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EX-10.1 - EXHIBIT 10.1 - SIERRA PACIFIC POWER COsppc62714ex101.htm


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


June 27, 2014 (June 27, 2014)
Date of Report (Date of earliest event reported)


Commission
 
Exact name of registrant as specified in its charter;
 
IRS Employer
File Number
 
State or other jurisdiction of incorporation or organization
 
Identification No.
 
000-00508
 
SIERRA PACIFIC POWER COMPANY
 
88-0044418
 
 
(A Nevada Corporation)
 
 
 
 
6100 Neil Road
 
 
 
 
Reno, Nevada 89511
 
 
 
 
775-834-4011
 
 
 
N/A
(Former name, former address and former fiscal year, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant 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))





Item 1.01. Entry Into a Material Definitive Agreement

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant
 
On June 27, 2014, Sierra Pacific Power Company d/b/a NV Energy (“Sierra Pacific”), entered into an amended and restated secured revolving credit facility allowing Sierra Pacific to borrow, repay and reborrow, from time to time, up to $250 million prior to March 23, 2018. Sierra Pacific may increase the size of the facility by an amount not exceeding $100 million.

The facility amends and restates Sierra Pacific’s prior $250 million secured revolving credit facility with Wells Fargo Bank, National Association, as administrative agent, which would have expired in March 2017. Sierra Pacific may use the facility for general corporate purposes and for the issuance of letters of credit. The facility is secured by a General and Refunding Mortgage Bond of Sierra Pacific, which is equal to the amounts due and payable by Sierra Pacific under the facility from time to time.

Borrowings under the facility will bear interest at an applicable base rate (defined as the highest of (1) the prime rate of Wells Fargo Bank, National Association, (2) the federal funds rate plus 1/2 of 1% and (3) the one month LIBOR plus 1%) or a LIBOR rate, plus a margin. The margin varies based upon Sierra Pacific’s secured debt credit rating by S&P and Moody’s.

Borrowings under the facility are conditioned on Sierra Pacific’s ability to make certain representations at the time each such borrowing is made. The facility also includes customary covenants, including a financial maintenance covenant that requires Sierra Pacific to maintain a ratio of consolidated indebtedness to consolidated capital, determined as of the last day of each fiscal quarter, not to exceed 0.68 to 1.00.

The description above is a summary of the facility and is qualified in its entirety by the complete text of the Credit Agreement, a copy of which is attached to this report as Exhibit 10.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
Description
 
 
10.1
$250,000,000 Amended and Restated Credit Agreement, dated as of June 27, 2014, among Sierra Pacific Power Company, the Initial Lenders, Wells Fargo Bank, National Association, as administrative agent and swingline lender and the LC Issuing Banks.


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
SIERRA PACIFIC POWER COMPANY
 
(Registrant)
 
 
 
 
 
 
Date: June 27, 2014
/s/ E. Kevin Bethel
 
E. Kevin Bethel
 
Senior Vice President and Chief Financial Officer
 
 


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EXHIBIT INDEX

Exhibit No.
Description
 
 
10.1
$250,000,000 Amended and Restated Credit Agreement, dated as of June 27, 2014, among Sierra Pacific Power Company, the Initial Lenders, Wells Fargo Bank, National Association, as administrative agent and swingline lender and the LC Issuing Banks.


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