been used for any purpose of the Indenture or, at the request of the Company, may be applied by the Trustee to the redemption of First Mortgage Bonds at the applicable redemption prices (in which case the Company must deposit with the Trustee the cash required to pay the premium and accrued interest on such redemption) or the purchase of First Mortgage Bonds on tender, in the open market or at private sale. (Sections 12.02, 12.03 and 12.04 of the Indenture.) RENEWAL AND REPLACEMENT OBLIGATION The Company is obligated to provide for the renewal and replacement of, and additions to, its property subject to the Indenture in an amount equal to depreciation at a rate of not less than 3% per annum on all property of the Company subject to depreciation. (Section 9.06 of the Indenture.) CONCERNING THE TRUSTEE The Trustee is a New York banking corporation. Except during the existence of an EVENT OF DEFAULT, the Trustee is required only to exercise such duties as are specifically set forth in the Indenture. During the existence of an EVENT OF DEFAULT the Trustee is required to exercise such rights and powers as are vested in it by the Indenture and to use the same degree of care and skill in their exercise as an ordinarily prudent man would use, under the circumstances, in the conduct of his own affairs. (Section 15.01 of the Indenture.) The holders of a majority in aggregate principal amount of outstanding First Mortgage Bonds have the right to direct the method, time and place of conducting any proceeding for any remedy available to the Trustee, and the Trustee is under no obligation to take any action unless furnished with reasonably adequate security against the costs, expenses and liabilities of such action. (Sections 13.10 and 15.03 of the Indenture.) MODIFICATION OF THE INDENTURE The Indenture contains provisions permitting the Company to execute supplemental indentures (conforming to the provisions of the Trust Indenture Act of 1939) which, among other things, may add provisions relating to the authentication and delivery of First Mortgage Bonds, add covenants and agreements of the Company, transfer to the Trustee additional property, cure ambiguities, add to the powers of the Trustee and, if authorized by the written consent of the holders of 66 2/3% in principal amount of each series of First Mortgage Bonds, change and modify the rights and obligations of the Company and of the holders of First Mortgage Bonds and make such other changes or additions to the Indenture as may be deemed necessary or advisable; provided that no such supplemental indenture, without the consent of the holders of all First Mortgage Bonds affected thereby, shall (i) postpone the fixed maturity, sinking fund or interest payment date with respect to any First Mortgage Bond, (ii) reduce the principal of, or the premium, sinking fund payments or rate of interest payable on, the First Mortgage Bonds, (iii) permit the creation of any lien, not otherwise permitted, prior to or on a parity with the lien of the Indenture, or (iv) reduce the percentage of First Mortgage Bonds, the holders of which are required to consent to any supplemental indenture, and no such supplemental indenture, without the written consent of the Trustee, may modify the rights, duties and immunities of the Trustee. (Section 14.01 of the Indenture.) EVENTS OF DEFAULT AND OF NOTICE THEREOF EVENTS OF DEFAULT are defined in substance as being (a) failure to pay principal or any installment of interest on any First Mortgage Bond on the date due or, in the case of an interest installment, within 30 days thereof, (b) failure to observe covenants restricting dividend payments, the transfer of substantially all properties of the Company or the merger of the Company with or into another entity, and requiring the 5 pledge of securities with the Trustee and payments for the sinking funds and the Company's RENEWAL AND REPLACEMENT OBLIGATION, (c) failure to perform any other covenant of the Indenture, which failure shall continue for a period of 30 days after notice of such failure has been given to the Company by the Trustee or to the Company and the Trustee by the holders of 25% in principal amount of the First Mortgage Bonds, (d) action by a court adjudicating the Company a bankrupt, appointing a trustee or receiver for the Company or its properties, effecting an arrangement in bankruptcy, reorganization under the Federal Bankruptcy Act or any other modification of the rights of the holders of First Mortgage Bonds, or other creditors, which action shall not be vacated within 60 days, or petition or consent by the Company to any action seeking such court action, (e) assignment by the Company for the benefit of creditors, (f) final judgment in excess of $25,000 against the Company or a SUBSIDIARY thereof which is not discharged or stayed within 60 days, or (g) any change in the laws of the United States or the State of Nevada whereby any tax, assessment or lien upon the property subject to the Indenture, or the interest therein of the Trustee or holders of First Mortgage Bonds, may be imposed upon the Trustee or the holders of First Mortgage Bonds, and such tax is not paid by the Company as permitted by the Indenture. (Section 13.02 of the Indenture.) In case an EVENT OF DEFAULT shall have occurred and be continuing, the Trustee may, and upon request of the holders of at least 25% in principal amount of the First Mortgage Bonds shall, declare the principal of and interest on all the First Mortgage Bonds to be immediately due and payable. (Section 13.02 of the Indenture.) The Trustee is required to give notice of any default to holders of First Mortgage Bonds whose names are on file with it within 90 days after the occurrence of a default known to it, except that such notice may be withheld, other than