Management's Discussion and Analysis Of Financial Condition and Results of Operations Liquidity and Capital Resources RESOURCE DEVELOPMENT AND CONSTRUCTION PROGRAMS Every three years Nevada law requires the company to file with the Public Service Commission of Nevada (PSC) a forecast of electricity demands for the next 20 years and the company's plans to meet those demands. On September 16, 1991, the PSC approved the company's 1991 Resource Plan, and during 1992 and 1993, the PSC approved the first through fourth amendments to the Resource Plan. The Resource Plan, as amended and approved in 1992 and 1993, includes the following major projects: - - two 90 megawatt (MW) combined-cycle generating units at the Clark Generating Station, one added in 1993 and one to be added in 1994; - - the construction of two 70 MW combustion turbine generating units at the Harry Allen Project site, one unit in 1995 and one unit in 1996. The 1996 Allen combustion turbine will be subject to a cost comparison of purchased power resources that are being competitively bid with the least expensive resource taken as the company's supply choice; - - a total of 305 MW in purchased power from four qualifying facilities, with 175 MW and 85 MW received beginning in 1992 and 1993, respectively, and 45 MW expected to be received beginning in 1994; - - planning costs for a 500 kilovolt (KV) transmission system from the Harry Allen Substation, located north of the Las Vegas Valley, to Marketplace, a future 500 KV switching station located near the McCullough Substation south of the Las Vegas Valley. The company must present final plans on this system for PSC approval. If PSC approval is received, the transmission system could be operational by 1998; - - installation of additional emissions reduction equipment at the Navajo Generating Station; - - firm purchased power of 75 MW; - - the construction of a 230 KV transmission line from Arden Substation, located southwest of Las Vegas, to Northwest Substation, located northwest of Las Vegas; and - - several demand-side pilot projects. On September 29, 1993, a fifth amendment to the company's 20-year Resource Plan was filed with the PSC. On February 25, 1994, the PSC approved a stipulation among the company, PSC Staff, Office of the Consumer Advocate and other intervenors granting the company's request. The amendment calls for three purchase power contracts with Southern California Edison, the City of Glendale and the Salt River Project totaling 160 MWs for the years 1996 to 2000. These purchase power contracts are a result of the company's 1996 Request for Proposal for supply-side resources. The stipulation also approved a 50 MW purchase power contract with Arizona Public Service for the years 1995 to 1997. The company will file its 1994 Resource Plan on July 1, 1994. As part of the plan, the company anticipates a portion of the supply-side resources and demand-side programs to be obtained through a Request For Proposal process. Budgeted construction expenditures for 1994 and 1995 are $175 million annually including allowance for funds used during construction. For the next five years customer growth is estimated to average 5.0 percent per year while demand for electricity is estimated to increase by an average of 4.3 percent per year. FINANCIAL STRATEGIES Nevada Power Company customer growth averaged over 5.1 percent during each of the three years ended December 31, 1993. To meet the growth forecasted for the company's service territory for the mid 1990s, the company will continue to rely upon the financial markets to provide a substantial portion of the funds to build necessary company-owned facilities. The company is committed to maintaining shareholder value throughout this period of continuing rapid growth. To achieve this goal the company will: - - seek appropriate and timely rate relief from regulators; - - pursue a balanced financing approach utilizing low cost tax-exempt financing when possible; - - maintain ongoing cost containment efforts; and - - seek legislative and regulatory support when necessary. 16 Nevada Power Company Cost Containment - The company has and will continue to review all planned construction and operating expenditures in an effort to reduce the level of external financing required during this period of rapid growth. Management is constantly reviewing expenditures in light of its commitment to provide shareholders with returns that deliver long-term shareholder value, deliver quality service to customers and provide a reliable supply of electricity at reasonable prices. CAPITALIZATION To meet capital expenditure requirements through 1995, the company will utilize internally generated cash, the proceeds from industrial development revenue bonds (IDBs), first mortgage bonds (FMBs), and common stock issues through public offerings and the Stock Purchase and Dividend Reinvestment Plan (SPP). New Financing Capacity - Under the tests required by the company's FMBs and the terms of its preferred stock issues, as of December 31, 1993, the company could issue up to $379 million of additional FMBs at an assumed interest rate of 8 1/2 percent and up to $371 million of additional preferred stock at an assumed dividend of 8 1/2 percent. The company has received PSC approval for authority through December 31, 1994 to issue up to 2 million shares of common stock, $70 million of new taxable debt and $195 million of fixed rate bonds for the purpose of refinancing certain existing fixed and floating rate bonds. Earnings to Interest and Preferred Dividends Coverage - For the year 1993, the ratio of earnings to interest charges was 3.47 times compared to 2.42 times in 1992. The ratio of earnings to interest charges plus preferred dividends was 3.06 times in 1993 compared to 2.18 times in 1992. Common Equity - In June 1993, the company sold by public offering 2,700,000 shares of common stock. The net proceeds of $65.7 million were used to reduce short-term debt which was incurred primarily to construct necessary plant facilities. The company has the option to issue new common shares or purchase shares on the open market to satisfy the needs of the SPP. During 1993, the company issued $40.8 million of common stock under the SPP. (See Note (a) of "Notes to Schedules of Capitalization.") At year end, common equity represented 46.0 percent of total capitalization. Short-Term Debt - The company has received regulatory approval to issue short- term debt up to $150 million for the period 1992 through 1994 and has a committed bank line for $125 million which expires on December 31, 1994. The bank line requires that the company obtain the bank group's approval prior to incurring additional unsecured debt. The short-term financing is expected to be utilized to fund some of the company's construction expenditures until long- term financing is secured. At December 31, 1993, the company had no balance outstanding on this line. Long-Term Debt - On June 24, 1992, Clark County, Nevada issued $105 million 6.70% fixed rate 30-year IDBs (Nevada Power Company Project) Series 1992A. Net proceeds from the sale of the IDBs were placed on deposit with a trustee and are being used to finance the construction of certain facilities which qualify for tax-exempt financing. At December 31, 1993, $59.1 million remained on deposit with the trustee. REGULATION Adequate and timely rate relief will be an important factor in determining the company's ability to finance the major construction program the company faces over the next few years. Generally, the PSC allows recovery of costs on an historical basis in setting rates charged to customers for electrical service. Environmental expenditures made by the company are currently being recovered through customer rates. Management believes environmental expenditures will increase over time and the increased costs will also be recovered as necessary utility expenses. A discussion of pending environmental matters is contained in Note 7 of "Notes to Financial Statements." Nevada Power Company 17 Management's Discussion and Analysis Of Financial Condition and Results of Operations Pending Rate Matters - On February 28, 1994, the company filed requests with the PSC to recover additional fuel and purchased power costs of $38.5 million and resource planning costs of $1 million. The energy rate request included $28.7 million of deferred energy costs for the test period ended November 30, 1993, and $9.8 million to adjust the base energy rate. On November 19, 1993, the PSC Staff filed a petition with the PSC alleging that the company may be overearning as much as $17 million annually because business conditions have changed substantially since the company received its last general rate case decision in July 1992. On January 10, 1994, the PSC voted to open an investigation into the company's earnings. Management believes the company's earnings are within the authorized rate of return granted to the company in July 1992. Hearings on this proceeding are scheduled to commence in June 1994. The company has fully reserved for any negative financial effect related to a February 6, 1991, proposed order by the PSC which, if adopted, would require the company to bear the full cost of replacement power and related expenses resulting from a 1985 accident at the Mohave Generating Station. Earnings for the fourth quarter of 1990 included an after-tax charge of $12.9 million for this proposed order. On June 17, 1991, the PSC issued another order setting aside the proposed order and ordered the parties to participate in joint hearings before the California Public Utilities Commission (CPUC). The CPUC hearings are now concluded, and the PSC will prepare its own opinion based on the record created in the CPUC hearings. In January 1994, the administrative law judge in the CPUC proceeding issued a proposed opinion denying recovery to Southern California Edison (SCE) of its incremental purchased power costs resulting from the accident. SCE has filed comments with the CPUC concerning the proposed decision. Concluded Rate Matters - Effective February 1, 1994, the PSC granted the company a $23.6 million increase in the energy portion of customer rates. (See Note 7 of "Notes to Financial Statements.") The table below summarizes the rate adjustments that have been granted to the company during the past three years. Summary of Rate Adjustments 1991 through 1993 Effective Date Nature of Increase (Decrease) Amount (In millions) ____________________________________________________________________________ Jan. 1, 1991 Energy rate increase $24.4 March 4, 1991 Energy and resource plan rate increase 1.0 Nov. 12, 1991 General rate increase 12.2 Energy rate increase 11.4 July 27, 1992 General rate increase 22.2 Energy and resource plan net rate decrease (26.4) June 28, 1993 Energy and resource plan net rate increase 42.1 ____________________________________________________________________________ DEREGULATION AND COMPETITION Deregulation of the electric utility industry is accelerating with the enactment of the National Energy Policy Act of 1992 (Act). Deregulation will lead to further competition in the industry as generators of power obtain greater access to transmission facilities linking them to potential new customers. Most observers believe the electric utility beneficiaries of the Act will be twofold; those who can provide low cost generation for sale and those who have strategically located transmission highways that can transmit low cost power from one area to another. 