-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QxnJ4k7/PwbJq8WOqfyXQvtn8NJxCM6qjZ2Ty1GXgjRl1+4lIQqdKaN7Q807l3uq GejkWAdFMlrPRD5dubJYjA== 0001104659-05-006444.txt : 20050214 0001104659-05-006444.hdr.sgml : 20050214 20050214165649 ACCESSION NUMBER: 0001104659-05-006444 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050214 DATE AS OF CHANGE: 20050214 GROUP MEMBERS: JOSHUA S. FRIEDMAN GROUP MEMBERS: MITCHELL R. JULIS GROUP MEMBERS: R. CHRISTIAN B. EVENSEN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SIERRA PACIFIC RESOURCES /NV/ CENTRAL INDEX KEY: 0000741508 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 880198358 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44979 FILM NUMBER: 05611742 BUSINESS ADDRESS: STREET 1: PO BOX 30150 STREET 2: 6100 NEIL RD CITY: RENO STATE: NV ZIP: 89511 BUSINESS PHONE: 7758344011 MAIL ADDRESS: STREET 1: P O BOX 30150 STREET 2: 6100 NEIL ROAD CITY: RENO STATE: NV ZIP: 89511 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CANYON CAPITAL ADVISORS LLC CENTRAL INDEX KEY: 0001074034 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 9665 WILSHIRE BOULEVARD SUITE 200 CITY: BEVERLY HILLS STATE: CA ZIP: 90212 BUSINESS PHONE: 3102472700 MAIL ADDRESS: STREET 1: 9665 WILSHIRE BLVD STREET 2: STE 200 CITY: BEVERLY HILLS STATE: CA ZIP: 90212 SC 13G/A 1 a05-3393_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13G

 

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)

 

Under the Securities Exchange Act of 1934
(Amendment No.  1)(1)

 

Sierra Pacific Resources

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

826428104

(CUSIP Number)

 

December 31, 2004

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

ý

Rule 13d-1(b)

o

Rule 13d-1(c)

o

Rule 13d-1(d)

 

(1)                                  The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

CUSIP No.  826428104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Canyon Capital Advisors LLC
95-4688436

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

ý

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
10,958,854

 

6.

Shared Voting Power 
0

 

7.

Sole Dispositive Power 
10,958,854

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
10,958,854**

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.9%**

 

 

12.

Type of Reporting Person (See Instructions)
IA

 


** The calculation of beneficial ownership includes (a) 3,539,494 shares of common stock representing the amount into which $16,150,000 par value of 7.25% 2/14/2010 notes is convertible until February 14, 2010, and (b) 2,042,403 shares of common stock representing the amount into which $33,945,000 par value of 9% notes and purchase contracts (“PIES”) is convertible if the PIES were settled prior to the November 15, 2005 maturity date.  If the PIES are held until the maturity date, then on such date the PIES would automatically convert to a number of shares of common stock based upon the average trading price for a share of common stock.

 

 

2



 

CUSIP No.  826428104

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Mitchell R. Julis

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

ý

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power 
10,958,854

 

7.

Sole Dispositive Power 
0

 

8.

Shared Dispositive Power
10,958,854

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
10,958,854**

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.9%**

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

3



 

CUSIP No.  826428104

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Joshua S. Friedman

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

ý

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power 
10,958,854

 

7.

Sole Dispositive Power 
0

 

8.

Shared Dispositive Power
10,958,854

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
10,958,854**

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.9%**

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

4



 

CUSIP No.  826428104

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
R. Christian B. Evensen

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

ý

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power 
10,958,854

 

7.

Sole Dispositive Power 
0

 

8.

Shared Dispositive Power
10,958,854

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
10,958,854**

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.9%**

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

5



 

Item 1.

 

(a)

Name of Issuer
Sierra Pacific Resources /NV/ (“Sierra Pacific Resources”)

 

(b)

Address of Issuer’s Principal Executive Offices
P.O. Box 10100
(6100 Neil Road)
Reno, Nevada 89520-0400 (89511)

 

Item 2.

