20020417Application.pdf

GIVENS-PURSLEY LLP
LAW OFFICES GaryGJAllen DavidR.Lombardi Angela K.Nelson277North6thStreet,Suite 200 .CMatpplyer B eson D.David Lorello,Jr.W.Hugh O'Riordan
PO Box 2720.Boise.Idaho 83701 Michael C.Creamer Kevin T.Maloney Kenneth L PursleyTELEPHONE:208 388-1200 Emily MacMasterDurkee'KimberlyD.Maloney Brad V.SneedFACSIMILE:208 388-T300 Thomas E.Dvorak John M.Marshall Conley E.WardWEBSITE:www.givenspursley.com Roy Lewis Eiguren KennethR.McClure Robert B.White
Timothy P.Feamside Kelly Greene McConnell
Jeffrey C.Fereday Cynthia A.Melillo
AmandaL.Keating ChristopherH.Meyer Raymond D.Givens
Karl T.Klein Kendall L Miller James A.McClure
Debora K.Knstensen L.EdwardMiller Stephanie C.Westermeier
AnneC.Kunkel PatrickJ.Miller oFcoDNSEL
Franklin G.Lee JudsonB.Montgomery ucenseencawomaaone
April 17,2002
Via Hand Delivery
Jean Jewell,Secretary
Idaho Public Utilities Commission
472 W.Washington Street
P.O.Box 83720
Boise,ID 83720-0074 5
RE:Silver Star TelephoneCompany's Application.ATTENTION
COMMISSION SECRETARY AND HEAD LEGAL SECRETARY:
Silver Star Telephone Company requests that the Commission issue an
Order approvingissuance of these securities on or before May 10,2002.
Dear Jean:
I am enclosingan original and four copies of Silver Star Telephone Company'sapplicationforloanapproval,together with a filing fee in the amount of $207.18.Please
acknowledgereceipt by returning a stamped copy of this cover letter.
You will note that Exhibit B has not yet been executed.We will substitutefully
executed copies as soon as they are received.
Thank you for your help.
Ve ly yo
Conle
CEW/cew
Enclosures
CONLEY WARD
GIVENS PURSLEY LLP :9277North6thStreet,Suite 200
P.O.Box 2720
Boise,ID 83701
[phone]
[phone] (fax)
Idaho State Bar #1683
Attorneys for Silver Star TelephoneCompany
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
In the Matter of the Applicationof Silver Star )Case No.f/p fd 1-D 6TelephoneCompanyforAuthoritytoBorrow)from the Rural Utilities Service ("RUS")in the )APPLICATION OF SILVER STARAmountof$6,758,000 )TELEPHONE COMPANY
Silver Star TelephoneCompany ("Silver Star"or "Applicant"),by and through its
attorneys Givens Pursley LLP,makes this Applicationpursuant to Idaho Code §61-901
for authorityto execute a Loan Agreementin the amount of $6,758,000 with the Rural
Utilities Service ("RUS").In support of its Application,Silver Star states as follows:
1.Applicantis a certificated telephone corporation organized under the
laws of the State of Idaho providingtelecommunication services includinglocal
exchangeservice within the states of Idaho and Wyoming.
2.All notices and communications with regard to this Applicationshould be
served upon:
Conley Ward
Givens Pursley LLP
277 North 6th Street,Suite 200
P.O.Box 2720
Boise,ID 83701
APPLICATION OF SILVER STAR TELEPHONE COMPANY -1
Allen Hoopes
Silver Star Telephone Company,Inc.
P.O.Box 226
Freedom,Wyoming 83120
[phone]
3.The proposed RUS loan proceeds will be used to pay for,and partially
reimburse general funds for,the following projects:(1)construction of a 17 mile fiber
optic cable route,(2)acquisition of 198 miles of a toll network,(3)construction of a new
headquarters and commercial office building,and (4)general system improvements.
4.Applicantbelieves the proposed RUS loan will qualify as a hardship loan with
an interest rate of approximatelyfive percent (5%)per annum and a term of 15 years.If
the loan is not designated as a hardship loan,the interest rate will be at RUS's then
current market rates at the time of closing.
5.The proposed transaction is consistentwith the public interest.Construction of
the upgraded facilities will improveservice for Silver Star's existingIdaho and Wyoming
customers and enable the Applicantto offer broadband communications services to both
business and residential users.The loan proceeds will also be used to provideservice to
approximately1200 additional customers.
6.A copy of the Applicant'smost recent Annual Report showing the authorized
and outstanding classes of Applicant'ssecurities is on file with the Commission,and the
Applicantrespectfullyrequests the Commission take official notice thereof.A certified
copy of Applicant'sBoard of Directors'resolution authorizingthe proposed transaction is
attached hereto as Exhibit A.
7.A Proposed Order granting this Applicationis attached hereto as Exhibit B.
8.Notice of this Applicationwill be published within seven (7)days in The Idaho
Statesman (Boise).A copy of this Notice is attached as Exhibit C.