18 Nevada Power Company Within the region the company's residential rates are competitive. However, large industrial customer rates may require adjustment to remain competitive in the changing environment. In recognition of the changing regional competitive environment, the company is focusing on the costs of serving various classes of customers and the appropriate rates to be charged based on those costs of service. The company will seek through the PSC any rate adjustments necessary to maintain a competitive position. An opportunity exists given the company's strategic location in the center of a region of price diversity. As generators arrange for sales of electricity to customers in other areas, much of the power may need to be transmitted through the company's service territory. The company would have an opportunity to charge generators for the transmission of energy through its system. The company is studying the feasibility of constructing additional cost effective transmission facilities to maximize the advantage of its strategic location. OTHER In September 1993, as a part of a comprehensive organizational study, the company offered a voluntary early retirement package to 175 employees who would be at least 55 years of age, and have completed at least 10 years of service by March 31, 1994. A total of 109 employees, or approximately 6 percent of the work force, accepted the package. In October 1993, the company's Board of Directors unanimously approved a new organization structure that realigns functions to improve operations and customer service. The company expects that the net result from the change in organizational structure will be a leaner work force that operates more efficiently and makes the company more competitive in a changing electric energy industry. At December 31, 1993, organizational study, early retirement and severance costs of $6.7 million are included in other deferred charges. (See Note 8 of "Notes to Financial Statements.") The company and the International Brotherhood of Electrical Workers Local 396 signed new Collective Bargaining Agreements for the company's plant and clerical employees in January and February 1994, respectively. The four-year plant and clerical agreements, effective February 1 and May 1, 1994, respectively, each provide for base wage increases of 4% in 1994, 3.5% in 1995, 3.25% in 1996 and a 4% lump sum increase in 1997. The company has adopted Statement of Financial Accounting Standards No. 106 (FAS 106), Employers' Accounting for Postretirement Benefits Other Than Pensions (See Note 3 of "Notes to Financial Statements") and No. 109 (FAS 109), Accounting for Income Taxes (See Note 2 of "Notes to Financial Statements") effective January 1, 1993. The increase in 1993 of other deferred charges and other deferred credits primarily reflects adjustments related to the adoption of FAS 106 and FAS 109. (See Note 8 of "Notes to Financial Statements.") In March 1994, the company resolved certain litigation and bought out the remaining obligation under a coal purchase contract. The company's portion of the settlement and buyout is $15.25 million. Management believes the cost of the buyout will be recovered through Nevada's deferred energy accounting procedures. (See Note 7 of "Notes to Financial Statements.") Results of Operations GENERAL In 1993, earnings increased, as compared to 1992, due primarily to higher revenues resulting from an increase in general rates effective July 1992 and an increase in kilowatthour sales. In 1992, earnings increased, as compared to 1991, due primarily to higher revenues resulting from two increases in general rates effective November 1991 and July 1992. Average shares of common stock outstanding for 1993 increased by 3.8 million shares compared to 1992, as a result of public offerings of 2.7 million shares in June of 1993 and 2.99 million shares in April 1992. REVENUES Revenues during 1993, 1992 and 1991 were $652 million, $601 million and $546 million, respectively. The 8.5 percent increase in 1993, as compared to 1992, was a result of a 5.8 percent increase in kilowatthour sales and an increase in energy rates effective June of 1993. The 10 percent increase in 1992, as compared to 1991, was a result of a 7.2 percent increase in kilowatthour sales and increases in general and energy rates effective November 1991. Nevada Power Company 19 Management's Discussion and Analysis Of Financial Condition and Results of Operations Increase (Decrease) in Revenue From Prior Year Nature of Increase (Decrease) (In millions) 1993 1992 1991 _______________________________________________________________________________ Kilowatthour sales $28.2 $37.7 $19.1 General rate changes 12.3 20.5 (0.3) Deferred energy adjustments (13.3) (5.3) 5.4 Fuel cost base rate changes 22.4 0.4 26.9 Resource plan cost changes and other 1.3 1.2 3.0 ------------------------- Total increase $50.9 $54.5 $54.1 ========================= _______________________________________________________________________________ FUEL AND PURCHASED POWER In 1993, as compared to 1992, and in 1992, as compared to 1991, purchased power expense increased 21.1 percent and 51.6 percent, respectively, due to increased purchases from qualifying facilities. Effective June 28, 1993, the PSC granted the company a $44.2 million increase in the energy portion of customer rates, and effective July 27, 1992, the PSC granted the company a $28.3 million decrease in energy rates. During 1993, the company deferred $48.5 million of increased energy costs for collection in a later period and collected $17 million of energy cost increases which had previously been deferred. During 1992, the company deferred $39.5 million of increased energy costs for collection in a later period and collected $26.6 million of energy cost increases which had previously been deferred. Recovery of fuel expenses is administered under the state's deferred energy cost accounting procedures. (See Note 1 of "Notes to Financial Statements.") Under the deferred energy procedure, changes in the costs of fuel and purchased power are reflected in customer rates through annual rate adjustments and do not affect earnings. The following tables summarize the source of kilowatthours sold, the percentage of company generated kilowatthours by fuel source and fuel costs per kilowatthour. 1993 1992 1991 _______________________________________________________________________________ Source of Kilowatthours Sold Company generation 49% 49% 55% Hoover Dam hydroelectric 4 4 5 Purchased power 47 47 40 --------------------------------- 100% 100% 100% ================================= Company Generated Kilowatthours By Fuel Source Coal 93% 94% 94% Natural Gas 7 5 5 Oil - 1 1 --------------------------------- 100% 100% 100% ================================= Fuel Costs Per Kilowatthour Coal 1.61 cents 1.63 cents 1.56 cents Natural Gas 2.98 3.83 3.53 Oil 4.21 4.74 6.42 _______________________________________________________________________________ 20 Nevada Power Company OTHER OPERATING EXPENSES AND TAXES Other operations expense increased by $5.5 million in 1993, as compared with 1992, primarily due to an increase in administrative and general expenses resulting mainly from increased labor costs, computer system conversion costs and an increase in the provision for uncollectible accounts. The $7.2 million increase in other operations expense for 1992 was due mainly to an increase in employee medical benefit costs, employee pension expenses and an increase in resource planning costs. The level of maintenance and repair expenses depends primarily upon the scheduling, magnitude and number of unit overhauls at the company's generating stations. During 1993, these expenses decreased by $2.5 million due primarily to lower maintenance costs at the Reid Gardner and Navajo Generating Stations. During 1992, as compared to 1991, these expenses decreased by $10 million due to major maintenance expenses at the Reid Gardner and Mohave Generating Stations in 1991. Depreciation expense increased $3.9 million in 1993 and $4.3 million in 1992 primarily because of a growing electric plant asset base. In addition, the average annual depreciation rate increased from approximately 2.8 percent to 2.9 percent effective November 1991. General taxes increased by $2.3 million in 1993 primarily due to higher assessed property values and rates for property tax purposes. OTHER INCOME AND EXPENSES Other miscellaneous, net includes a charge of $3.2 million net of tax in the fourth quarter of 1993 for a write-off of costs related to environmental and engineering studies for the cancelled coal-fired White Pine Power Project. A rate decision by the PSC on January 24, 1994, resulted in a write-off of $2 million net of tax in the fourth quarter of 1993 for previously deferred energy costs. (See Note 7 of "Notes to Financial Statements.") Other miscellaneous, net includes a charge of $2.6 million net of tax in the fourth quarter of 1992 for a write-off of costs related to the property loss on a faulty cooling tower at the company's Reid Gardner Generating Station unit 4 and associated legal fees. On August 4, 1992, the PSC issued an order resulting in a write-off of $2.4 million net of tax for previously deferred energy costs. On November 26, 1991, the PSC issued an order associated with requests by the company for a general rate increase and an increase to recover certain fuel and purchased power costs. The PSC order resulted in write-offs during the fourth quarter of 1991 to other miscellaneous, net which included a charge of $1.9 million net of tax applicable to a cancelled coal-fired generating station as well as a charge of $2.3 million net of tax for deferred energy costs. FINANCING EXPENSES Interest on long-term debt increased $2.0 million in 1992, as compared to 1991, primarily as a result of interest on IDBs issued in June 1992, offset partially by lower interest costs on several issues of long-term debt refinanced at lower interest rates and interest income on IDB proceeds held in trust. Other interest expenses decreased by $1.3 million during 1992, as compared to 1991, because of less short-term borrowing. Nevada Power Company 21 Statements of Income For the Years Ended Dec. 31, (In thousands, except per share amounts) 1993 1992 1991 ______________________________________________________________________________ Electric Revenues (Notes 1 and 7) $651,772 $600,915 $546,411 ---------------------------- Operating Expenses and Taxes: Fuel 98,701 96,563 98,084 Purchased and interchanged power 242,803 200,344 132,117 Deferred energy cost adjustments, net (Note 1) (31,490) (12,834) 38,533 ---------------------------- Net energy costs 310,014 284,073 268,734 Other production operations 17,715 17,594 17,795 Other operations 83,158 77,697 70,454 Maintenance and repairs 35,379 37,911 47,928 Provision for depreciation (Note 1) 43,358 39,450 35,148 General taxes (Note 2) 16,401 14,093 12,727 Federal income taxes (Notes 1 and 2) 37,278 29,975 16,198 ---------------------------- 543,303 500,793 468,984 ---------------------------- Operating Income 108,469 100,122 77,427 ---------------------------- Other Income (Expenses): Allowance for other funds used during construction (Note 1) 9,880 8,251 4,172 Other miscellaneous, net (Note 7) (5,496) (10,127) (6,285) ---------------------------- 4,384 (1,876) (2,113) ---------------------------- Income Before Interest Deductions 112,853 98,246 75,314 ---------------------------- Interest Deductions: Interest on long-term debt 43,173 43,500 41,518 Other interest 1,931 2,185 3,468 Allowance for borrowed funds used during construction (Note 1) (5,799) (4,219) (4,848) ---------------------------- 39,305 41,466 40,138 ---------------------------- Net Income 73,548 56,780 35,176 Dividend Requirements on Preferred Stock 3,986 4,262 2,880 ---------------------------- Earnings Available for Common Stock $ 69,562 $ 52,518 $ 32,296 ============================ Weighted Average Common Shares Outstanding 39,482 35,652 30,855 ============================ Earnings per Average Common Share $ 1.76 $ 1.47 $ 1.05 ============================ See Notes to Financial Statements. ______________________________________________________________________________ 22 Nevada Power Company Statements of Retained Earnings For the Years Ended Dec. 31, (In thousands) 1993 1992 1991 _______________________________________________________________________________ Balance at Beginning of Period $102,493 $107,516 $123,963 Add - Net Income 73,548 56,780 35,176 -------------------------------- 176,041 164,296 159,139 -------------------------------- Deduct: Dividends paid in cash: Cumulative preferred stock - 5.40%, 5.20% and 4.70% Series 224 233 243 9.90% Series (Note 6) 3,762 4,572 2,264 Common stock 62,696 56,998 49,116 -------------------------------- 66,682 61,803 51,623 -------------------------------- Balance at End of Period $109,359 $102,493 $107,516 ================================ See Notes to Financial Statements. _______________________________________________________________________________ Nevada Power Company 23 Balance Sheets December 31, (In thousands) 1993 1992 _____________________________________________________________________________ Assets Electrical Plant, at Original Cost (Notes 1, 7 and 9): Production $ 681,527 $ 588,493 Transmission 277,543 263,807 Distribution 594,874 536,644 General 84,616 77,402 ----------------------- 1,638,560 1,466,346 Less accumulated depreciation 451,302 410,963 ----------------------- Net plant in service 1,187,258 1,055,383 Construction work in progress 167,652 172,092 Property under capital leases 91,517 96,753 Plant held for future use 3,719 4,442 ----------------------- 1,450,146 1,328,670 ----------------------- Investments (Notes 1 and 7) 21,822 19,339 ----------------------- Current Assets: Cash and temporary cash investments 145 160 Customer receivables - Billed 37,270 33,988 Unbilled (Note 1) 13,000 9,945 Reserve for doubtful accounts (1,125) (803) Other receivables (Note 7) 15,465 7,139 Fuel stock, at average cost 16,613 21,717 Materials and supplies, at average cost (Note 8) 23,714 24,099 Deferred energy costs (Notes 1 and 7) 74,033 24,708 Prepayments 8,313 9,151 ----------------------- 187,428 130,104 ----------------------- Deferred Charges: Debt expense, being amortized 28,645 25,503 Accumulated deferred taxes on proposed refund of recovered energy costs - Mohave accident (Note 7) 5,417 6,055 Other (Note 8) 115,879 47,369 ----------------------- 149,941 78,927 ----------------------- $1,809,337 $1,557,040 ======================= See Notes to Financial Statements. _____________________________________________________________________________ 24 Nevada Power Company December 31, (In thousands) 1993 1992 ______________________________________________________________________________ Capitalization and Liabilities Capitalization (See Schedules of Capitalization and Long-Term Debt): Common shareholders' equity $ 645,924 $ 532,473 Redeemable cumulative preferred stock 38,000 38,000 Cumulative preferred stock with mandatory sinking funds 4,264 4,464 Long-term debt 716,589 715,451 ------------------------- 1,404,777 1,290,388 ------------------------- Current Liabilities: Notes payable (Note 7) 25,000 - Current maturities and sinking fund requirements (See Schedules of Capitalization and Long-Term Debt) 7,496 15,345 Accounts payable, including salaries and wages 70,098 46,357 Accrued taxes (1,131) 1,375 Accrued interest 6,212 7,178 Customers' service deposits 12,069 11,816 Accumulated deferred taxes on deferred energy costs 20,574 7,264 Other (Note 8) 19,372 6,716 ------------------------- 159,690 96,051 ------------------------- Commitments and Contingencies (Note 7) Deferred Credits and Other Liabilities: Accumulated deferred investment tax credits (Note 1) 35,384 36,687 Accumulated deferred taxes on income (Note 2) 126,133 84,097 Customers' advances for construction 28,455 26,803 Proposed refund of recovered energy costs - Mohave accident (Note 7) 16,698 15,113 Other (Note 8) 38,200 7,901 ------------------------- 244,870 170,601 ------------------------- $1,809,337 $1,557,040 ========================= See Notes to Financial Statements. ______________________________________________________________________________ Nevada Power Company 25 Schedules of Capitalization December 31, (Dollars in thousands) 1993 1992 _____________________________________________________________________________ Common Shareholders' Equity (a,c): Common stock, $1 par value, authorized 70,000,000 shares; issued 41,505,195 and 37,132,817 shares at December 31, 1993 and 1992; stated at $ 44,709 $ 40,337 Premium on capital stock 496,367 393,401 Unamortized capital stock expense (4,511) (3,758) Retained earnings 109,359 102,493 ----------------------------------- Total common shareholders' equity 645,924 46.0% 532,473 41.3% ----------------------------------- Redeemable Cumulative Preferred Stock (b): $20 par value, authorized 4,500,000 shares for all series; Outstanding at December 31, 1993 and 1992: 9.90% Series, 1,900,000 shares 38,000 38,000 ----------------------------------- Total 38,000 2.7 38,000 3.0 ----------------------------------- Cumulative Preferred Stock with Mandatory Sinking Funds (b): Outstanding at December 31, 1993 and 1992: 5.40% Series, 46,669 and 48,669 shares 934 974 5.20% Series, 44,507 and 46,507 shares 890 930 4.70% Series, 132,000 and 138,000 shares 2,640 2,760 ----------------------------------- 4,464 4,664 Current sinking fund requirement (200) (200) ----------------------------------- Total 4,264 0.3 4,464 0.3 ----------------------------------- Long-Term Debt (See Schedules of See Schedules of Long-Term Debt) 716,589 51.0 715,451 55.4 ----------------------------------- Total capitalization $1,404,777 100.0% $1,290,388 100.0% =================================== _____________________________________________________________________________ 26 Nevada Power Company Notes to Schedules of Capitalization (a) The changes in common stock shares for 1991, 1992 and 1993 are as follows: Shares ________________________________________________________________________________ Outstanding, December 31, 1990 28,912,228 Issued through public offering 3,000,000 Issued under 401(k) Savings Plan 30,870 Issued under Stock Purchase and Dividend Reinvestment Plan 1,032,369 ---------- Outstanding, December 31, 1991 32,975,467 Issued through public offering 2,990,000 Issued under 401(k) Savings Plan 27,644 Issued under Stock Purchase and Dividend Reinvestment Plan 1,139,706 ---------- Outstanding, December 31, 1992 37,132,817 Issued through public offering 2,700,000 Issued under 401(k) Savings Plan 32,052 Issued under Stock Purchase and Dividend Reinvestment Plan 1,640,326 ---------- Outstanding, December 31, 1993 41,505,195 ========== _______________________________________________________________________________ Premium on capital stock increased $103 million, $73.9 million and $66.8 million during 1993, 1992 