20211027Comments.pdf

r*!
James M. Piohowski
Marty Durand
PIOTROWSKI DURA}ID, PLLC
P.O. Box 2864
1020 W. Main Street, Suite 440
Boise,Idaho 83701
Telephone : (208)33 l -9200
Facsimile : (208)3 3 l -920 t
i ames(E idunionlaw. com
[e-mail]
Attorneys for Intervenor
Citizens Allied for Integrity and Accountability
IN TIIE MATTER OT THE JOINT
APPLICATION OF SUEZ WATER
IDAHO AI\D EAGLE WATER
coMPAItY FOR TIIE ACQTTISITION OF
EAGLE WATER COMPAI\IY
;il, r)ilT ?? Pil 2: 3ij
'Iil - r':-1,',,r: t.i1 lRl^!!.i,| ! a r . ,l::
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
cAsE NOS. SUZW-18-02
EAG-W-18-01
INTERVENOR CITIZENS
ALLTED FOR INTEGRITY AND
ACCOUNTABILITY'S
COMMENTS ON.JOINT
APPLICATION FOR
ACQUISITION
COMES NOW Citizens Allied for Integrity and Accountability ('CAIA") and provides
public comment to the ldaho Public Utilities Commission ("IPUC") in the above entitled
proceeding.
Background
CAIA was granted leave to intervene as a party to this proceeding by IPUC Order 34229
on January 10, 2019. CAIA petitioned to intervene consistent with its mission to protect the
public interest by preserving private property rights, public health, safety and critical natural
resources. CAIA's mission is broad enough to include the current Joint Application, as they have
1
a direct interest in maintaining high quality water resources that adequately support both current
users and future development in Eagle by maintaining local control of this most precious,
irreplaceable resource and protecting citizens from drastic rate hikes. Petition to lntervene at p.
2. As a party, CAIA participated in this proceeding and conducted discovery on Suez Water
Idaho ('Suez'). Eagle Water Company ('Eagle Water"), Suez and IPUC Staff submitted a
Stipulation and Settlement on October 8,2021. CAIA did not agree to the terms of the
Stipulation and Settlement and submits the following comments for the IPUC to consider.
Mission of CAIA
CAIA is an all-volunteer, nonrpartisan, non-profit 501(c)3 organization composed of
interested people from all walks of life who are advocates for protecting public health and safety,
property righ* and natural resources for present and future generations of Idalroans. CAIA
advocates for transparency of decisionmaking and accountability of decisionmakers at the local
and state level.
Comments
IPUC Rule 13 (IDAPA 31.01.01.013) states:
These rules will be liberally construed to secure just, speedy and economical
determination of all issues presented to the Commission. Unless prohibited by
statute, the Commission may permit deviation from these rules when it finds
compliance with them is impracticable, unnecessary or not in the public interest.
Liberal construction allows the PUC to consider the entire transaction before it. The transaction
is not transparent, is not equitable and is not in the public interest. CAIA opposes the proposed
acquisition for many reasons and believes that the Joint Petition should be denied pending a
thorough exploration of the tenns and impacts of the acquisition.
2
l. Rates. The IPUC has been tasked with determining just reasonable and
nondiscriminatory rates (Idaho Code $ 6l-502) as well as ensuring that public utilities'lromote
the safety, health, comfort and convenience of its patons, employees and the public, and as shall
be in all respects adequate, effrcient, just and reasonable" (Idaho Code $ 6l-302).
CAIA has expressed concem at the substantial rate increase and its impact on Eagle
residents. The rate shock will be significant" as rates will increase over 2OO% for residential and
over 300olo for commercial customers. Joint Application, Attachment 3. While Eagle Water
rates have not been raised in some time, the dramatic rate increase in proposed rates witl be
dfficult for some customers. This is especially true given the consistently good quality of water
that has been delivered over the years, at a reasonable price. It will be difficult for customers to
understand the huge increase in their water bill, with no discemable increase in water quatity or
service. As discussed below, water and service quality may in fact decrease. Asking consumers
to pay 200 or 300 percent more, for what they perceive to be the same or lower quality of service
is not in their interest, nor is is just and reasonable. Little has been done to make Eagle Water
users aware of the proposed acquisition and rate increase, let alone offer any explanation for its
severity. A significant increase requires significant outreach and this has not been done.
a. Phase In. The phase in period has been raised from three to seven years
and while this may alleviate some diffrculty, the overall impact remains significant. As noted by
this Commission inJoint Application of United Water and South County Water, Case No. UWI-
w-98-2:
The difference in rates charged by South County and United Water has been the principal
reason expressed by customers opposing the transaction. ... Although the Company has
proposed a five-year transition, we find it reasonable to provide South County customers
with a longer period up-front to assess their water usage, to possibly adjust their water
consumption habits and to connect (if available) to other irigation sources.
3
Order 27998, at p. 10.
The rate hike in the above cited case was over 100%. The rate hike in this case is double
and triple that. Eagle Water customers require a longer period to absorb the new rates and adjust
usage accordingly. The seven year phase in is more reasonable, but a longer period is necessary.
b. Surcharge Disbursement. Eagle Water and Suez entered into a Stipulation
and Settlement, dated October 8, 2021, n which "The Parties recognize that, pursuant to
Commission Order No. 34265 in Case No. EAG-W-15-01, Eagle Water Company has been
required to set aside certain funds to be used for the benefit of customers." Those funds are now
proposed to be dishibuted inequitably.
