20121213Application.pdf

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McDevitt & Miller LLP
Lawyers
420 West Bannock Street
P.O. Box 2564-83701
Boise, Idaho 83702
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Celeste K. Miller
December 13, 2012
Via Hand Delivery
Jean Jewell, Secretary
Idaho Public Utilities Commission
472 W. Washington Street
Boise, Idaho 83720 -R--r 12 -01
Re: Blackfoot Telecommunications Group—Fremont Telcom Co.
Dear Ms. Jewell:
Enclosed for filing, please find seven (7) copies of Blackfoot Telecommunications Group's
Supplemental Application Of Blackfoot Telecommunications Group For Authority To Issue
Instruments Of Security Pursuant To Idaho Code 61-901 and Request For Expeditious Action,
together with a Proposed Order.
ATTENTION COMMISSION SECRETARY AND HEAD LEGAL SECRETARY
Blackfoot Telecommunications Group requests that the Commission's Order approving issuance of
these securities on or before January 8, 2013.
Very Truly Yours,
McDevitt & Miller LLP
4DeanjI.Wer
DJM/hh
cc: Blackfoot Telecommunications Group
FairPomt Communications
ORIGINAL
Dean J. Miller (ISB No. 1968)
Chas. F. McDevitt (ISB No. 835)
McDEVITT & MILLER LLP
420 West Bannock Street
P.O. Box 2564-83701
Boise, ID 83702
Tel: [phone]
Fax: [phone]
joe(mcdevitt-miller.com
chas(1imcdevitt-mil1er.com
Jason B. Williams (ISB No. 8718)
Blackfoot Telecommunications Group
1221 North Russell Street
Missoula, MT 59808
Tel: [phone]
Fax: [phone]
jwilliamsblackfoot.com
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Attorneys for Blackfoot Telecommunications Group
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION OF
BLACKFOOT TELECOMMUNICATIONS GROUP
CASE NO. FRE-T-12-01
SUPPLEMENTAL APPLICATION
OF BLACKFOOT
TELECOMMUNICATIONS
GROUP FOR AUTHORITY TO
ISSUE INSTRUMENTS OF
SECURITY PURSUANT TO
IDAHO CODE 61-901 AND
REQUEST FOR EXPEDITIOUS
ACTION
COMES NOW Blackfoot Telecommunications Group (Blackfoot) by and through its
undersigned counsel and, pursuant to Idaho Code §61-901 et. seq., and IPUCRP 141 et. seq.,
respectfully requests that the Commission issue its order granting the authorities specified herein
and in support thereof shows as follows, to wit:
SUPPLEMENTAL APPLICATION OF BLACKFOOT TELECOMMUNICATIONS GROUP FOR
AUTHORITY TO ISSUE INSTRUMENTS OF SECURITY PURSUANT TO IDAHO CODE 61-901 AND
REQUEST FOR EXPEDITIOUS ACTION -1
I.
On November 28, 2012, Blackfoot notified the Commission in writing that it had entered
into a Stock Purchase Agreement (SPA) with FairPoint Communications (FairPoint) whereby
Blackfoot will purchase from FairPoint all of the outstanding shares of the stock of Fremont
Telcom Co., (Fremont) a telephone corporation subject to the jurisdiction of the Commission. A
true copy of the SPA has been submitted to the Commission Staff pursuant to a signed Protective
Agreement.
II.
At the closing of the purchase, Blackfoot will become the owner of all the outstanding
shares of the stock of Fremont, with full power and authority to execute documents and
instruments in the name of Fremont.
III.
Blackfoot has entered into a Commitment Letter and Term Sheet (Commitment Letter)
with CoBank ACB (CoBank) whereby CoBank will, at closing of the purchase, provide funds to
Blackfoot to finance acquisition of the shares of stock of Fremont (the Loan). A true copy of the
Commitment letter will be provided to Commission Staff pursuant to the Protective Agreement
above referenced.
Iv.
Pursuant to the Commitment Letter, Blackfoot, at closing, will be required to execute, on
Fremont' s behalf, instruments granting security interests to CoBank with respect to the property
of Fremont, located in the State of Idaho for the purpose of securing the Loan.
SUPPLEMENTAL APPLICATION OF BLACKFOOT TELECOMMUNICATIONS GROUP FOR
AUTHORITY TO ISSUE INSTRUMENTS OF SECURITY PURSUANT TO IDAHO CODE 61-901 AND
REQUEST FOR EXPEDITIOUS ACTION -2
V.
The granting of security interests in the property of Fremont is consistent with the public
interest and consistent with Fremont' s proper performance of service as a public utility because
the Loan will allow Blackfoot, a telecommunications and advanced services provider with
substantial experience providing service in rural areas, the ability to acquire full control of
Fremont and, in turn, provide Fremont's customers access to telecommunications and broadband
services beyond what they currently have access to.
I!,'
Attached hereto as Exhibit A is a proposed Order granting this Application.
VII.
All fees required to be paid by Idaho Code §61-905 have been tendered to the
Commission, prior to issuance of a final order.
VIII.
A notice of this Application will be published within seven (7) days of the date hereof in
the Post Register (Idaho Falls).
Ix.
As required by IPUCRP 143, when such information becomes available Applicant will file
with the Commission a verified report of the purchase.
X.
Expeditious action is appropriate so as to accommodate Blackfoot and FairPoint's desire
and intent to close the transaction by January 31, 2013.
SUPPLEMENTAL APPLICATION OF BLACKFOOT TELECOMMUNICATIONS GROUP FOR
AUTHORITY TO ISSUE INSTRUMENTS OF SECURITY PURSUANT TO IDAHO CODE 61-901 AND
REQUEST FOR EXPEDITIOUS ACTION -3
WHEREFORE, Applicant respectfully requests that the Commission act expeditiously
upon this Application and that the Commission enter its order authorizing the execution and
delivery of instruments of security as described herein.
DATED this \ day of December, 2012.
• DEVITT & MILLER, LLP
By. 0 ~
Dean . iller
Attorneys for Blackfoot Telecommunications Group
SUPPLEMENTAL APPLICATION OF BLACKFOOT TELECOMMUNICATIONS GROUP FOR
AUTHORITY TO ISSUE INSTRUMENTS OF SECURITY PURSUANT TO IDAHO CODE 61-901 AND
REQUEST FOR EXPEDITIOUS ACTION -4
CERTIFICATE OF SERVICE
I hereby certify that on the Ltday of December, 2012, I caused to be served, via the
method(s) indicated below, true and correct copies of the foregoing document, upon:
Jean Jewell, Secretary
Idaho Public Utilities Commission
472 West Washington Street
P.O. Box 83720
Boise, ID 83720-0074
jjewe!l(puc.state.id.us
Hand Delivered X U.S. Mail Li
Fax
Fed. Express Li
Email
BY:
MCDEVITT & MILLER LLP
SUPPLEMENTAL APPLICATION OF BLACKFOOT TELECOMMUNICATIONS GROUP FOR
AUTHORITY TO ISSUE INSTRUMENTS OF SECURITY PURSUANT TO IDAHO CODE 61-901 AND
REQUEST FOR EXPEDITIOUS ACTION -5