20170307final_order_no_33724.pdf

Office of the Secretary
Service Date
March 7,2017
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION )
OF FREMONT TELCOM CO.DBA )CASE NO.FRE-T-17-O1
BLACKFOOT FOR AUTHORITY TO )
REFINANCE PREVIOUSLY AUTHORIZED )ORDER NO.33724
DEBT WITH COBANK,ACB )
On February 17,2017,Fremont Telcom Co.dba Blackfoot (“Company”)applied for
authority to execute an amended master loan agreement and other security instruments with
CoBank,ACB to refinance an existing loan with CoBank.Having fully considered the Application,
the Commission now grants it as follows.
THE APPLICATION
The Company is a certificated telephone corporation organized under Idaho law and
wholly owned by the Montana corporation,BTC Holdings,Inc.,which is in turn wholly owned by
another Montana corporation,Blackfoot Telephone Cooperative,Inc.Application at 1.The
Company provides telecommunications services,including local exchange service within Idaho.Id.
The Commission granted the Company authority to issue debt instruments with CoBank
in 2013 (Order No.32710,as supplemented in March 2013).In other words,Commission Order
No.32710 authorized the Company’s loan with CoBank.In this filing,the Company has requested
authority to execute an amended master loan agreement and other instruments of security with
CoBank to refinance the existing loan.
According to the Company,loan proceeds from the refinancing would be available in a
single advance to refinance the 2013 Loan,pay related origination fees,and for general corporate
purposes.Application at 2.The Company stated it will continue to pledge its assets to CoBank as
part of the refinancing.Id.At closing,both Blackfoot Telephone and Fremont would be required
to,among other things,execute (1)an Amended and Restated First Supplement to the existing
Master Loan Agreement;(2)a revised Promissory Note;and (3)a non-recorded Amendment and
Reaffirmation Agreement amending and re-affirming the existing CoBank Mortgage and Security
Agreement.Id.
The Company asserted the proposed transaction is consistent with the public interest,
and that the loan refinance will not further encumber the Company’s assets or affect the revenue
requirement of its regulated operations in Idaho.Id.The Company thus asked that the Commission
approve its Application and allow it to refinance its existing loan with CoBank.
ORDER NO.33724 1
STAFF REVIEW
Commission Staff reviewed Fremont’s Application.Staff believes the refinancing will
lower the overall cost and payment obligations.Staff thus recommended the Commission approve
the loan request to refinance the CoBank debt.Staff further recommended that all final loan
documents be filed with the Commission.
DISCUSSION AND FINDINGS
The Company is an Idaho corporation providing telecommunications services,including
local exchange service,within the State of Idaho.It is a certified telephone corporation and public
utility as defined in Idaho Code §61-121 and 61-129.
The Commission has jurisdiction over the Application under Idaho Code §§61-901,et
seq.We find that the proposed transaction is in the public interest and a formal hearing on this
matter is not required.We further find that the proposed issuance is for a lawful purpose and is
within the Company’s corporate powers,that the Application reasonably conforms to Rules 141
through 150 of the Commission’s Rules of Procedure,IDAPA 31.0l.0l.141-.150,and that the
Company has paid all fees due under Idaho Code §61-905.Accordingly,we find that the
Application should be approved and the proposed debt authority should be allowed up to
$33,200,000.
The Commission’s Order approving the proposed debt authority and the general
purposes to which the proceeds may be put is not a determination that the Commission approves of
the particular use to which these funds will be put.The Order also is not a Commission
determination nor approval of the type of financing or the related costs for ratemaking purposes.
The Commission does not have before it for determination,and so does not determine,the effect of
the proposed transaction on rates the Company will charge for telecommunications service.As a
part of the Commission’s approval herein,we order that the Company file all final loan documents
with the Commission.
ORDER
IT IS HEREBY ORDERED that the Company’s Application for authority to execute
security instruments totaling up to $33,200,000 to refinance an existing loan is granted.
IT IS FURTHER ORDERED that the Company must file with the Commission all final
loan documents.
ORDER NO.33724 2
IT IS FURTHER ORDERED that nothing in this Order nor any provision of Chapter 9,
Title 61,Idaho Code,nor any act or deed done or performed in connection therewith shall be
construed to obligate the State of Idaho to pay or guarantee in any manner whatsoever any security
authorized,issued,assumed or guaranteed under the provisions of Chapter 9,Title 61,Idaho Code.
IT IS FURTHER ORDERED that issuance of this Order does not constitute acceptance of
the Company’s exhibits or other material accompanying the Application for any purpose other than
the issuance of this Order.
THIS IS A FINAL ORDER.Any person interested in this Order may petition for
reconsideration within twenty-one (21)days of the service date of this Order.Within seven (7)days
afier any person has petitioned for reconsideration,any other person may cross-petition for
reconsideration.See Idaho Code §61-626.
DONE by Order of the Idaho Public Utilities Commission at Boise,Idaho this 7
day of March 2017.
PAUL K’JELLANDER,PRESIDENT
KR NE RAPER,COMMISSIONER
ERIC ANDERSON,COMMISSIONER
ATTEST:
Diane M.Hanian
Commission Secretary
O:FRE-T-1 7O1djh
ORDER NO.33724 3