and 1991, respectively, due to issue of common stock. Cash dividends paid per share on common stock were $1.60 each year during 1993, 1992 and 1991. (b) The Redeemable Cumulative Preferred Stock, 9.90% Series is redeemable at the option of the company, as a whole or in part, on April 1, 1997, and is subject to mandatory redemption in its entirety on April 1, 2002. (See Note 6 of "Notes to Financial Statements.") Under the provisions of the 4.70%, 5.20% and 5.40% series cumulative preferred stock with mandatory sinking funds, the company is obligated to use its best efforts to purchase, each year, up to an aggregate of 6,000, 2,000 and 2,000 shares, respectively, at prices not in excess of $20.00 per share. The obligations are not cumulative. The 5.20% series and 5.40% series are presently redeemable at the option of the company at $21.00 per share and the 4.70% series at $20.25 per share. (c) In October 1990, the company adopted a Stockholder Rights Plan and declared a dividend of one stock purchase right for each outstanding share of common stock. (See Note 6 of "Notes to Financial Statements.") Nevada Power Company 27 Schedules of Long-Term Debt December 31, (In thousands) 1993 1992 _________________________________________________________________________ Long-Term Debt (a) (Note 5 to Financial Statements): First mortgage bonds (b): 7 1/8% Series I due 1998 $ 15,000 $ 15,000 7 5/8% Series L due 2002 15,000 15,000 7 1/8% Series N due 2006 13,000 13,000 6 3/4% Series O due 2007 7,100 7,500 8 3/4% Series P due 1995 423 445 9 3/8% Series S due 2016 - 52,000 7.80% Series T due 2009 15,000 15,000 6.92% Series U due 1995 50,000 50,000 6.70% Series V due 2022 105,000 105,000 6.60% Series W due 2019 39,500 39,500 7.20% Series X due 2022 78,000 78,000 6.93% Series Y due 1999 45,000 45,000 8.50% Series Z due 2023 45,000 - -------------------------- 428,023 435,445 Industrial development revenue bonds (c): 7.80% due 2020 100,000 100,000 Floating rate weekly demand - Due 2015 44,000 44,000 Due 2018 25,000 25,000 Due 2019 60,000 60,000 Less funds held in trust (59,051) (65,285) 6 3/8% pollution control revenue bonds due 2004 (d) 16,000 17,000 Obligations under capital leases 109,968 114,501 -------------------------- 723,940 730,661 Debt premium and discount, being amortized (55) (65) Current maturities and sinking fund requirements (7,296) (15,145) -------------------------- Total long-term debt $716,589 $715,451 ========================== _________________________________________________________________________ 28 Nevada Power Company Notes to Schedules of Long-Term Debt (a) The amounts of long-term debt maturities, including sinking fund requirements, are $7.3 million in 1994, $57.3 million in 1995, $8 million in 1996, $7.9 million in 1997 and $7.3 million in 1998, including $5.6 million, $5.2 million, $5.3 million, $5.2 million and $4.5 million for obligations under capital leases, respectively. None of the long-term debt is held by or for the account of the company. (b) Generally, electric plant is subject to the first mortgage lien. It is the company's intention to meet the sinking fund requirement for its series I and L first mortgage bonds by pledging property additions in lieu of cash payments. The N, O and P series first mortgage bonds provide for annual payments sufficient to ratably retire the respective series by their final due dates. Payments on the N series do not commence until 1996. The series N, O, T, V, W and X first mortgage bonds correspond with respect to their terms to four series of collateralized pollution control revenue bonds and two series of industrial development revenue bonds issued by various municipal authorities. (c) The fixed rate industrial development bonds and floating rate industrial development bonds were issued by Clark County, Nevada and are guaranteed as to payment of principal and interest by the company. (d) The indenture for the 6 3/8% pollution control revenue bonds due 2004 provides for annual sinking fund payments of $1 million to and including March 1, 2003 and a final payment of $6 million on March 1, 2004. Nevada Power Company 29 Statements of Cash Flows For the Years Ended Dec. 31, (In thousands) 1993 1992 1991 __________________________________________________________________________ Cash Flows from Operating Activities: Net income $ 73,548 $ 56,780 $ 35,176 Adjustments to reconcile net income to net cash provided - Depreciation and amortization 55,139 47,356 44,686 Deferred income taxes and investment tax credits 16,504 12,030 (9,536) Allowance for other funds used during construction (9,880) (8,251) (4,172) Changes in - Receivables (4,591) (2,635) (339) Fuel stock and materials and supplies 5,490 5,928 (8,104) Accounts payable and other current liabilities 27,290 17,296 676 Deferred energy costs (37,766) (8,916) 40,466 Accrued taxes and interest 1,868 (14,683) 439 Other assets and liabilities 3,343 2,473 1,013 --------------------------------- Net cash provided by operating activities 130,945 107,378 100,305 --------------------------------- Cash Flows from Investing Activities: Construction expenditures and gross additions (163,257) (171,074) (151,089) Investment in subsidiaries and other (2,828) (4,531) (2,851) Salvage net of removal cost 227 405 1,798 --------------------------------- Net cash used in investing activites (165,858) (175,200) (152,142) --------------------------------- Cash Flows from Financing Activities: Sale of capital stock 107,329 78,066 70,814 Sale of long-term debt 45,000 317,500 - Change in funds held in trust 6,234 (21,135) 6,612 Retirement of preferred stock and long-term debt (59,405) (175,745) (9,043) Increase (decrease) in short-term borrowing - (71,000) 34,110 Cash dividends (66,883) (60,596) (51,532) Other financing activities 2,623 738 845 --------------------------------- Net cash provided by financing activities 34,898 67,828 51,806 --------------------------------- Cash and Temporary Cash Investments(Note 1): Net increase (decrease) during the period (15) 6 (31) Beginning of period 160 154 185 -------------------------------- End of period $ 145 $ 160 $ 154 ================================ Cash Paid During the Period for: Interest, net of amounts capitalized $ 57,140 $ 55,926 $ 48,919 ================================ Income taxes $ 18,001 $ 13,793 $ 22,771 ================================ See Notes to Financial Statements. __________________________________________________________________________ 30 Nevada Power Company Notes to Financial Statements Note 1 - Summary of Significant Accounting Policies For ratemaking and other purposes, the company is subject to the jurisdiction of the PSC and the Federal Energy Regulatory Commission (FERC). The accounting records of the company are maintained in accordance with the uniform system of accounts prescribed by the FERC and adopted by the PSC. Electric Revenues - The company bills its customers monthly on a cycle basis and recognizes the estimated amount of revenue applicable to kilowatthours of energy sold but not yet billed at the end of an accounting period. Deferred Energy Cost Adjustments - As permitted by state statute, the company defers differences between the current cost of fuel plus net purchased power and base energy costs as defined. Any over or under recoveries are deferred in the balance sheet as a current asset or current liability. Under regulations adopted by the PSC, deferred energy rates are revised at least every 12 months to clear the accumulated deferred balance over a future period. Electric Plant - The costs of betterments and additions to electric plant and replacements of retirement units of property are capitalized. Such costs include labor, payroll taxes, material, transportation, an allowance for funds used during construction and, where applicable, property taxes. Maintenance is charged with the cost of repairs and minor replacements. Accumulated depreciation is charged for the cost of plant retired, less net salvage. Depreciation has been provided for financial statement purposes on a straight-line basis at rates based upon the estimated useful lives of the various classes of plant. The provisions for depreciation during the first ten months of 1991 were equivalent to an annual rate of approximately 2.8 percent of the average gross investment in depreciable plant. Effective November 1991, as authorized by the PSC, the annual depreciation rate was increased to approximately 2.9 percent. Allowance for Funds Used During Construction - The allowance for funds used during construction (AFUDC) represents the estimated costs of borrowed and equity funds applicable to electric plant construction. The FERC has prescribed a specific computational method for determining the AFUDC rate. The PSC has authorized the AFUDC rate to be the lesser of the rate determined under the FERC computational method or the rate equivalent to the overall rate of return authorized by the PSC. Through December 31, 1992, the company used a rate of 10.02 percent to calculate AFUDC on construction work in progress as authorized by the PSC, effective July 1992. In January 1993, the company began using an AFUDC rate as calculated under the FERC computational method which averaged 9.88 percent for 1993. Recently Issued Accounting Standards - In November 1992, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 112 (FAS 112), Employers' Accounting for Postemployment Benefits which is effective for years beginning after December 15, 1993. FAS 112 established accounting standards for employers who provide benefits to former or inactive employees after employment but before retirement (postemployment benefits). The company is currently analyzing the provisions of FAS 112 and believes that application of the new standard will not have a material impact on the company's results of operations or financial position. Federal Income Taxes - Effective January 1, 1993, the company adopted the provisions of FAS 109, Accounting for Income Taxes. FAS 109 requires recognition of deferred tax liabilities and assets for the future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The cumulative effect of the change in accounting for income