CCC PPPPP U U CCC N N EEEEE W W W SSS C C P p U U C C NN N E W W W S S C P P U U C N N N E W W W S C PPPPP U U C N N N EEE W W W W SSS C P U U C N N N E WW WW S C C P U U C C N NN E W W S S CCC P UUUU CCC N N EEEEE W W SSS California Public Utilities Commission 505 Van Ness Avenue, Room 5301 San Francisco, CA 94102 CONTACT: Dianne Dienstein October 18, 1995 CPUC - 94 415-703-2423 (A.94-08-043) CPUC APPROVES SIERRA PACIFIC AND WASHINGTON WATER POWER MERGER The California Public Utilities Commission (CPUC) today authorized the merger of Sierra Pacific Power Company (Sierra), its parent Sierra Pacific Resources, and Washington Water Power Company (WWP) by approving a settlement between these companies and the CPUC Division of Ratepayer Advocates. The merger is expected to be completed on or before January 1, 1996. The merged company, Resources West Energy Corporation, is in the process of changing its name to Altus Corporation and will operate Sierra and WWP as separate divisions. Customers will benefit immediately through a reduction in Sierra's electric rates of 7.3 percent or $3.1 million, and then through the subsequent freeze of both electric and gas rates through 1999, in the absence of unforeseeable events. The Commission also approved the underlying securities transaction and debt assumption, authorized Resources West to adopt Sierra's and WWP's tariff filings, and approved the transfer to Resources West of all certificates of public convenience and necessity currently held by Sierra and WWP. Sierra, headquartered in Reno, Nevada, is a wholly-owned subsidiary of Sierra Pacific Resources, an exempt holding company. Sierra's utility operations are 97 percent of Sierra Pacific Resources' consolidated assets. Sierra serves 214,000 electric customers in Nevada and 42,000 in the Lake Tahoe region of California. It also serves 85,000 natural gas customers and 58,000 water customers in and near Reno and Sparks, Nevada. Annual California revenue in 1994 was $45 million. - more - WWP is headquartered in Spokane, Washington and provides gas service to 15,000 California customers in El Dorado County, electric service to 264,000 Washington and Idaho customers, and natural gas service to 170,000 natural customers in Washington, Idaho, and Oregon. The newly-formed Resources West will be qualified to operate in California, Washington, Idaho, Montana, Oregon and Nevada. It will provide electric service to 520,000 customers, gas service to 270,000 customers, and water service to 58,000 customers. Sierra and WWP shareholders will exchange their shares of stock for shares of Resources West. Each outstanding share of Sierra Pacific Resources will be converted into 1.44 shares of Resources West common stock. Each outstanding share of WWP will be converted into one share of Resources West common stock. In addition to shareholder approvals, the utilities must receive approval for the merger from public utility regulatory commissions in each of the states Resources West will operate in, the Federal Energy Regulatory Commission, and the Securities and Exchange Commission. They also must file with the Federal Trade Commission and Department of Justice. The utilities believe the merger will allow them to participate more effectively in the increasingly competitive energy market, and for the period 1996 - 2005, they anticipate $497 million in merger-related savings, due primarily to reduced administrative and general expenses. They estimate net savings of $450 million - about 2 percent of the combined utilities' annual revenues. The California electric and gas systems will receive 4.5 percent and 1 percent respectively of the merger savings. The rate freeze effectively passes these savings on to customers. ###