Idatro Code $ 61-301 requires that all rates and charges must be just and reasonable.
Idaho Code $ 6l-315 prohibits preferential or discriminatory treatment of rate payers. A
reasonable classification of customers may justifr the setting of different charges and it follows
that credir should be teated the same. Any difference in charges (or as in this case credits),
should be justified by a classification of customers "that is based on such factors as cost of
serice, quantity of resource use, differences in the condition of service or in the time, nature or
pattern of the customer use. Building Contrastors Ass'n v. Idaho PUC, 128 Idaho 534, 537
(1996). The IPUC must explain the reasoning behind its discriminatory classification of
customers in "order to ensure that the IPUC has applied the relevant criteria prescribed by statute
or its own regulations and has not acted arbitmrily or capriciouslyi' Id, citing Washington Water
Power v. Idaho Pub. tJtit. Comn'n,lllldatro 657,565(1980).
The surcharge funds of $592,020.00 are to be divided and paid equally to customers "the
Staff identifies as being entitled to the funds as of the date of the Commission Order approving
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this Stipulation." Stipulation and Settlement, p. 3. The method of determining entiflement is not
described in the Stipulation. If entitlement depends on status as a customer on the date the
Stipulation is approved, this is not fair or just and reasonable to those long time customers who
may have discontinued service the day before approval, and it could provide an ur{ust windfall
to those who are new customers the day after approval. Distribution based on customer status
on the date of approval appears to be based only on convenience. Without further explanation
and consideration of the factors required in considering different rate structures, the distribution
in this case is not just and reasonable. Furthermore, without full public disclosure of how Staff
deems customers entifled, the public is denied any opportunity to submit meaningful comment.
Absent such disclosure, it is difficult to conclude that the disbursement of surcharge funds is in
the public interest.
c. Impact on Low or Fixed Income Customers. Low income families pay a
higher percentage of their income for utility expenses than those in other economic categories
and the 200% rate hike will impact these cusomers disproportionately. Customers on fixed
incomes will also suffer a greater impact.
CAIA is concemed that some customers will not be treated fairly and that the tansaction
will be disproportionately burdensome to low income and fixed income customers. According to
the 2019 census, the poverty rate in Eagle is 570 and over 20o/o of Eagle residents are over the
age of 65.1 Six low income apartment complexes are located in Eagte.2 Several assisted living
facilities are located in this area as well. There are 1,549 veterans of 5 foreign wars living in
Eagle and the overall poverty rate for those defenders of our freedom,is 4.00% (62). Of those,
I https://www.census.eov/quickfactVfact/table/eaglecityidaho/LFE305219
2 https ://affordablehousin gonline.comlhousin g-searctr/IdaholBagle
5
21.690/o (14) are living with disabilities.3 Since the Eagle Water area contains many of the older,
more modesfly priced homes in Eagle we assume many of theie residents live there on fixed or
limited incomes and are served by Eagle Water.
If Suez acquires Eagle Water, the proposed rate hikes of 204o/o on residential customers
and 303% on commercial customers would be an extreme hardship on these groups. Customer
outreach has been inadequate and the impact of the rate increase on low and fixed income
customers has not been addressed sufficiently to conclude that the rate hike will be just and
reasonable.
2. Ouality of Service. Eagle Water customers have enjoyed high quality water and
local service response. This will change and it is doubtful that the change will be for the better.
a. Water Oualilv. CAIA advocates for the preservation of Eagle Water's
high quality water which has served Eagle Water customers for decades without the mixing of
surface water and addition of potentially harmful levels of chlorination as Suez proposes doing if
they acquire this system. History shows that maintaining local control of water resources tends
to encourage maintenance of water quallty. Larger water systems, such as those currently
operated by Suez, tend to sacrifice water quality for uniformity, and to achieve cost savings. The
effect of such actions is to shift costs onto consumers/rate payers either directly or indirectly.
CALA believes that supporting the existing water system and exploring altematives to merger
would be in the public's best interest. Full operational integration of Eagle Water customers into
the larger Suez system is toublesome.
Suez's standard practice of mixing groundwater with sudace water across the Treasure
Valley has been well documented and necessitates chemical treatnents to their water systems in
3 http ://worldBoou lationreview. com/us-cities/eaqle-id-population/
6
excess of the treatments currently applied by Eagle Water. Maintenance of multiple, smaller,
local water systems ensures that water treatment is likewise localized, targeted to the needs of a
particular system, rather than standardized across multiple sources and dishibution systems.
Suez Water states that it will'Provide critical system disinfection for public safety' (Joint
Application, Attachment 3) as a benefit to Eagte Water customers if the acquisition is
successful. Suez admits that this means chlorination of the system. Cooper Direct Testimony, p.
ll. There is no documented need for such system disinfection in the Eagle Water system and
"Chlorination is a requirement for water systems that have any surface water supply, so at apoint
wlrere the SUEZ and Eagle Water systems are connected, chlorination will be required." Suez
Response to Staff Production Request No. 10. Water quelity will suffer and risk will be
increased by connecting to the Suez system.
For example, Exhibit 401 is a 2018 report of an environmental, cross-contamination that
occuned in Eagle from a Suez Water system (KIVI news story). Exhibits 402 and 403
document the environmental and health hazards of chlorine on human and animal populations.