taxes is not material to net income. In November 1991, the PSC issued an order which allows the company to recover the previously flowed through tax benefits ratably over the estimated remaining book life of the plant. Calculated at current rates, approximately $38 million of income taxes will be allowed in future rates. Nevada Power Company 31 Notes to Financial Statements Investment tax credits earned have been deferred and are being amortized to income ratably over the estimated service lives of the related property. Cash Flow Information - Cash equivalents, which generally are convertible to cash at par on short notice and mature three months or less from the date of acquisition, are reported as temporary cash investments. The company had no material non-cash investing or financing transactions during 1993 or 1992. During 1991, a capital lease obligation of $83 million was incurred when the company entered into a power purchase contract with Mission Energy Company. Other Accounting Policies - The company uses the equity method of accounting to report immaterial investments in subsidiaries. Disclosure by the company of the estimated fair value of financial instruments is made in accordance with the requirements of Statement of Financial Accounting Standards No. 107 (FAS 107), Disclosures about Fair Value of Financial Instruments. At December 31, 1993 and 1992, the provisions of FAS 107 apply only to the company's long-term debt and redeemable cumulative preferred stock. (See Notes 5 and 6 of "Notes to Financial Statements.") In 1993, the company adopted the provisions of FAS 106, Employers' Accounting for Postretirement Benefits Other Than Pensions, which requires accrual of postretirement benefits during the years an employee provides services. (See Notes 3 and 8 of "Notes to Financial Statements.") Certain amounts in prior periods have been reclassified to conform to the financial statement presentation for December 31, 1993. Note 2 - Federal Income and Other Taxes The total federal income tax expense as set forth in the accompanying Statements of Income results in an effective federal income tax rate different than the statutory federal income tax rate for the following reasons: Years Ended Dec. 31, (Dollars in thousands) 1993 1992 1991 ______________________________________________________________________________ Federal income tax at statutory rate $39,625 35.0% $29,241 34.0% $17,057 34.0% Adjustments: Investment tax credit amortization (1,303) (1.2) (1,618) (1.9) (1,618) (3.2) Other items 1,344 1.2 1,600 1.9 (446) (0.9) -------------------------------------------------- Total recorded federal income tax $39,666 35.0% $29,223 34.0% $14,993 29.9% ================================================== Federal income taxes included in: Operating expenses $37,278 $29,975 $16,198 Other income, net 2,388 (752) (1,205) -------------------------------------------------- $39,666 $29,223 $14,993 ================================================== ______________________________________________________________________________ 32 Nevada Power Company The current and deferred components of federal income taxes included in operating expenses are as follows: Years Ended Dec. 31, (In thousands) 1993 1992 1991 _________________________________________________________________________ Current federal income taxes $20,680 $18,213 $25,753 ----------------------------------- Deferred federal income taxes: Depreciation differences 8,899 13,823 8,127 Deferred energy costs 11,765 (434) (12,601) Contributions in aid of construction (1,732) (1,437) (806) Coal contract buyout (945) (1,009) (1,009) Other - net (86) 2,437 (1,648) ----------------------------------- 17,901 13,380 (7,937) ----------------------------------- Investment tax credit amortization (1,303) (1,618) (1,618) ----------------------------------- Total $37,278 $29,975 $16,198 =================================== _________________________________________________________________________ General taxes charged to operating expenses are as follows: Years Ended Dec. 31, (In thousands) 1993 1992 1991 _________________________________________________________________________ Real estate and personal property $11,338 $ 9,408 $ 8,185 Payroll 4,748 4,285 4,083 Other 315 400 459 ----------------------------------- Total $16,401 $14,093 $12,727 =================================== _________________________________________________________________________ The company adopted FAS 109, Accounting for Income Taxes, effective January 1, 1993. As a result, the company's December 31, 1993 balance sheet contains a net regulatory asset of $14 million. (See Note 8 of "Notes to Financial Statements.") The regulatory liability for temporary differences related to liberalized depreciation will continue to be amortized using the average rate assumption method required by the Tax Reform Act of 1986. The regulatory liability for temporary differences caused by investment tax credits will be amortized ratably in the same fashion as the accumulated deferred investment credit under former Internal Revenue Code Section 46(f)(2). Nevada Power Company 33 Notes to Financial Statements The net accumulated deferred federal income tax liability consists of accumulated deferred federal income tax liabilities less accumulated deferred federal income tax assets related to: Years ended Dec. 31, (In thousands) 1993 1992 ________________________________________________________________________ Accumulated deferred federal income tax liabilities: Temporary basis differences - plant $ (33,058) $ - Investment tax credits (35,384) (36,687) Excess of tax depreciation over book depreciation (83,309) (75,214) Coal contract buyout (2,251) (3,196) Accrued taxes (1,985) (2,418) Deferred energy (20,574) (7,264) Demand-side program costs (3,686) (1,072) Other (1,844) (2,197) ------------------------ Total (182,091) (128,048) ------------------------ Accumulated deferred federal income tax assets: Unamortized investment tax credits 19,053 - Refundable customer advances 9,867 8,800 Purchased power 5,417 6,055 Nonrefundable contributions in aid of construction 2,510 3,497 Capitalized expenses 1,439 1,556 Other 1,949 1,916 ----------------------- Total 40,235 21,824 ----------------------- Net accumulated deferred tax liability $(141,856) $(106,224) ======================= ________________________________________________________________________ Note 3 - Employee Benefits Employee Welfare Benefit Plans - The company provides certain health, dental, vision care and long-term disability benefits to employees through plans administered under a Voluntary Employee's Beneficiary Association (VEBA) Trust. Currently, substantially all of the costs of the benefit programs for employees are borne by the company. Effective August 1, 1994, current employees will begin paying 10% of the cost of providing health, dental and vision benefits. The cost of the benefit plans was approximately $10.3 million, $9.3 million and $8.2 million, during 1993, 1992 and 1991, respectively. The programs also provide benefits to retired employees who elect to continue coverage by paying the applicable premiums. (See "Postretirement Benefits Other Than Pensions" below.) Defined Contribution Retirement Plan - The company maintains an employee investment plan (401(k) Plan) which was established January 1, 1990, under Section 401(k) of the Internal Revenue Code. Employees who are at least 21 years old and who have completed one year of eligibility service may become "participants" in the 401(k) Plan. The company matched 50 percent in 1993, 1992 and 1991 of any Management, Professional, Administrative and Technical participant's contributions to the 401(k) Plan not to exceed 3 percent of the participant's annual compensation. In 1993, 1992 and 1991, the company matched 25 percent of any union-represented participant's contributions to the 401(k) Plan not to exceed 1.5 percent of the participant's annual compensation. All company contributions are invested in common stock of the company. The amounts expensed for company matching contributions to the 401(k) Plan were $921,000 for 1993, $629,000 for 1992 and $581,000 for 1991. 34 Nevada Power Company Defined Benefit Retirement Plan - The company has a non-contributory defined benefit retirement plan (PLAN) designed to meet the provisions of the Employee Retirement Income Security Act of 1974. All full-time employees age 21 and over with one year of service are covered by the PLAN. Benefits under the PLAN are dependent upon each participant's salary for the highest consecutive 60 months of service and length of service. The company also has a Supplemental Executive Retirement Plan (SERP) in addition to the regular PLAN. Participation is limited to such officers as the Board of Directors may select. Presently, 27 active or retired designated officers and employees participate in the SERP. The SERP will be funded as benefits are disbursed. The table below sets forth the funded status and amounts recognized in the company's financial statements at December 31, 1993, 1992 and 1991 for both the PLAN and SERP. The discount rate and rate of increase in future compensation levels used in determining the actuarial present value of the projected benefit obligations for both the PLAN and SERP were 7.25 percent and 4.50 percent in 1993, and 8.25 percent and 5 percent in 1992 and 1991, respectively. The expected rate of return on PLAN assets was 8.5 percent in 1993, 1992 and 1991. PLAN assets are primarily invested in listed stocks, fixed income securities and federal agencies securities. Reconciliation of Funded Status PLAN SERP ___________________________ ____________________________ Years Ended Dec. 31, (In thousands) 1993 1992 1991 1993 1992 1991 ______________________________________________________________________________ Actuarial present value of: Vested benefit obligation $54,434 $40,592 $32,458 $ 3,854 $ 2,814 $ 2,174 Nonvested benefit obligation 3,875 4,217 3,312 514 375 345 ---------------------------------------------------------- Accumulated benefit obligation $58,309 $44,809 $35,770 $ 4,368 $ 3,189 $ 2,519 ========================================================== Projected