LAS VEGAS, Aug. 19, 2013 /PRNewswire/ -- NV Energy,
Inc. (NYSE: NVE) announced today that a special meeting of
stockholders will be held on September 25,
2013 at 8:00 am Pacific Time
at its corporate headquarters located at 6226 West Sahara Avenue,
Las Vegas, Nevada 89146.
(Logo:
http://photos.prnewswire.com/prnh/20100825/LA55163LOGO)
The purpose of the meeting will be to consider and vote
upon a proposal to approve the previously announced agreement and
plan of merger, dated as of May 29,
2013, with respect to the proposed merger of NV Energy
with a direct, wholly-owned subsidiary of MidAmerican Energy
Holdings Company and other related matters. Stockholders of
record as of the close of business on August
19, 2013, will be entitled to vote at the special meeting or
by proxy.
NV Energy, Inc.
Headquartered in Las Vegas, NV Energy, Inc. is a holding
company whose principal subsidiaries, Nevada Power Company and
Sierra Pacific Power Company, are doing business as NV Energy.
Serving a combined service territory of nearly 46,000 square miles,
NV Energy provides a wide range of energy services and products to
approximately 2.4 million citizens of Nevada and nearly 40 million tourists
annually.
Forward-Looking Statements
This press release may
contain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 regarding the
future performance of the Company. When the Company uses words such
as "may," "will," "intend," "should," "believe," "expect,"
"anticipate," "project," "estimate" or similar expressions, it is
making forward-looking statements. Forward-looking statements
are not guarantees of future performance and involve risks and
uncertainties. The Company's expected results may not be achieved,
and actual results may differ materially from expectations. This
may be a result of various factors, including the risk that the
transaction will not be consummated due to a failure to satisfy the
closing conditions to the transaction, including the approval of
the transaction by the Company's stockholders and the receipt of
certain regulatory approvals; the risk that an event, effect or
change occurs that gives rise to a termination of the definitive
agreement entered into with MidAmerican; the risk that the Company
or MidAmerican will be unable to perform certain obligations under
the transaction agreements; the risk relating to unanticipated
difficulties and/or expenditures relating to the transaction; the
risk of an adverse judgment or other negative outcome from any of
the legal proceedings that were, or may be, filed against the
Company and others regarding the Merger; and the risk that the
proposed transaction disrupts current plans and operations and
creates potential difficulties in employee retention. There
are other factors outside the control of the Company that could
cause actual results to differ materially from those expressed or
implied by such forward-looking statements including the risks
related to future economic conditions, changes in the rate of
industrial, commercial and residential growth in their service
territories; the risks related to the Company's ability to procure
sufficient renewable energy sources in each compliance year to
satisfy the Nevada Renewable Energy Portfolio Standard, the effect
of future or existing Nevada or
federal laws or regulations affecting the electric industry,
changes in environmental laws and regulations, construction risks,
including but not limited to those associated with the ON Line
project; the risks related to the Company's ability to maintain
access to the capital markets for general corporate purposes and to
finance construction projects, employee workforce factors,
unseasonable weather, drought, wildfire and other natural
phenomena, explosions, fires, accidents, vandalism, or mechanical
breakdowns that may occur while operating and maintaining an
electric and natural gas system; the risks related to the Company's
ability to purchase sufficient fuel, natural gas and power to meet
its power demands and natural gas demands for Sierra Pacific Power
Company d/b/a NV Energy; financial market conditions; the direct or
indirect effects on the Company's business resulting from terrorist
incidents and the threat of terrorist incidents; cyber security
risks, including the risk that actual or anticipated cyber attacks
may cause the Company to incur increased costs; and unfavorable
rulings, penalties or findings in the Company's rate or other state
and federal regulatory proceedings, investigations or cases.
Further risks, uncertainties and assumptions that may cause actual
results to differ from current expectations pertain to weather
conditions, customer and sales growth, plant outages, operations
and maintenance expense, depreciation and allowance for funds used
during construction, interest rates and expense, cash flow and
regulatory matters. Unless the context suggests otherwise,
references herein to the "Company" includes the consolidated
subsidiaries of the Company, including Nevada Power Company d/b/a
NV Energy and Sierra Pacific Power Company d/b/a NV Energy.
Additional cautionary statements regarding other risk factors
that could have an effect on the future performance of the Company
are contained in its Annual Report on Form 10-K for the year ended
December 31, 2012, and quarterly
reports on Form 10-Q for the periods ended March 31, 2013 and June
30, 2013, filed with the SEC. Readers are cautioned not to
place undue reliance on these forward-looking statements that speak
only as of the date of this press release. The Company undertakes
no obligation to release publicly the result of any revisions to
these forward-looking statements that may be made to reflect events
or circumstances after the date hereof or to reflect the occurrence
of unanticipated events.
Participants in Solicitation
The Company and its
directors and officers may be deemed to be participants in the
solicitation of proxies from the Company's stockholders with
respect to the special meeting of stockholders that will be held to
consider the proposed transaction. Information about the Company's
directors and executive officers and their ownership of the
Company's common stock is set forth in the proxy statement for the
Company's Annual Meeting of stockholders, which was filed with the
SEC on March 27, 2013. Stockholders may obtain additional
information regarding the interests of the Company and its
directors and executive officers in the proposed transaction, which
may be different than those of the Company's stockholders
generally, by reading the proxy statement and other relevant
documents regarding the proposed transaction, when filed with the
SEC.
Additional Information
In connection with the proposed
transaction, the Company will file a proxy statement with the SEC.
INVESTORS ARE URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES
AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION AND THE COMPANY. The final proxy statement
will be mailed to the Company's stockholders. Investors will also
be able to obtain the proxy statement, as well as other filings
containing information about the Company, free of charge, at the
website maintained by the SEC at www.sec.gov. Copies of the proxy
statement and other filings made by the Company with the SEC can
also be obtained, free of charge, by directing a request to the
Corporate Secretary, NV Energy, Inc., 6226 West Sahara Avenue,
Las Vegas, NV 89146 or by calling
Max Kuniansky, Executive, Investor
Relations, NV Energy, Inc. at 702-402-5627.
SOURCE NV Energy, Inc.