By expanding the existing Suez water system, erors or flaws in that system would then
have the potential to affect the thousands of households that would be added into the Suez
system. This would constitute a new set of environmental risks for those customers that they do
not presently face. By imposing these risks on consumers, Suez would essentially transfer the
financial impact of those risks to others, resulting in ratepayers seeing both increased costs, and ,
increased risk, while receiving morc heavily treated and arguably lower quallty water.
b. Local Control. CAIA has been a leading voice in advocating for local
control of critical community resources like the water we drink, farm with and recreate in, the air
we breathe and the soil that grows our food here in Idaho. As potable water r€sources shrink due
7
to erratic climate changes and unprecedented levels of industrial contamination both globally and
in the ldaho, water is becoming an increasingly scarce and prbcious commodity. Likewise,
growth in both residential and commercial demand for water in the Treasure Valley will put
additional shain on existing water resources, and has already resulted in significant calls for the
development of additional water capture and storage projects on area rivers. Allowing a
multinational, for-profit entity to exercise full control over a precious, irreplaceable resource is
not in the best interest of the public. Local control would maintain a high level of accountability
to the local communlty. At present, Eagel Water is a local company, employing local workers
for nearly all of its functions. Operations are conducted from an offrce in Eagle, Idatro. If Suez
proceeds with its intended purchase, it cannot ensure that equally responsive and accountable
structures are implemented so that Eagle Water customers are assured the same level of local
accountability, local productiorl and local expenditures.
Local control of resources ensures that accountability for possible environmental harm
also remains local. The separation of management activrty from local accountability increases
environmental risks to local communities, because it encourages the treatment of environmental
impacts as externalities (costs imposed on external economies) rather than as genuine costs of
doing business. Likewise, the avoidance of envirorunental accountabili$ by corporate utilities
imposes additional costs on rate payers above and beyond the rates paid, and divorces corporate
profits from the real impacts of corporate conduct
3. Transparency. Public utilities serve the public and fansparency is necessary.
Consumers need to know who is profiting and who ultimately makes decisions regarding limited
resounces. This transaction has been far from transparent and many important details remain
obscure. The public has been denied the opportunity to submit informed comments.
8
a. Eagle H20 Acquisition of Easle Water. The transaction at hand is not
transparent and significant details remain hidden. The acquisition, labeled an "Asset Purchase
Agreement" is a three-party transaction. Eagle Water will ransfer, for a yet to be disclosed
price, all of Eagle Water's assets to an Wyoming corporation known as H2O Eagle. Acquisitions
('HzO Eagle"). H2O Eagle will then transfer all interests in the former Eagle Water assets to
Suez for a stated compensation of ten million five hundred thousand dollars ($ 10,500,000.00).
The terms of the District Court Settlement with the City of Eagle include, "Eagle Water
Company and I{20 Eagle Acquisition have agreed on an allocation between themselves that will
fund the entire $1.75M Settlement Payment out of their respective closing proceeds." Deshazo
Supplemental Direct Testimony,p. 2. The terms of this allocation have not been disclosed.
The acquisition amount is not based on Eagle Water's rate base. This is both confusing
and opaque, neither or which contribute to public understanding of the transactions. The value
of Eagle Water assets, the cost of improvements, and the calculation of costs avoided by the
acquisition, have all been done by Suez. It is diffrcult for the public to understand the fairness of
the acquisition price without a public Eport, review, or even a summary, by an independent
registered engineer.
Eagle Water and Suez ctutomers do not know the terms of the sale or the terms of the
settlement with H2O Eagle. Nor do they know the accuracy of the valuation of Eagle Water
assets and costs submitted by Suez. As the terms are unknown, customes do not know who
stands to profit at their expense, or by how much.
To further obscure the transaction, the offrcers of H2O Eagle are inknown as Wyoming,
unlike Idaho, does not require corporate disclosure. The Wyoming Secretary of State's online
filing data shows that I{2O Eagle's corporate office shares the same address as it's registered
9
agent and organizer, Northwest Registered Agent Sen,ice.a A printed copy is attached as
Exhibit 404. H2O Eagle, incorporated in May, 2018, appears to exist for the sole purpose of
being a middleman in this transaction. The public has a strong interest in knowing why this
transaction necessitated a middleman whose financial interest and profits from the proposed
transaction remain obscure. Public confidence demands transparency to ensure that transactions
costs will not be passed on to Eagle Water or Suez customers.
. Eurthernore, the lack of transparency allows any conflicts of interest to remain hidden.
Full transparency is necessary to protect the public from self dealing, potential self dealing, or
the appearance of self dealing. Public trust is required of public utilities.
Finally, it is unclear if current Eagle Water customers will be required to pay
infrastructure costs for new customers. The controversial Avimor development is included in the
Suez service area. Eagle Water cusomers need assurance that they will not be paying for
development that will strain public resolrces.
b. VeoliaAcquisition of Suez
This is not a simple two party transaction where Suez acquires Eagle Water. Rather,
Veolia Environment SA ("Veolia") acquires Suez, who acquires H20 Eagle, who acquires Eagle
Water. This is a four party tansaction or a dual, dual transfer. A member of the PUC staff
stated at the public workshop on October 5,2021, that this was the first dual transfer to come
before the Commission. This transaction is not simple, not transparent and deserves far more
scrutiny and public disclosure.
https://wyobiz.Wo.gov/Business/FilingDetails.aspx?eFNum=2552440832201850781541941371591530401670370
46252
l0
Veolia and Suez officially announced their merger in April, 2021, resolving a prolonged
hostile takeover bid.s By undated letter (Exhibit 405) to the IPUC, Suez and Veolia informed
the lpUC that with the upcoming merger Veolia would conhol all Suez subsidaries, including
Suez Idaho. Suez represents that Exhibit 405 was sent to the IPUC in late summer, 2021. It was
not disclosed to CAIA and other intervenors until September 13, 2021. It does not appear that
the merger has been publicly disclosed to Eagle Water customers.