benefit obligation $80,575 $63,121 $56,032 $ 4,837 $ 3,452 $ 2,569 Plan assets at fair value 60,236 54,575 49,494 - - - ---------------------------------------------------------- Plan assets less than projected benefit obligation (20,339) (8,546) (6,538) (4,837) (3,452) (2,569) Unrecognized net transition obligation amortized over approximately nine years - - - 129 303 478 Unrecognized prior service costs 5,577 6,005 6,433 412 166 (300) Unrecognized net (gain) loss 8,949 2,925 (822) 1,267 209 84 ---------------------------------------------------------- Pension asset (liability) $(5,813) $ 384 $ (927) $(3,029) $(2,774) $(2,307) ========================================================== Net pension expense was comprised of the following: Service cost $ 3,284 $ 3,147 $ 2,884 $ 67 $ 76 $ 29 Interest cost on projected benefit obligation 5,243 4,900 4,334 297 278 211 Return on plan assets (5,371) (1,739) (8,301) - - - Net amortization and deferral 1,021 (2,117) 2,862 197 331 268 ---------------------------------------------------------- Net periodic pension cost $ 4,177 $ 4,191 $ 1,779 $ 561 $ 685 $ 508 ========================================================== ______________________________________________________________________________ Nevada Power Company 35 Notes to Financial Statements Postretirement Benefits Other Than Pensions - The company adopted FAS 106, Employers' Accounting for Postretirement Benefits Other Than Pensions, effective January 1, 1993. The costs of these benefits have been expensed on a pay-as-you-go basis prior to the company adopting FAS 106. In July 1992, the PSC authorized the company to continue recognizing these benefit costs on a pay-as-you-go basis after adopting FAS 106 and to record any difference in costs resulting from the implementation of FAS 106 as a deferred asset. The company has elected to amortize its transition obligation at January 1, 1993 over a period of 20 years. The company provides postretirement medical, dental and vision benefits to employees who have retired or will retire and are eligible for an immediate pension benefit. The postretirement health care plan is contributory, and retirees' contributions can be adjusted annually for increases in the cost of providing the benefits. Net periodic postretirement benefit cost for the year ended December 31, 1993 included the following components: (In thousands) 1993 _______________________________________________________________________ Service cost benefit earned during the year $ 614 Interest cost on projected benefit obligation 1,881 Amortization of transition obligation 1,166 ------ Net periodic postretirement benefit cost $3,661 ====== _______________________________________________________________________ A reconciliation of the funded status of the plan to the amounts recognized in the Balance Sheet as of December 31, 1993 is as follows: (In thousands) 1993 _______________________________________________________________________ Retirees $(10,270) Fully eligible active employees (8,749) Other active employees (6,777) -------- Accumulated postretirement benefit obligation (25,796) Unrecognized transition obligation 22,149 Unrecognized loss 542 -------- Accrued postretirement benefit cost liability $ (3,105) ======== _______________________________________________________________________ The medical cost trend rate assumed for 1994 was 10.25 percent, grading down to 4.75 percent in 2001 and remaining at that level thereafter. The health care cost trend rate has a significant effect on the accumulated postretire- ment benefit obligation and net periodic cost. A one-percentage-point increase in the assumed health care cost trend rate would increase the accumulated postretirement benefit obligation at December 31, 1993 by $1.9 million and would increase the aggregate of the service and interest cost components of net periodic postretirement benefit cost for 1993 by $149,000. The weighted-average discount rate used in determining the accumulated postretirement benefit obligation at December 31, 1993 was 7.25 percent. Note 4 -Short-Term Borrowings The company has a $125 million bank revolving credit facility which expires on December 31, 1994, and pays commitment fees based on both the unused amount of the facility and the company's first mortgage bond ratings. Borrowing rates under the bank line are determined by both current market rates and the company's first mortgage bond ratings. During 1993, the maximum amounts of short-term borrowings outstanding were $74 million, average short-term borrowings were $16.1 million and weighted average interest costs were 5.34%. There were no short-term borrowings outstanding at December 31, 1993. 36 Nevada Power Company During 1992, the maximum amounts of short-term borrowings outstanding were $71 million, average short-term borrowings were $18.6 million and weighted average interest costs were 6.01%. There were no short-term borrowings outstanding at December 31, 1992. During 1991, the maximum amounts of short-term borrowings outstanding were $71 million, average short-term borrowings were $36.2 million and weighted average interest costs were 6.91%. The weighted average interest rate for short-term borrowings outstanding at December 31, 1991, was 5.33%. Note 5 - Long-Term Debt In accordance with FAS 107, the company estimates the fair value of its long- term debt based on quoted market prices for the same or similar issues or on current interest rates available to the company for debt with similar terms and maturity. The book value and estimated fair value of the company's long- term debt, including current maturities and sinking fund requirements and excluding obligations under capital leases, were $614 million and $665 million at December 31, 1993, and $616 million and $626 million at December 31, 1992, respectively. The estimate presented herein is not necessarily indicative of the amount that the company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have an effect on the estimated fair value amount. The indentures under which the company's first mortgage bonds were issued provide for an immaterial restriction as to distributions to shareholders at December 31, 1993. Note 6 - Capital Stock In October 1990, the company issued through dividend to its common share- holders certain stock rights which expire in October 2000. The rights to purchase junior preference shares, common shares or shares of a successor corporation are not exercisable unless certain events occur and are intended to assure fair shareholder treatment in any takeover of the company and to guard against abusive takeover tactics. On April 30, 1992, the company issued shares of Redeemable Cumulative Preferred Stock, 9.90% Series consisting of the previously issued shares of Auction Preferred Stock. The company elected to establish a 10-year dividend period for this preferred stock, with mandatory redemption April 1, 2002. The dividend rate on the shares of Redeemable Cumulative Preferred Stock, 9.90% Series was determined at an auction held on April 23, 1992. Dividends on the shares are cumulative from April 30, 1992, and will be payable when, as and if declared, quarterly on January 1, April 1, July 1 and October 1 of each year commencing July 1, 1992. In accordance with FAS 107, the company estimates the fair value of its redeemable cumulative preferred stock based on the per share closing price times the number of shares outstanding. The book value and estimated fair value of the redeemable cumulative preferred stock were $38 million and $43.6 million at December 31, 1993 and $38 million and $42 million at December 31, 1992, respectively. The estimate presented herein is not necessarily indicative of the amount that the company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have an effect on the estimated fair value amount. Note 7 - Commitments and Contingencies Rate Matters - In 1985 the company incurred $15.8 million in increased fuel and purchased power expenses after a ruptured steam line at the jointly owned Mohave Generating Station resulted in a loss of the plant for six months. The PSC allowed the company to recover one half of the increased expenses subject to refund. Fourth quarter 1990 earnings reflected a $12.9 million charge to record a subsequent proposed order issued by the PSC which stated that the company shall not recover any of the increased costs. The company has fully reserved for any negative financial effect related to the proposed order. In 1991, the PSC set aside the proposed order and ordered the parties to participate in joint hearings before the CPUC. The CPUC hearings are now concluded, and the PSC will prepare its own opinion based on the record created in the CPUC hearings. In January 1994, the administrative law judge in the CPUC proceeding issued a proposed opinion denying recovery to SCE of its incremental purchased power costs resulting from the accident. SCE has filed comments with the CPUC concerning the proposed decision. On August 12, 1993, the company filed a request with the PSC to recover additional fuel and purchased power costs of $29.7 million under the state's deferred energy accounting procedures. This request included $9.8 million of deferred energy costs for the period of December 1, 1992, to May 31, 1993, and $19.9 million to adjust the base energy rate. The company subsequently amended its request to $26.8 million. Hearings in this Nevada Power Company 37 Notes to Financial Statements matter were concluded in December 1993, and the PSC granted an increase in rates of $23.6 million, effective February 1, 1994. The PSC order resulted in fourth quarter 1993 charges of $2 million net of taxes for deferred energy costs. On July 11, 1991, Nevada Electric Investment Co. (NEICO), the company's unregulated subsidiary, entered into an agreement to sell a 50 percent undivided ownership interest in certain coal mining assets to the Intermountain Power Agency (IPA). NEICO and IPA will continue the coal mining operations as joint venturers under the name of the Crandall Canyon Project. Additionally, IPA has executed a continuing coal purchase agreement. This transaction