20111221Application.pdf

Cyntha A. Melilo (ISB No. 5819)
Cynthia A. Melillo PLLC
8385 W. Emerald Street
Boise, ID 83704
Telephone No. [phone]
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Attorneys for Midvale Telephone Exchange, Incorporated
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION
OF MIDVALE TELEPHONE EXCHAGE,
INCORPORATED FOR AUTHORITY TO
ISSUE SECURITIES TO/BORROW FROM
THE BANK OF THE CASCADES AND
LANE R. WILLIAMS IN AN AGGREGATE
AMOUNT NOT TO EXCEED $336,000.00;
AND FOR AUTHORITY TO ISSUE
SECURITIES TO/BORROW FROM DELOS
N. LEE AND BARBARA V. LEE,
TRUSTEES OF THE LEE F AMIL Y TRUST
u/t1d DECEMBER 17,2002, IN THE
AMOUNT OF $75,000.
Case No. JI /1) - T - I I - 0 i
APPLICATION OF MIDVALE
TELEPHONE EXCHANGE,
INCORPORATED
Midvale Telephone Exchange, Incorporated ("Midvale" or "Applicant"), by and through
its attorneys, Cyntha A. Melilo PLLC, makes this Application pursuant to Idaho Code § 61-901
for authority to execute two promissory notes for the purchase of real propert in an amount not
to exceed $336,000.00 in the aggregate with Lane R. Wiliams and Ban of the Cascades; and
one promissory note for the purchase of real propert in the amount of $75,000 with Delos N.
Lee and Barbara V. Lee, Trustees of the Lee Family Trust u/t1d December 17,2002. In support
of its Application, Midvale states as follows:
1. Applicant is a certificated telephone corporation organzed under the laws of the
state of Idaho providing telecommuncation services including local exchange service within the
state ofIdaho.
APPLICA nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED - i
2. All notices and communications with regard to ths Application should be served
upon:
Cyntha A. Melilo
Cynthia A. Melilo PLLC
8385 W. Emerad Street
Boise, ID 83704
cam(icamlawidaho.com
Steve Child
Midvale Telephone Exchange, Incorporated
2205 Keithley Creek Road
Midvale,ID 83645
Steve.childintecom.com
3. The proposed financing for the purchase of three parcels of real propert owned
by Lane Wiliams but used in the operation of the business of Applicant shall consist of two
separate promissory notes. The first promissory note shall be given to the Ban of the Cascades
which curently holds a securty interest in one of the parcels of the real property in connection
with a personal line of credit issued to Lane R. Willams. As par of the purchase price for the
purchase of the real propert, Midvale shall assume the obligation for the repayment of the
remaining outstading balance of the line of credit. The approximate outstanding balance of
such line of credit is $70,000, but the promissory note shall reflect the actual outstading balance
on the date of closing of the purchase. The second promissory note shall be given to Lane R.
Wiliams for car back financing in the approximate amount of $266,000, but the promissory
note shall reflect the actual amount derived by taing the $336,000 purchase price less the
outstading balance of the Ban of the Cascades line of credit. In no event will the promissory
notes given by Applicant in connection with the purchase of the real propert owned by Lane R.
Willams exceed $336,000.00. The promissory note for Lane R. Wiliams shall be unsecured,
and the promissory note for Ban of the Cascades shall continue to be secured by the real
property being purchased by Applicant.
APPLICA nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED - 2
4. The proposed financing for the purchase of the parcel of real propert owned by
Delos N. Lee and Barbara V. Lee, Trustees of the Lee Family Trust u/t1d December 17, 2002,
shall consist of one promissory note in the amount of $75,000.
5. The proposed transactions are consistent with the public interest. The propert
owned by Lane R. Wiliams is curently used for the placement of equipment used in the
operation of the Applicant's business and ownership of the propert ensures tht Applicant will
have perpetual use of that propert. The propert owned by Delos N. Lee and Barbar V. Lee,
Trustees of the Lee Family Trust u/t1d December 17, 2002, will be used for a futu corporate
offce in Applicant's competitive local exchage carer service area.
6. A copy of the Applicant's most recent Anual Report showing the authorized and
outstading classes of Applicant's securities is on fie with the Commission, and the Applicant
respectfuly requests the Commission tae offcial notice thereof.
7. A Proposed Order grting this Application is attched hereto as Exhibit A.
8. Notice of this Application will be published within seven days in The Idaho
Statesman (Boise). A copy of this Notice is attched as Exhibit B.
9. Applicant submits that the public interest does not require a hearg on this
matter, and it requests that the Commission process ths Application and determine ths matter by
Modified Procedure, pursuat to Rule 23 of the Commission's Rules of Practice and Procedure.
In the event the Commssion determines that formal proceedings on ths Application are
necessar, Applicant stads ready for immediate hearng.
10. Applicant ha therefore atthed its filing fee, calculated puruat to
Section 61-905, Idao Code, in the amount of ONE HUNDRED SEVENTY SEVEN AND
75/100ths DOLLARS ($177.75).
WHEREFORE, Applicant respectfuly requests an Order of this Commission:
1. Granting the foregoing Application of Midvale Telephone Exchage,
Incorporated to execute and deliver to Lane R. Wiliams and the Ban of the Cascades two
separte promissory notes for an amount not to exceed $336,000.00, and to execute and deliver
APPLIcÁ nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED - 3
to Delos N. Lee and Barbara V. Lee, Trustees of the Lee Famly Trut u1t1d December 17,2002,
a promissory note in the amount of $75,000; and
2. Granting such other relief as the Commission deems just and reasonable in this
matter.