 

(a)

Name of Person Filing
This Schedule 13G is being filed on behalf of the following persons*:

 

 

(i)
(ii)
(iii)
(iv)

Canyon Capital Advisors LLC (“CCA”)
Mitchell R. Julis
Joshua S. Friedman
R. Christian B. Evensen

 

 

CCA is the investment advisor to the following persons:

 

 

(i)
(ii)
(iii)
(iv)
(v)

Canyon Value Realization Fund, L.P. (“VRF”)
The Canyon Value Realization Fund (Cayman), Ltd. (“CVRF”)
Citi Canyon Ltd. (“Citi”)
Canyon Value Realization Fund MAC 18, Ltd. (“CVRFM”)
Zurich Institutional Benchmarks Master Fund, Ltd. (“Zurich”)


 

 

*

Attached as Exhibit A is a copy of an agreement among the persons filing (as specified hereinabove) that this Schedule 13G is being filed on behalf of each of them.

 

(b)

Address of Principal Business Office or, if none, Residence
The principal business office of the persons comprising the group filing this Schedule 13G is located at 9665 Wilshire Boulevard, Suite 200, Beverly Hills, CA 90212.

 

(c)

Citizenship

 

 

CCA:
VRF:
CVRF:
Citi:
CVRFM:
Zurich:
Mitchell R. Julis:
Joshua S. Friedman:
R. Christian B. Evensen:

a Delaware limited liability company
a Delaware limited partnership
a Cayman Islands corporation
a Cayman Islands corporation
a Cayman Islands corporation
a Bermuda corporation
United States
United States
United States

 

 

(d)

Title of Class of Securities
The class of securities beneficially owned by the persons filing this statement is common stock.  The calculation of securities beneficially owned by the persons filing this statement includes (a) 3,539,494 shares of common stock representing the amount into which $16,150,000 par value of 7.25% 2/14/2010 notes is convertible until February 14, 2010, and (b) 2,042,403 shares of common stock representing the amount into which $33,945,000 par value of 9% notes and purchase contracts (“PIES”) is convertible if the PIES were settled prior to the November 15, 2005 maturity date.  If the PIES are held until the maturity date, then on such date the PIES would automatically convert to a number of shares of common stock based upon the average trading price for a share of common stock.

 

(e)

CUSIP Number
826428104

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

ý

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

6



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

The information in items 1 and 5 through 11 on the cover pages (pp. 2 - 5) on this Schedule 13G is hereby incorporated by reference.  

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

CCA is an investment advisor to various managed accounts, including VRF, CVRF, Citi, CVRFM and Zurich, with the right to receive, or the power to direct the receipt, of dividends from, or the proceeds from the sale of the securities held by, such managed accounts.  Messrs. Julis, Friedman and Evensen control entities which own 100% of CCA.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

7



 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated:  February 14, 2005

 

 

CANYON CAPITAL ADVISORS LLC,

a Delaware limited liability company

 

 

By:

/s/ JOSHUA S. FRIEDMAN

 

Name: JOSHUA S. FRIEDMAN

Title: Managing Director

 

 

JOSHUA S. FRIEDMAN

 

/s/ JOSHUA S. FRIEDMAN

 

 

 

MITCHELL R. JULIS

 

/s/ MITCHELL R. JULIS

 

 

 

R. CHRISTIAN B. EVENSEN

 

/s/ R. CHRISTIAN B. EVENSEN

 

 

 

8


 

 


 

EXHIBIT A

 

AGREEMENT REGARDING JOINT FILING

 

The undersigned hereby agree and consent to the joint filing on their behalf of this amendment to Schedule 13G in connection with their beneficial ownership of the common stock of Sierra Pacific Resources.

 

Dated:  February 14, 2005

 

 

CANYON CAPITAL ADVISORS LLC,
a Delaware limited liability company

 

 

By:

/s/  JOSHUA S. FRIEDMAN

 

Name: JOSHUA S. FRIEDMAN

Title: Managing Director

 

 

JOSHUA S. FRIEDMAN

 

/s/ JOSHUA S. FRIEDMAN

 

 

 

MITCHELL R. JULIS

 

/s/ MITCHELL R. JULIS

 

 

 

R. CHRISTIAN B. EVENSEN

 

/s/ R. CHRISTIAN B. EVENSEN

 

 


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