has been inquired into by the PSC, and no gain on the transaction has been recorded pending regulatory review which is expected in 1994. Legal Matters - In December 1992, the company suspended deliveries under a coal contract with Mountain Coal Co. based on a pricing dispute. Mountain Coal Co. filed a lawsuit in the federal district court for the State of Utah seeking a determination that the company had repudiated the coal supply agreement. In October 1993, the court found in favor of Mountain Coal Co.'s position. The company appealed the court's order, however, in March 1994, the company resolved the litigation and bought out the remaining obligation under the contract by issuing a promissory note (bearing interest at 10%) for a total of $25 million. The facility using the coal under this contract is jointly owned; accordingly the company's portion of this settlement is $15.25 million. The settlement and buyout have been recorded as of December 31, 1993, with $25 million included in notes payable, $15.25 million included in deferred energy costs and $9.75 million included in other receivables. The settlement and buyout will result in lower fuel costs to the company's customers over the otherwise remaining life of the contract; accordingly, based on similar past buyouts, management believes that the cost of the buyout will be recovered through Nevada's deferred energy accounting procedures. The company is involved in litigation arising in the normal course of business. While the results of such litigation cannot be predicted with certainty, management, based upon advice of counsel, believes that the final outcome will not have a material adverse effect on the company's financial position and results of operations. Environmental Matters - The Federal Clean Air Act Amendments of 1990 include provisions which will affect the company's existing steam generating facilities and all new fossil fuel fired facilities. Title IV of the Amendments provides a national cap on sulfur dioxide emissions by mandating emissions reductions for many electric steam generating facilities. The sulfur dioxide provisions of the Amendments will not adversely affect the company because the company's steam units burn low sulfur fuels or have sulfur dioxide control equipment. Title IV of the Amendments also provides for reduction of emissions of oxides of nitrogen by establishing new emission limits for coal-fired generating units. This Title will require the installation of additional pollution-control technology at some of the Reid Gardner Station generating units before 2000 at an estimated cost to the company of no more than $6 million. Other provisions of the Amendments will require the company to install or upgrade Continuous Emission Monitoring systems at all steam generating units before 1995 at an expected cost of up to $3.3 million. The United States Congress authorized $2 million for the Environmental Protection Agency (EPA) to study the potential impact the Mohave Generating Station (MGS) may have on visibility in the Grand Canyon. The EPA report is expected to be finalized in late 1995, with a follow-up report from the Grand Canyon Visibility Transport Commission in late 1996. Also, the Nevada Division of Environmental Protection has imposed more stringent stack opacity limits for the MGS. This change may affect the company's utilization of resources, but, until more experience is gained by operating at the new opacity levels, any effect cannot be determined. As a 14 percent owner of the MGS, the company will be required to fund any plant improvements that may result from the EPA study and operation at the new opacity levels. The cost of any potential improvements cannot be estimated at this time. In 1991, the U.S. Environmental Protection Agency published an order requiring the Navajo Generating Station (NGS) to install scrubbers to remove 90 percent of sulfur dioxide beginning in 1997. As an 11.3 percent owner of the NGS, the company will be required to fund an estimated $46.6 million for installation of the scrubbers. In 1992, the company received resource planning approval from the PSC for its share of the cost of the scrubbers up to $46.6 million. 38 Nevada Power Company Leases - In 1984, the company sold its administrative headquarters facility, less furniture and fixtures, for $27 million and entered into a 30-year capital lease of that facility with five-year renewal options beginning in year 31. The fixed rental obligation for the first 30 years is $5.1 million per year. Future cash rental payments as of December 31, 1993, are as follows: (In thousands) ___________________________________________________________________________ 1994 $ 3,605 1995 3,604 1996 3,605 1997 3,604 1998 3,605 Thereafter 109,937 -------- $127,960 ======== ___________________________________________________________________________ The amount of imputed interest necessary to reduce the future cash rental payments to present value is $85.7 million as of December 31, 1993. Total interest expense on the lease obligation was $4 million and total amortization of the leased facility was $402,000 for the year ended December 31, 1993. The total accumulated amortization of the leased facility on December 31, 1993, was $9 million. At December 31, 1993, the company has certain long-term noncancellable operating lease agreements for which the future minimum lease payments are immaterial. Fuel and Purchased Power Obligations - The company has five long-term contracts for the purchase of electric energy and/or capacity. The contracts expire in years ranging from 1995 to 2016. Total payments under these contracts were $55.9 million, $51.4 million and $42.6 million in 1993, 1992 and 1991, respectively. The cost of power obtained under these contracts is included in purchased power expense in the statements of income. At December 31, 1993, the estimated future payments for capacity and energy that the company is obligated to purchase under these contracts, subject in part to certain conditions, are as follows: Accounted for Accounted for as Long-term as Long-term (In thousands) Executory Contracts Capital Lease ___________________________________________________________________________ 1994 $ 35,600 $ 14,591 1995 36,150 13,986 1996 27,600 13,432 1997 28,600 12,902 1998 18,450 12,373 Thereafter 1,800 145,631 ---------------------------------- Total minimum payment $148,200 212,915 ======== Less amount representing estimated executory costs included in total minimum payment (98,232) -------- Net minimum payments 114,683 Less amount representing interest (47,022) -------- Present value of net minimum payments $ 67,661 ======== ___________________________________________________________________________ Nevada Power Company 39 Notes to Financial Statements Total interest expense on the purchase power obligation accounted for as a capital lease was $6.7 million and total amortization was $5.5 million in 1993. Total accumulated amortization was $15.3 million for the year ended December 31, 1993. The company has contracted with various coal suppliers to provide coal to the Reid Gardner Generating Station. The contracts expire in years ranging from 1994 to 2007. The costs of approximately $33.9 million, $38.2 million and $44.6 million were incurred under the long-term coal contracts in 1993, 1992 and 1991, respectively. At December 31, 1993, the estimated future payments for coal that the company is obligated to purchase under these contracts are as follows: (In thousands) __________________________________________________________________________ 1994 $ 29,128 1995 19,776 1996 17,258 1997 17,775 1998 18,308 Thereafter 182,258 -------- $284,503 ======== __________________________________________________________________________ Construction - Certain commitments have been incurred at December 31, 1993, in connection with the 1994 construction budget. Construction expenditures are estimated at $175 million, including AFUDC, for 1994. Note 8 - Other Deferred Charges and Credits Other Deferred Charges - At December 31, 1993, as a result of the company adopting FAS 109 effective January 1, 1993, other deferred charges include a regulatory asset of $46 million and a deferred tax asset of $19.1 million. The regulatory asset represents future revenue to be received from customers due to the flow-through of tax benefits of temporary differences in prior years and the deferred tax asset is from temporary differences caused by investment tax credits. As a result of the company adopting FAS 106 effective January 1, 1993, a regulatory asset and a postretirement benefit liability of $3.1 million are included in other deferred charges and other current liabilities, respectively, at December 31, 1993. The regulatory asset and benefit liability represent the difference between the postretirement benefit costs expensed by the company on a pay-as-you-go basis as authorized by the PSC and the costs resulting from the implementation of FAS 106. At December 31, 1993, organizational study, early retirement and severance costs of $6.7 million are included in other deferred charges to be amortized over three years beginning February 1994. Of such costs, $5.5 million are related to the company's defined benefit retirement plan and are included in other current liabilities as a part of the pension liability of $5.8 million at December 31, 1993. In May 1988, after securing PSC approval, the company paid United States Fuel Company $23.5 million to terminate an existing coal supply agreement. The amount paid plus carrying charges is being amortized over eight years and the amounts included in other deferred charges and deferred energy costs as of December 31, 1993, were $6.4 million and $2.3 million,respectively. Other deferred charges as of December 31, 1993, also include $12.4 million for deferred federal income taxes on customer advances for construction and $8.9 million for conservation programs. Other Deferred Credits - As of December 31, 1993, a credit of $4.7 million for generating station spare parts is included in other deferred credits. Effective January 1992, this credit is being amortized over a six-year period. Other deferred credits as of December 31, 1993, also include a regulatory liability of $32 million representing amounts to be refunded to customers in the future as a result of the company adopting FAS 109. 