Veolia's acquisition of Suez further reduces tansparency of the tansaction and
complicates the questions regarding impacts on water quality and customer service. While
denying any immediate changes to Suez Idaho operations, the letter makes it is clear that future
operations will be controlled by Violia:
At the conclusion of the Transaction, Veolia will own between just over 50% and
all of the shares of SUEZ, grving it contol of all SLJEZ subsidiaries in the United
States, including SLJEZ Water Resources and SUEZ Water Idatro ... Over time,
Veolia will assess the operations of SUEZ Water Idatro and determine whether
any of its best practices, new technologies, and other innovations should be
applied or implemented in order to improve service to customers, conserve
valuable water resources, or increase operating effrciencies
Until such time as Veolia, the ultimate water utility operator in this matter, is publicly
disclosed the Application should be denied. Eagle Water customers deserve a more robust
discussion of the transition from being served by one locally owned and operated plant to being
one of 3,363 water plants worldwide. The public should be allowed to provide informed
comments regarding the ultimate owner and operator of their water system and the impacts on
local service.
1l
In sho( this is is not, as the caption states, Suez Water acquiring Eagle Water. Rather, it
is the acquisition by Veolia of Suez, Suez of H20 Eagle and H2O Eagle of Eagle Water. The
Petition should be denied until such time as the public is made awarc of the actual hansactions
involved and the IPUC can benefit from informed public comment resulting from greater
disclosure. The public interest is best served by an informed and engaged public.
Conclusion
This is not a simple or transparent transaction. The rate inorease to Eagle Water
customers is significant and combining Suez and Eagle Water systems will impact all Suez
customers in the Treasure Valley. Water quality and customer service will likely suffer and the
surcharge disbursement is not equitable or fair. The tansactions are not transparent or in the
public interest. The application should be denied.
Dated this 27m day of October,2021
fi,lcuth 0,*,* hnrl
tr,&rty duiana
12
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that on the?Tth day of Octobe4202l, a true and correct
copy of the foregoing document was served on the following via electronic mail:
Jan Noriyuki
Commission Secretary
Idaho Public Utilities Commission
secretar.v@puc. idaho. gov
i [e-mail]. gov
Erick Shaner
Dayn Hardie
Deputy Attorney General
Dayn. hardie@puc. idaho. gov
Erick.shaner@Fuc. idaho. gov
Marshall Thompson
Suez Water Idaho, [nc.
marshall.thompson@ suez. com
Molly O'Leary
Eagle Water Company, Inc.
mollv(dbiz*ounseloratlaw.com
Robert DeShazo, Jr.
Eagle Water Company, Inc.
eaglewaterco@ gmail. com
N.L. Bangle
H2O Eagle Acquisitions, LLC
nbaneb(Ahz0 -solutionsl lc. net
Jason Pierce
Mayor, City ofEagle
jpierce@.cityofeagle.org
tosborn @cityofea gl e. or g
l3
B. Newall Squpes
Murray D. Feldman
Holland & HaG LLP
City of Eagle
nsquyres@,hollandhart" com
mfe,[e-mail]
Norman Semanko
Parsons Behle & Lattimer
Eagte \Mater Customer Crroup
nsemankot@oarsonsbehle. com
[e-mail]
Mary Grant
Scott B. Muir
Boise City Attorney's Office
[e-mail]
Preston Cartcr
Givens Pursley, LLP
Suez Water ldaho,Inc.
[e-mail]
[e-mail]
Hn^lu U,^ ^h^dMinty durana
t4
Case No. SUZ-W-18-02
Exhibit 401
Citizens Allied for Integrity and Accountability
Response to. Suez First Requost for Production 9
K]VI BOISE
ON YOUR SIDE
Residents in Eagle subdivision
get sick from dri nking irrigation
water
Poeted: 7:07 PM, Jul31,2018
Updated: 7:07 PM, Jul31,2018
E
E U- lrrEvEr L/rErrrr
The Center District Health Department has received zo-21reports of Eagle
residents getting sick from the water in the Corrente Bello Subdivision, the
CDHD said it was likely a gastrointestinal illness.
Suez water and residents discovered that irrigation water from a nearby canal made
it into several homes in the subdivision and that people in the neighborhoodwere
drinking contaminated water.
EXHIBIT
401
My fifteen-year-old was sick, I was sick, two of my daughters were sick," said Karen
Howell who has eight children. "f ran a bath for two-year-old and the water was
brown."
This neighborhood uses potable water for drinking, but they also have non-potable
water that residents can use to water their lawns or their gardens, each home has
what is ealled a backflowthat acts as a fail safe to prevent the irrigation water from
mixing in with the drinking water in the homes.
Suez Water discovered one bacldlow in the neighborhood that got installed
backward and said that was the cause of tainting the water in several Corrente Bello
homes.
"Since 2or2 we have had three similar cases and in every case, it was the result of an
improperly installed device by an unlicensed individual," said Marshall Thompson
the general manager for Suez.
