SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 2, 1996 --------------------- NEVADA ENERGY COMPANY, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-14873 84-0897771 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 401 East Fourth Street, Reno, NV 89512 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (702) 786-7979 ----------------------------- - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) NEVADA ENERGY COMPANY, INC. INDEX ITEM NUMBER AND CAPTION PAGE NUMBER - ----------------------- ----------- Item 5. Other Events............................................. 1 i ITEM 5. OTHER EVENTS The Company recently announced the formation of two new wholly owned subsidiaries with the objective of organizing the Company strategically for planned growth through acquisitions. Newly formed San Jacinto Energy Corporation ("SJEC") was formed to control all applicable shareholdings, debt instruments, partnership interests and renewable power generating assets of the Company. Central Communications Corporation ("CCC") was formed to pursue mergers and acquisitions of telecommunications companies and businesses operating in related sectors. The resulting organizational structure of the Company will be as follows: NEC (1) -------------------------|---------------------- | | SJEC (2) CCC (10) | | --SJPC (3) --TTI (11) | --YAC (4) | --CEC (5) | | | --HPSS (6) | | | --OPP (7) | | --NEP I, LP (8) | --NGPP, LP (9) LEGEND: (1) NEC - Nevada Energy Company, Inc. (Parent company) Delaware corporation, publicly owned, NASDAQ listed (2) SJEC - San Jacinto Energy Corporation Nevada corporation, wholly owned by NEC (3) SJPC - San Jacinto Power Company, Inc. Nevada corporation Majority owned subsidiary, 50.01% by NEC Minority owner or 49.99% is NASDAQ listed The New World Power Company, company currently in process of acquiring minority interest. (4) YAC - Yerington Acquisition Company Nevada corporation Wholly owned subsidiary, holds Ormat power generating equipment, pending acquisition of TADS Geothermal's Nevada geothermal power 1 plants and long-term power sales agreement with Sierra Pacific Power. (5) CEC - Combustion Energy Company, Inc. Nevada corporation Wholly owned subsidiary (6) HPBS - Herth Printing and Business Supply, Inc. Nevada corporation Wholly owned subsidiary printing and business supplies operates from current Company headquarters building in Reno, NV (7) OPP - Oreana Power Partners, Limited Partnership Nevada limited partnership Owned 49% CEC as general partner, 1% NEC as limited partner, 49% Energy Development Associates (non-affiliated Nevada corporation) as general partner and 1% Geothermal Development Associates (non-affiliated private Nevada corporation) limited partner. Formed to propose a gas fired power project, currently inactive. (8) NEP I, LP - Nevada Energy Partners, I, Limited Partnership Nevada limited partnership owned 60% by the Company and 40% by Nevada Electric Power Company (a Nevada Sub-S corporation 100% owned by Jeffrey Antisdel, company president). NEP owns 100% of NEC Class B common shares and 31.66% of NGPP. (9) NGPP - Nevada Geothermal Power Partners, Limited Nevada limited partnership, owned 31.66% by NEP, 31.66% by Hot Springs Power, 31.66% by ???? and the balance by various limited partners. In liquidation after sale of primary asset, 50% interest in Brady Power Project in May 1995. (10) CCC - Central Communications Corporation Nevada corporation, wholly owned the Company (11) TTI - Telecom Technologies, Inc. Oregon corporation, wholly owned by CCC Operates long distance resale business servicing 20 retail long distance communications centers known as "Casetas Telefonicas" providing long-distance service to migrant worker communities. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NEVADA ENERGY COMPANY, INC. /s/ Jeffrey E. Antisdel -------------------------------------- Jeffrey E. Antisdel, President Date August 7, 1996 --------------------------------- 3