DATED this 21st day of December 201 1.
Cyntha A. Melilo PLLC
By t~aruJkeyiailo
Attorneys for Midvale Telephone Exchange,
Incorporated
APPLICA nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED - 4
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that on this 21 st day of December 2011, I caused to be served a
tre and correct copy of the foregoing document by the method indicated below, and addressed
to the following:
Jean Jewell
Idaho Public Utilties Commission
472 W. Washington Street
P.O. Box 83720
Boise, ID 83720-0074
o
IZoo
U.S. Mail
Hand Delivered
Overnight Mail
Facsimile
.ua~Cyn~ A. Melilo ~
APPLICA nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED - 5
EXHIBIT A
Proposed Order
(atthed)
EXHIBIT A TO APPLICA nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED
Cyntha A. Melillo (ISB No. 5819)
Cyntha A. Melilo PLLC
8385 W. Emerad Street
Boise, ID 83704
Telephone No. [phone]
Attorneys for Midvale Telephone Exchange, Incorporated
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN TH MATTER OF THE APPLICATION
OF MIDVALE TELEPHONE EXCHANGE,
INCORPORATED FOR AUTHORITY TO
ISSUE SECURTIES TO/BORROW FROM
TH BANK OF THE CASCADES AND
LANE R. WILLIAMS IN AN AGGREGATE
AMOUNT NOT TO EXCEED $336,000.00;
AN FOR AUTHORITY TO ISSUE
SECURITIES TO/BORROW FROM DELOS
N. LEE AND BARBARA V. LEE,
TRUSTEES OF THE LEE F AMIL Y TRUST
u/t1d DECEMBER 17,2002, IN THE
AMOUNT OF $75,000.
Case No.
ORDER
On December 21, 2011, Midvale Telephone Exchange, Incorporated (hereinaer
"Applicant"), filed an Application for authority to execute two promissory notes for the purchase
of real property in an amount not to exceed $336,000.00 in the aggregate with Lane R. Willams
and Ban of the Cascades, and one promissory note for the purchase of real property in the
amount of $75,000 with Delos N. Lee and Barbara V. Lee, Trustees of the Lee Famly Trut u/t1d
December 17, 2002.
In support of said Application, Applicant alleges that the proposed financing will be used
to purchase property owned by Lane R. Wiliams that is curently used for the placement of
equipment used in the operation of the Applicant's business and ownership of the property
ensures that Applicant will have perpetu use of that propert. Applicant fuer alleges that the
remaining portion of the proposed fmancing will be used to purchase property owned by Delos
ORDER-I
N. Lee and Barbara V. Lee, Trutees of the Lee Family Trut u/t1d December 17,2002, for use as
a futue corporate offce in Applicant's competitive local exchange carer service area.
After examining the Application and supporting documents and being fully advised in the
premises, the Commission hereby finds that a hearng in ths matter is not requird and tht the
proposed transactions are consistent with the public interest and the Applicant's proper
performance of its duties as a public utilty.
IT is THEREFORE ORDERED that the Application of Midvale Telephone Exchange,
Incorporated, for authority to execute two promissory notes for the purchase of real propert
from Lane R. Wiliams in an amount not to exceed $336,000.00 in the aggregate with Lane R.
Wiliams and Ban of the Cascades be, and the same is hereby granted.
IT is FURTHER ORDERED, that the Application of Midvale Telephone Exchange,
Incorporated, for authority to execute one promissory note for the purchase of real propert in
the amount of $75,000 to Delos N. Lee and Barbar V. Lee, Trustees of the Lee Family Trust
u1t1d December 17, 2002, be and the same is hereby granted.
DONE by Order of the Idao Public Utilties Commission ths _ day of
201
Paul Kjellander, President
Mack A. Redford, Commssioner
Marsha H. Smith, Commissioner
ATTEST:
ORDER-2
EXHBITB
Copy of Notice of Application to be published in The Idaho Statesman
(attched)
EXHIBIT B TO APPLICA nON OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED
LEGAL NOTICE OF MIDVALE TELEPHONE EXCHANGE, INCORPORATED'S
APPLICATION FOR AUTHORITY TO BORROW FUNDS
NOTICE is HEREBY GIVEN that on December 21, 2011, Midvale Telephone
Exchage, Incorporated completed and filed with the Idao Public Utilties Commission an
Application for authority to borrow up to $336,000 from Lane R. Wiliams and the Ban of the
Cascades, for the purchase of certain real property used in connection with the operation of the
business of Midvale Telephone Exchange, Incorporated, and in connection with the borrowing,
to execute two separte promissory notes; and for authority to borrow up to $75,000 from Delos
N. Lee and Barbara V. Lee, Trustees of the Lee Family Trust u/t1d December 17, 2002, for the
purchase of certn real property to be used as a futue corporate òffce for Applicant.
The Application is on fie and is available for public inspection at the Idaho Public
Utilties Commssion. Any person desiring to comment on said Application must fie petitions
or protests with the Idaho Public Utilties Commission within foureen (14) days of the filing
date. If no protests are received within this time limit, the Commission may consider the
Application and enter its Order without setting the matter for hearng. If wrtten protests are
filed with the Commission withn the time limit set, the Commission will consider the same and,
in its discretion, may set a hearing. Petitions ,or protests must be filed with: Jean Jewell,
Secretar, Idaho Public Utilties Commssion, Statehouse, Boise, Idaho 83720.
Jean Jewell, Secreta
Idaho Public Utilties Commission