Suez said they don't install the baclcflow devices, those are the homeowner's
responsibility, however, Suez said it is important to get the bacldlow installed by a
licensed company and to get it checked every year.
Residents did have their complaints about Suez during this whole process, mainly
because one neighbor called the water company on July 14 after discovering brown
water.
Suez said they responded with a technician who flushed the lines to that home, but
they said they didn't find low levels of chlorine, a red flag for contaminated water
because Suez uses chlorine to treat drinking water.
Suez called this an isolated incident and said it's not out of the ordinary to calls
regarding brown water, the technician told the homeowner their water was safe.
Another neighbor called Suez back on July 18, this time around Suez did find low
levels of chlorine and then discovered the improperly installed baeldlow device, then
Suez flushed the system and collected samples to test the water.
"Overall we responded in a timely manner," said Thompson. "Unfortunately the
water quality testing to veriff the water sample takes two days to process."
On July zo Suez alerted the residents that their water was safe, but they issued a
boil advisory to let residents know that the water inside their homes was likely still
contaminated.
Suez said the residents needed to flush their plumbing system, turn their water
heater to the highest setting, boil any water they were using in the home until the
system was flushed and replace all their water filters.
"We are out one hundred dollars in filters," said Howell who was about to take her
fifteen-year-old to the hospital. "I know people who have medical bills that they
have to pay and nobody says they are responsible for this, it is getting passed on to
us.tt
Howell also had complaints because she wanted to know what kind of bacteria her
familywas drinking, Suez did not test the contaminated water until after they
flushed the lines.
We asked Suez who the homeowner was that had the bacHlow device that caused
the problem, they told us they would not give out that information in an effort to
protect their customers.
For more information on what a bacldlow does click here.
Case No. SUZ-W-18-02
Exhibir 402
Citizeru Allied for Intesrty and Accountability
Response to Suez First Request for Production 9
q Lsnnrech
lhm., Pslodict&b, Ehm..rb, Chlo{tr.
Chlorine - Cl
Chemical prcpertles of chlorlne - Heahh effect of chlorlne - Envlronmental effects of chlorine
cailiC 6! .$ tl8 3ll
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17
35.453 g.md'r
3.0
3,410€ g.cnr{.t 20'c
-to,t.c
€4.6'C
0.127.m
0.181(-A)rm:0.@m(+6)
4
0hl3dapr
t25s.z kJrmt{
2290 kJ,mol'r
3o,ln kl.mol'r
-1.38V
Crl trrfi.in sdicd. h ln,l
Chlorlne
Olrcovmd ln 177.t by C.rl Wlh.lm sdrc.l., tx'D mid.k nly ttlorght lt qufEd orylrn Chlorh wu glv.n it ,r.rE in l6f 0 r Hmpty Da,y, ufo h.Hrd thd i *ts h fd m
.bmant
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Ct{qh. i. also u!.d wlddy h lh. maruracluo of mary podrJda lnd itm! dmdt or h.nrrdly. i.a fr pap.. prodlcl produdoq .r{r.ptki dyooMls, too4 tr..dkJdsr, peHr,
parolctlt Eo&Ar, ptectlcr, mGdiclm!. t xlih!. lolvlnlc, md mrry o|h.rconttmlrpaodud3,
It b ured b ktl bdcb.i. end oh.r mlc.ob.t from dhkhe wEt aIpli,s.
Chlqh. i! trn olvrd h bodhe wd F.0 ror pqr mdlt[ U..ch b .ko rmd lrdu.fuly lo rmov. hk frfii ]!rylc p?G..
d{o.d€s, dlffim, cstqrlolrld*nide, andhlhc b.ominc crdlcffon
o,ffit h /1,oerul,ottn€/|i
h lh..rlhl oce3n : 5!out 1.9 l( ol tha mar ol.anmtar l. ddodd. lms.
Tho anourl o, drldido ln.olt rrrl6 acoordin! b ha d.trE ftom lha a.a. Th. rraraoc h lop aolb b abod 10 ppn. Plmtr corlaln wdour gnod d drlorhg lt l..n.raddJ
mic'ouH.nl b. hlgh.r phlt $tr. i corErfib. h rh. ct{dophrE. G(odh rltcn It lh. srdrl ol dllorb h lh. .o[ ftI b.b{, 2 ppm. hlt I r.rCy ,ep.nr. Ihc r4pcr ltnl d
loLrelE v.fbr !@r(lir€ lo thc crop.
Health effects of chlorlne
Lvah ot mlcrorlerfun3lhdcan apttd db.aaa lo lrxtrll (d.i{edlo6).
EQolu,3 to drlorln cm ocqr ln lh! uorl(Plu o. ln th. ent,tam€nt fdlowlng ,.l.r.os to !}, {rdo( a bnd, Pcod! who tra Lun(try ble€dl lrd *lmmhC pool
chlorlh. Foducb..! urutlt not.,go!.d b d{o.h! nrf. Chloitr. b C'l.r.ly tbud only h indrtrhl..tllngr.402
EXHIBITconieining
Case No. SUZ-W-18-02
Extribit 403
Citizens Allied for Integrity and Accountability
Response to Suez First Request for Production 11
SCIENTIFIC
AMERICAN
THE aCtENCE8 lililD HEALTH TrCH 8U3TAlltAtlLlTy EDUCATtOt{ VTDEO PODOASTS ILOOs PUrLtCArtOrS
HEALTH
Tapped Out?: Are Chlorine's Beneficial Effects in Drinking Water Offset
by Its Links to Cancer?