as to a default in payment of principal or interest or of any installment of any sinking fund or renewal and replacement fund, if the Board of Directors of the Trustee, or the Executive Committee or a Trust Committee thereof, or responsible officers of the Trustee determine in good faith that such withholding is in the interest of the holders of First Mortgage Bonds. (Section 19.05 of the Indenture.) The Company is required to file with the Trustee within 120 days of the end of each fiscal year a certificate signed by two officers of the Company with respect to the existence or absence of any default by the Company in the performance or fulfillment of certain covenants contained in the Indenture. PLAN OF DISTRIBUTION The Company may sell the Bonds through underwriters or agents or directly to purchasers. A Prospectus Supplement will set forth the specific designation, aggregate principal amount, maturity, rate or rates and time of payment of interest, any sinking fund provisions, redemption provisions and other terms, and any listing on a securities exchange of the Bonds in respect of which this Prospectus is delivered. The Bonds may be sold to underwriters for their own account and may be resold to the public from time to time in one or more transactions, including negotiated transactions, at a fixed public offering price or at varying prices determined at the time of sale. A Prospectus Supplement will name any underwriter involved in the offer or sale of the Bonds in respect of which this Prospectus is delivered and will set forth any underwriting discounts and other items constituting underwriters' compensation, any initial public offering price and any discounts or concessions allowed or reallowed or paid to dealers. The Bonds may be sold directly by the Company or through agents designated by the Company from time to time. A Prospectus Supplement will name any agent of the Company involved in the offer or sale of the Bonds in respect of which this Prospectus is delivered and will set forth any commissions payable by the Company to such agent. Unless otherwise indicated in the Prospectus Supplement, any such agent will be acting on a best efforts basis for the period of its appointment. The net proceeds of the Company from the sale of the Bonds will be the purchase price of the Bonds less any such discounts or commissions and the other attributable expenses of issuance and distribution. 6 LEGAL MATTERS Certain legal matters relating to the Bonds will be passed upon for the Company by Mr. Richard L. Hinckley, Vice President, Secretary and Chief Counsel for the Company and by Best, Best & Krieger, Riverside, California, and for any underwriters by Jones, Day, Reavis & Pogue, Chicago, Illinois. For the purposes of their opinions, Best, Best & Krieger and Jones, Day, Reavis & Pogue may rely on the opinion of Mr. Hinckley as to matters governed by the laws of the State of Nevada. EXPERTS The financial statements and financial statement schedules as incorporated by reference in the Prospectus from the Company's 1994 Annual Report on Form 10-K have been audited by Deloitte & Touche LLP, independent public accountants, as stated in their reports included and incorporated by reference in such Form 10-K, which are incorporated herein by reference, and have been so incorporated in reliance upon such reports given upon the authority of that firm as experts in accounting and auditing. 7 - ------------------------------------------- ------------------------------------------- - ------------------------------------------- ------------------------------------------- NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION AND REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE COMPANY OR THE UNDERWRITER. NEITHER THE DELIVERY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS NOR ANY SALE MADE HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE COMPANY SINCE THE DATE HEREOF OR THAT THE INFORMATION CONTAINED HEREIN IS CORRECT AS OF ANY TIME SUBSEQUENT TO ITS DATE. THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS DO NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES OTHER THAN THE REGISTERED SECURITIES TO WHICH THEY RELATE. THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS DO NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY SUCH SECURITIES IN ANY CIRCUMSTANCES IN WHICH SUCH OFFER OR SOLICITATION IS UNLAWFUL. ------------------------ TABLE OF CONTENTS PROSPECTUS SUPPLEMENT
PAGE ---- Use of Proceeds............................................................ S-3 Description of the Series AA First Mortgage Bonds.......................... S-3 Underwriting............................................................... S-3
PROSPECTUS Available Information...................................................... 2 Incorporation of Certain Documents by Reference............................ 2 The Company................................................................ 2 Ratio of Earnings to Fixed Charges......................................... 3 Use of Proceeds............................................................ 3 Description of Bonds....................................................... 3 Plan of Distribution....................................................... 6 Legal Matters.............................................................. 7 Experts.................................................................... 7
$85,000,000 NEVADA POWER COMPANY FIRST MORTGAGE BONDS, 7.06% SERIES AA DUE 2000 [LOGO] ---------- PROSPECTUS SUPPLEMENT ---------- PAINEWEBBER INCORPORATED --------------- MAY 12, 1995 - ------------------------------------------- ------------------------------------------- - ------------------------------------------- ------------------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----