40 Nevada Power Company Note 9 -Interests in Jointly Owned Electric Utility Facilities At December 31, 1993, the company owned the following undivided interests in jointly owned electric utility facilities: Company's Share of _________________________________________________ Percent Construction Owned by Plant Accumulated Net Plant Work in (In thousands) Company In Service Depreciation In Service Progress ______________________________________________________________________________ Facility Navajo Project 11.3 $132,370 $ 59,999 $ 72,371 $ 6,016 Mohave Project 14.0 67,479 27,559 39,920 4,888 Reid Gardner Plant Unit No. 4 32.2 133,528 30,516 103,012 869 --------------------------------------------- Total $333,377 $118,074 $215,303 $11,773 ============================================= ______________________________________________________________________________ The amounts above for Navajo and Mohave include the company's share of transmission systems and general plant equipment and, in the case of Navajo, the company's share of the jointly owned railroad which delivers coal to the plant. Each participant provides its own financing for all of these jointly owned facilities. The company's share of operating expenses for these facilities is included in the corresponding operating expenses in the Statements of Income. Note 10 - Quarterly Financial Data (unaudited) Earnings Earnings (In thousands, Available per Average except per share Electric Operating Net for Common Common amounts) Revenues Income Income Stock Share ___________________________________________________________________________ 1993: First $132,814 $16,621 $ 8,379 $ 7,382 $0.20 Second 142,318 23,022 15,238 14,241 0.37 Third 232,263 54,957 47,113 46,117 1.13 Fourth 144,377 13,869 2,818 1,822 0.04 1992: First 122,902 12,035 2,022 820 0.02 Second 140,913 20,774 10,245 9,181 0.26 Third 206,868 51,198 42,982 41,984 1.15 Fourth 130,232 16,115 1,531 533 0.01 ___________________________________________________________________________ The business of the company is seasonal in nature and it is management's opinion that comparisons of earnings for the quarters do not give a true indication of overall trends and changes in the company's operations. The fourth quarter of 1993 reflects write-offs of $5.6 million net of tax or 14 cents per average common share for certain deferred amounts including costs related to preliminary studies for the coal-fired White Pine Power Project and for deferred energy. The fourth quarter of 1992 reflects write-offs of $4.5 million net of tax or 13 cents per average common share for certain deferred amounts including costs related to a property loss at Reid Gardner Generating Station No. 4. Nevada Power Company 41 Independent Auditors' Report To the Board of Directors and Shareholders of Nevada Power Company: We have audited the balance sheets of Nevada Power Company as of December 31, 1993 and 1992, and the related statements of income, retained earnings and cash flows for each of the three years in the period ended December 31, 1993. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the financial position of the company at December 31, 1993 and 1992, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 1993 in conformity with generally accepted accounting principles. As discussed in Notes 1 and 2 to the financial statements, the company changed its method of accounting for income taxes effective January 1, 1993 to conform with Statement of Financial Accounting Standards No. 109. Deloitte & Touche Deloitte & Touche Las Vegas, Nevada February 10, 1994 (March 11, 1994 as to the fourth paragraph of Note 7) Report of Management The management of Nevada Power Company is responsible for the financial statements presented in this report. Management prepared the financial statements in conformity with generally accepted accounting principles applicable to public utilities which are consistent in all material respects with the accounting prescribed by the Public Service Commission of Nevada and the Federal Energy Regulatory Commission. In preparing the financial statements, management made informed judgements and estimates relating to events and transactions being reported. The company has a system of internal accounting and financial controls and procedures in place to insure that the financial records reflect the transactions of the company and that assets are safeguarded. This system is examined by management on a continuing basis for effectiveness and efficiency and is reviewed on a regular basis by an internal audit staff that reports directly to the Audit Committee of the Board of Directors. The financial statements have been audited by Deloitte & Touche, independent auditors. The auditors provide an objective, independent review as to management's discharge of its responsibilities as they relate to the fairness of reported operating results and financial condition. Their audit includes procedures which provide them reasonable assurance that the financial statements are not misleading and includes a review of the company's system of internal accounting and financial controls and a test of transactions. The Board of Directors has oversight responsibility for determining that management has fulfilled its obligation in the preparation of financial statements and the ongoing examination of the company's system of internal accounting controls. The Audit Committee, which is composed solely of outside directors, meets regularly with management, Deloitte & Touche and the internal audit staff to discuss accounting, auditing and financial reporting matters. The Audit Committee reviews the program of audit work performed by the internal audit staff. To insure auditor independence, both Deloitte & Touche and the internal audit staff have complete and free access to the Audit Committee. 42 Nevada Power Company Stock Prices on New York Stock Exchange and Dividends Per Share 1993 Quarters 1992 Quarters _________________________________ __________________________________ First Second Third Fourth First Second Third Fourth ______________________________________________________________________________ Common High $25 $25 3/4 $26 3/4 $26 1/4 $19 5/8 $19 1/8 $22 5/8 $24 Low 22 5/8 24 24 5/8 22 1/2 18 5/8 18 18 1/2 21 3/4 Dividend paid .40 .40 .40 .40 .40 .40 .40 .40 ______________________________________________________________________________ High and low common stock prices shown are as reported by the Wall Street Journal as New York Stock Exchange Composite Transactions. The common stock is also listed on the Pacific Stock Exchange. Holders of common stock are entitled to dividends as are declared by the Board of Directors, subject to the rights of the cumulative preferred stock and the preference stock of the company to quarterly cumulative dividends as declared by the Board of Directors. The company has paid quarterly dividends on its common stock since August 1954. See Note 5 of "Notes to Financial Statements" for restriction on the company's ability to pay dividends. The company had 47,239 shareholders of record of common stock at December 31, 1993. Nevada Power Company 43 Statistical Summary 1993-1989 1993 1992 1991 1990 1989 ___________________________________________________________________________________________________________________ Summary of Operations (In thousands, except per share amounts): Electric Revenues: Residential $ 267,941 $ 245,160 $ 216,784 $ 194,911 $ 179,333 Commercial and industrial 326,006 305,707 287,407 256,310 210,167 Other electric sales 48,504 42,011 34,459 35,057 27,767 Miscellaneous 9,321 8,037 7,761 6,043 5,635 ---------------------------------------------------------------------- 651,772 600,915 546,411 492,321 422,902 ---------------------------------------------------------------------- Net Income (a) 73,548 56,780 35,176 24,992 51,467 Dividend Requirements on Preferred Stock 3,986 4,262 2,880 2,917 3,058 Earnings Available for Common Stock (a) $ 69,562 $ 52,518 $ 32,296 $ 22,075 $ 48,409 Weighted Average Number of Common Shares Outstanding 39,482 35,652 30,855 28,330 26,693 Earnings Per Average Common Share (a) $ 1.76 $ 1.47 $ 1.05 $ .78 $ 1.81 Dividends Per Common Share $ 1.60 $ 1.60 $ 1.60 $ 1.58 $ 1.54 Capitalization (In thousands, except per share amounts): Long-Term Debt $ 716,589 $ 715,451 $ 578,540 $ 521,340 $ 460,366 Cumulative Preferred Stock 38,000 38,000 38,000 38,000 38,000 Cumulative Preferred Stock with Mandatory Sinking Funds 4,264 4,464 4,664 4,864 5,067 Common Shareholders' Equity 645,924 532,473 460,307 406,291 383,150 Book Value Per Common Share $ 15.56 $ 14.34 $ 13.96 $ 14.05 $ 14.27 Return on Common Shareholders' Equity 10.77% 9.86% 7.02% 5.43% 12.63% Electric Plant Investment (In thousands): Gross $1,901,448 $1,739,633 $1,562,921 $1,345,107 $1,187,612 Depreciated 1,450,146 1,328,670 1,187,154 996,885 865,834 Total Assets (In thousands) $1,809,337 $1,557,040 $1,410,022 $1,236,210 $1,099,741 Construction Expenditures Excluding AFUDC (In thousands) $ 157,458 $ 167,233 $ 145,271 $ 152,583 $ 120,134 Operating and Sales Data: Generating Capacity and Firm Purchases (Megawatts) 3,488 2,989 2,719 2,534 2,333 Peak Load (Megawatts) 2,681 2,501 2,373 2,248 2,092 Electric Sales (Megawatthours) 11,155,270 10,541,204 9,834,952 9,619,723 8,715,442 Number of Customers (Year End) 403,875 383,036 366,325 347,969 318,036 Average Annual Kilowatthour Sales Per Residential Customer 13,008 13,343 13,213 13,331 13,624 Number of Employees (Year End) 1,741 1,734 1,689 1,639 1,543 ___________________________________________________________________________________________________________________ (a) Amount for 1990 includes a provision for a proposed regulatory disallowance and other adjustments. Amount for 1991 includes write-offs for deferred energy and environmental study costs. Amount for 1993 includes write-offs for deferred energy costs and preliminary study costs for a cancelled coal-fired generating station project. 44 Nevada Power Company 45