Although chlorine is widelv used as *rf,iflIfrffiIf$Hmffiffif reseanhers are concerned thatit can
Dear EarthTalk: I am very concerrred about the amourrt of chlorine in my tap water. I
called my water company and they said tt ls safe just let the tap nrn for awhlle to rid the
smell of the chlorine. But thatjust gets rld of the smell, perhaps, not the chlorine?
-Anita higo, Milford, Conn.
Itrousands of American municipalities add ctrlorine to their ilrinking water to get rid of
microbes ICORRECIED ACCORDING TO EARTIITtrLK EFIIIAIL]. But this ine:rpensive and
highly effective disinfectant has a dark side. "Chlorine, added as an inexpensive and effective drinking
water disinfectant, is also a known poison to the body," says Vanessa Iausch of fllter manufacturer
Aquasana. "It is certainly no coincidence that chlorine gas was used with deadly effectiveness as a
weapon in the First World War." The gas would severely burn the lungs and other body tissues when
inhale{ and is no less powerful when ingested by mouth.
lausdt adds that researchers have nowlinked drlorine in drinking water to higher incidences.of
bladder, rectal and breast can@rs. Reportedly chlorine, once in water, interacts with organic
compounds to create trihalomethanes (THMs)-which when ingested encourage the grourth of free
radicals that can destroy or damage vital cells in the body. "Because so much of the water we drink
ends up in the bladder and/or rectum, ingestions of THMs in drinking water are partiorlarly
damaging to these organs," says Iausch.
The link between chlorine and bladder and rectal can@rs has long been known, but only rccently have
researchers found a link between @mmon chlorine disinfectant and breast cancer, which affects one
out of every eight American women. A recent study conducted in Hartford, Connecticut found that
women with breast cancer have 5o-6o percent hrgher levels of organochlorines (chlorhe by-products)
in their breast tissue than cancer-free women.
But don't think that buying bottled water is any solution. Muctr of the bottled water for sale in the U.S.
comes from public municipal water sources that are often treated with, you guessed it, chlorine. A few
eities have switched over to other mearu of disinfecting their water supplies. Ias Vegas, for example,
has followed the lead of many European and Canadian cities in switching over to harmless ozone
instead of chlorine to disinfect its municipal water supply.
As for Setting rid of the ctrlorine that your city or town adds to its drinking water on your own,
theories abound. Some swear by the method of letting their water sit for z4 hours so that the efrlorine
in the glass or pitcher will off-gas. t etting the tap run for awhile is not likely to remove any sizable
portion of chlorine, unless one were to then let the water sit overnight before consuming it. Another
option is a product called WaterYouWant, which looks like sugar but actually is composed of tasteless
antioxidants and plant extracts. The manuhcturer daims that a quick shake of the stuffremoves roo
percent of the drlorine (and its odor) from a glass a tap water. Ayear's supply
retails for under $3o.EXHIBIT
403
of WaterYouWant
Of course, an easier way to get rid of chlorine from your tap water is by installiry a carbon-based
filter, which absorbs chlorine and other contaminants before they get into your glass or body. Tap-
based filters from the like of Paragon, Aquasana, Kenmore, Seagull and others remove most if not dl
of the drlorine in tap water, and are relatively inexpensive to boot.
@NTACIS: Aquasana, www.aquasana.com; WaterYouWant www.water.vouwant.com.
EarfhTdk is pnoduced by EIT\e &rvironmental Ilfiagazine. SEND YOUR EIWIROIiIMEX{TAL
QT ESTIONS TO: EarthTalk, P.O. Box So98, $festport, CT o688r; earthtdk@emegazine"com.
Case No. SUZ-W-18-02
Exhibit 4a4
Citizens Allied for Intesrty and Accountability
Wyoming Seuetary of State
,llYfomlng Seettary of Stab
2020GarcyArcrur
Suil6 700
Cheyenne, WY 82002-0020
Ph.*7-777-7311
ForOffica Useotilv
t{YSeoffiyof State
FlLEDr ilay 1420lt l1:05At
Orlglnal lD: 201 8{01}8113518Secretaryof State
Llmlted Llablllty Company
Articles of Organlzatlon
l. The name of the ltmhed llablllty cornpany lc:
H20 Eagle Aoqulsltion LLC
ll. Ths neme and phyclcal rddrer of the reglrtsrcd agent of the llmlted lhblllty oompany E:
Nortutest Regfst€red Aoent SoMoe, lnc.
fl) N Gorrld Stste N
Sherldan, WY 82801
lll. The malllng addre$ of the llmlbd lhUllfi oompany ll:
30 N Gould St SXs N
Sheridan, WY 82801
lV. The prlnclpal offico addrrr of the llmlbd lhblllty company lr:
30 N GouE St Sto N
Shefilan, WY82801
V. The orgonlzcr ol the llmlted llaHllty company le:
Nolthwest Reglstercd Agont Servlce, lnc.
30 N Gould St Ste N Shgldan, WY 82801
Slgnature:
Prlnt Name:
Tl0e:
Email:
Daytime Phone#:
Mqgan Nfile
ilorgan Noble
Authorlzod lndMdud
com pl hncc@northwerf eglriero dagcnt.com
(soe) 76&224e
Date: 05114i!Ol8
Slecretary of State
Ullyomlng Secretary of State
2020 CareyAvenue
Sulte 700
Cheyenne, WY 82002-0020
Ph.307-7n-7311
E ! am *re person whoss signature appears m the fllin$ that I am authorized to file these documenb on behalf of he
business entity to which they pertain; and that the information I am submitting is bue and conect to the best of my
knowledge.
E I am fiting in acoordance with the provisions of the Wyoming Limited Liability Company Act, (W.S. 17-29-l0l through
17-29.1105) and Registered Offices and Agents Act W.S. 17-2&101through 17-2&1111.
E I understand that the lnformatlon submltted electronlcally by me wlll be used to generate Articles of Organlzatlon that
wlll be filed wlth the Wyoming Secretary of State,
E I intend and agrce that the electronic submission of the information set forth herein constitutes my signature for this
flllng.
E I have conducted the appropriate name searches lo ensure compliance wih W.S. 17-16.401,
Notice Regarding Falee Flllngs: Flling a false document could result ln crimlnal penalty and
prosecutlon purcuant to W.S. 6-5-308.
W.S. 6-5-308. Penalty for filing false document.
(a) A person commits a felony punishable by imprisonment for not more than two (2) years, a fine
of not more than two thousand dollars ($2,000.00), or both, if he files with the secretary of state
and willfully or knowingly:
(i) Falsifies, conceals or covers up by any riclg scheme or device a material fact;
(ii) Makes any materially false, fictitious or fraudulent statement or representation; or
(iii) Makes or uses any false writing or document knowing the same to contain any materially
false, fictitious or fraudulent statement or entry.
@ lacknowledge having read W.S.6-5-308.
Fller ls: E Rn lndividuat E An Organization
The Wyoming Secretary of State requires a natural person to sign on behalf of a business entity acting as an
incorporator or organizer. The following individual is signing on behalf of all Organizers or lncorporators.
Filer lnformatlon:
By submitting thls form I agree and accept thls electronlc flllng as legal submlsslon of my Artlcles of
Organlzatlon.
Slgnature: MOryan NOble Date: 05114/2018
,
Print Name:
Title:
Emall:
Daytime Phone #;
Morgan Noble
Authorlzed lndlvldual
comp [e-mail]
(s09) 7o8.zr4e
Page 2 of4
2021
Due on or Before:
ID:
State of Formation:
Llcense Tax Paid:
AR Number:
May 1,2021
2018{00803518
Wyoming
$50.00
06201682
Limited Liability Gompany Annual Report
H20 Eagle Acquisition LLC
1: Mailing Address
30 N Gould St Ste N
Sherldan, VVY 82801
2: Prlncipal Office Address
30 N Gould St Ste N
Sherldan, WY 82801
For ffioe Use Onlv
Wyoming Secretary of State
Herschler Bldg East, Ste,100 & 101, Cheyenne, WY
82002-0020
307-777-7911
ht$s:/fu iyoblz.wyo. gov/Busl ness/An n ual Report. aspx
C u nent Reo I ste re d Ao e nt:
Northwest Registered Agent Sewice, !nc.
30 N Gould St Ste N
Sheridan, lA/Y 82801
. Please revlew the cunent Registered Agent
lnformatlon and, if lt needs to be changed or updated,
complete the epggpdgle Statement of Change form
avallable from the Secretary of State's webslte at
htto://soswv.state.wv. us
Phone: [phone]
Email: compliance@northwesbegisteredagentcont
The fee is $50 or two-tenths of one mlll on the dollar ($.0002), whlchever ls grcater.
lnstruc{ionc: ,1. Complete the required worksheet.2. Slgn and date this turm and retum it to the Secretary of State at the address provided above
I hereby certify under the penalty of perjury that the information I am submltting is true and conac{ to the best of my knortledge.
Morgan Noble Morgan Noble tpril21,2021
Slgnature Prlnted Name Date
Case No. SUZ-W-18-02
Extribit 405
Citizens Allied for Integrity and Accountability
Suez Objection to CAIA First Production Request, Extribit I
t
Commissioner Paul (iellander
Commissioner Kristine Raper
Commissioner Eric Anderson
Jan Noriyuki
Commission Secretary
Terri Carlock
Administrator, Utilities Division
Idaho Public Utilities Commission
PO Bor 83720
Boise, Idaho 83720-007 4
11331 W Chinden Blvd. Building 8, Suite 201-A
Boise,ID 83714
RE: Merger - Veolia and SUEZ
Dear Commissioners:
This letter is submitted jointly by Veolia Environment SA ('Veolia"), a French sociCtd anonyme
and VeoliaNorth Americq Inc. a Delaware colporation and wholly-owned subsidiary of Veolia
(I/eolia North America"), SUEZ SA, a French soctdtC anonwe ("SUEZ'), SUEZ Water
Resources LLC, aDelaware limited liability company and parent company for all regulated
entities in the United States C'SUEZ Water Resources'), and SUEZ Water Idaho Inc., an Idaho
corporation and wholly-owned subsidiary of SLJEZ Water Resources (.'SLTEZ Watel ldaho').
In this letter we are providing ajoint notioe of the merger of Veolia and SUEZ through a
transaction in whioh Veoiia will acquire a majority or all of the outstanding shgres of SUBZ
through a publio tender offer overseen bythe French stock market regulatory authority (AutoritC
des marchisfingncter, or "AMF'). The entities executed a Combination Agreement on May 14,
2021, which sets forth the terms and conditions of the combination of the two companies through
the acquisition of SUEZ's shares via an improved public tender offer filed with the AMF (the
"Transaction").
Veolia, headquartered in Pariq France, is a leading expert in water cycle management from
producing and supplying drinking water to collecting, teating, recovering and recycling
wastewater. Through its entities and subsidiaries around the world, Veolia manages 3,362 water
production plants and manages2,737 wastewater treatment plants. Veolia North America is a
leading provider of operations management and maintenance services for drinking watsr and
wastewater systems via partnerships with municipal entities.
SIJEZ is also headquartered in Paris, France..Its primary business activities include: (1) water
management and technology services, including operating municipal water facilities and the
manufacturing of water treatrnent systems, and (2) waste management services, including
general wasfie managemenf hazardous waste treatmen! and other onvironmental solutions for
405
HXHIBIT
industrial and municipal customers. Globally in 2019, SLJEZ had more ttran 80,000 employees
worldwide and has operations in all fifty states of the United States, including Idaho. SUEZ
Water Resolrces is the parent company of all of SUEZ's regulated water utilities in the United
States, including SLJEZ Water Idaho.
SUEZ Water Idaho is a publio utility water corporation within the meaning of Idaho public
utility statutes, and is duly organized and exists under the laws of the State of Idaho. Its principal
place of business is 8248 West Victory Road, Boise, Idaho 83709. SUEZ Water Idaho provides
water service to approximately 99,000 customers within its certificated service area in the greater
Boise metropolitan area pursuant to Certificate of Public Convenienos and Necessity No. 143, as
amended.
Veolia and SUEZ have been global leaders in water resource management for over 150 years.
By combining the strengths of the two companies, Veolia seeks to cement itself as a global
leader in the water and waste management sectors to lead the market in ecological issues and
better compete in the global marketplace. By combining the expertise and commeroial offerings
of both companies in water heatment and water storage, Veolia will accelerate the development
of future technological solutions, create value for all stakeholders (including employees, local
authorities, customers, and shareholders); Further, Veolia will be able to leverage the combined
experience and intellectual capability of the two companies to meet future challenges, including
increasing demand for clean water, climate change, and, as demonstated by the past year, the
threats posed by COVID-I9 and future potential widespread health crises.
The Combiqation Agreement provides for Veolia to increase its tender offer for SUEZ's
outstanding shares (the "Improved Tender Offer'). Veolia and SUEZ expect the AMF to
approve the Improved Tender Offer in late July, after which holders of SUEZ shares will have an
opportunity to sell their shares to Veolia at the specified price. This opportunity is expected to
continue into November-December 2021. After the AMF reviews and makes public the results
of the Improved Tender Offer, Veolia will purchase the shares and pay the holders of those
shares, thereby constrmmating the Transaction. In accordance with French securities law, some
additional steps may be taken to allow Veolia to acquire up to 100% of the outstanding shares of
SlrEZ. The entire Transaction is expected to be completed before the end of the year.
At the conclusion of the Transaction, Veolia will own between just over 50% and all of the
shares of SUEZ, giving it control of all SUEZ subsidiaries in the United States, including SIJEZ
Water Resources and SUEZ Water ldaho. Importantly, there will not be any diminution in the
service presenfly provided by SUEZ Water Idatro to its oustomers. Moreover, there will not be
any immediate'changes to SUEZ Water Idaho operations and activities as a result of the
Transaction. Over time, Veolia will assess the operations of SUEZ Water Idaho and determine
whether any of its best practices, new technologies, and other innovations should be applied or
implemented in order to improve service to customers, conserve valuable rvater resources, or
increase operating efficiencies. For example, for the City of Buffalo, New York, Veolia
automated the monitoring of the distribution network and treatnent plant, improved customer
service and oall center operations, implemented new asset management and maintenance
programs, and developed a process control management plan to sohedule and track preventative
I
maintenanoe. Veolia also will oall upon its worldwide team of experts to help identiff, waluato,
and ameliorate system vulnerabilities, if any, and lncrease the r-eslliencc of the warcr supply
system.
Further, the finanoing for the Transaction will not affect SUEZ Water ldaho water utility
customers beoause no Transaction costs will E allocated to the utility. Veolia also will oontinue
the mechanisms put in place by SUEZ to protect the regulated utilities and their customers from
any financial risks associatcd with ttre operations and activities ofother afliliates and
subsidiaries.
The planned acquisition by Veolia of SUEZ does not require Commission approval under the
provisions of Idaho Code.$ 6l-328, or any other section ofTifle 61, sinoe SUEZ is not an electic
utility, and since this Transaction involves parent companies far removed from SUEZ Water
Idaho, and whioh are not regulated public utilities'under the Idaho public utility law, and since no
change is being sought to the Certificate of Public Convenience and Necessity for SUEZ lVater
Idaho. In the past there have been at least three occaslons where therc have been upstrcam
changes in stock ownership of one or more of the parcnt oompanies of SUEZ Water ldaho,
inoluding as recently as 2019. In eaph ofthose instanoes SUEZ provided the Commission with
notlce pf the change in stook ownership of the upstrcam parent enmpany. In none of those
instances was a formal proceeding initiated before the Commission.
If you have any questions or if additional information is neede{ please contact either of us.
./A.rL-
Barker Rosholt & Simpson LLP
local counsel for Veolia
Preston Carter
Givens Pursley LLP
Localcounscl for SUEZ Water tdaho