9.Applicantsubmits that the public interest does not require a hearing on this
matter and it requests that the Commission process this Applicationand determine this
APPLICATION OF SILVER STAR TELEPHONE COMPANY -2
matter by Modified Procedure,pursuant to Rule 23 of the Commission's Rules of Practice
and Procedure.In the event the Commission determines that formal proceedings on this
Application are necessary,Applicant stands ready for immediate hearing.
10.23 percent of Applicant's total book value is located in Idaho.Applicanthas
therefore attached its filing fee,calculatedpursuant to Section 61-905,Idaho Code,in the
amount of TWO HUNDRED SEVEN AND 18/100THS DOLLARS ($207.18).
WHEREFORE,Applicant respectfullyrequests an Order of this Commission:
1.Grantingthe foregoingApplication of Silver Star TelephoneCompany to
execute and deliver to the Rural Utilities Service a Loan Agreementin an amount not to
exceed $6,758,000;
2.Grantingsuch other relief as the Commission deems just and reasonable in
this matter.
DATED this 17th day of April 2002
ConleyWa
GIVENS PURSLEY LLP
Attorneysfor Applicant
APPLICATION OF SILVER STAR TELEPHONE COMPANY -3
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that on the 17th day of April,2002 I caused a true and
correct copy of the foregoingto be served upon:
Ms.Jean Jewell,Secretary
Idaho Public Utilities Commission
472 W.WashingtonStreet
Boise,ID 83702
by hand deliveringthe same to the above-named at the last known address(s)as set forth
above.
APPLICATION OF SILVER STAR TELEPHONE COMPANY -4
CERTIFIED COPY OF MINUTES AUTHORIZING LOAN
APPLICATION AND AGREEMENT
I,,do hereby certify that:I am the Secretary of Silver StarTelephoneCompany(the "Member").
The following is a true and correct copy of excerpts from the minutes of a meetingoftheBoardofDirectorsoftheMemberheld,2002,as they appear intheMinutesBookoftheMember,said resolutions duly adopted thereat;the meeting wasdulyandregularlycalledinaccordancewiththebylawsoftheMember;the LoanApplicationandAgreement(the "Agreement")submitted herewith or to be submitted toRuralUtilitiesServicearesubstantiallysimilartotheformoftheAgreementaspresentedtosaidmeeting,the execution of which was authorized by the Board of Directors andsaidresolutionshavenotbeenmodifiedorrescinded:
"The Board of Directors of Silver Star TelephoneCompany havingbeen advisedbyitscounselthattheMemberislegallyconstituted,is in compliance with all applicablestatutory,regulatoryand other legalrequirements and is in good standing,and that anapplicationtobemadetoRuralUtilitiesService("RUS")for a loan and its approval byRUS,togetherwith the execution of an agreement as authorized by the Board,in the formoftheAgreementpresentedatthismeeting,will constitute valid and bindingobligationsoftheMember,enforceableby and against the Member,in accordance with the terms ofthesedocuments;
"RESOLVED,that the Member borrow from the Rural Utilities Service ("RUS")an amount which shall not exceed in the aggregate $6,758,000 for a term as setforthintheAgreement,and at such interest rate or rates as shall be prescribed intheAgreementexecutedbyandonbehalfoftheMemberanddeliveredtoRUS,the proceeds of such loan to be used for purposes set forth in the AgreementandconsistentlywiththerequirementsofexistingagreementsandsecuritydocumentsoftheMember;and,
"RESOLVED,that the President of the Member be and is hereby authorizedtoexecute,on behalf of the Member,an agreement substantiallyin the form of theAgreementpresentedtothismeeting,to revise and modify said Agreement withintheamountsoauthorized;and to apply such further documentsas may be need tocomplywithRUS's requirements;and,
"RESOLVED,that the President is authorized on behalf of the Member to requestandreceivefundspursuanttotheAgreementandisdirectedtodepositsuchfundsinabankaccountusedforthegeneralfundsoftheMember;and,
SILVER STAR TELEPHONE COMPANY
CASE No.SIL-T-02-Û Å
EXHialTA
"RESOLVED,that the appropriate officers are authorized to take all actions they
deem advisable to carry out the purpose of these resolutions."
IN WITNESS WHEREOF,I have hereunder set my hand and affixed the seal of
the Member,this day of ,2002.
Secretary
SILVER STAR TELEPHONE COMPANY
CASE No.SIL-T-02-Û $ExHIBITA
Conley Ward,Idaho State Bar #1683
GIVENS PURSLEY LLP
277 North 6th Street,Suite 200
P.O.Box 2720
Boise,ID 83701
[phone]
[phone] (fax)
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
In the Matter of the Application of Silver Star )Case No.SIL-T-02-Telephone Company for Authority to Borrow )from the Rural Utilities Service ("RUS")in the )PROPOSED ORDERAmountof$)
On ,April 17,2002,Silver Star Telephone Company (hereinafter Applicant),filed
an Application for Loan Approvalwith this Commission requesting authority to execute a
loan contract amendmentand supplementalmortgage in the amount of $6,758,000 with
the United States of America,acting through the Rural Utilities Service ("RUS").
In support of said Application,Applicant alleges that the proceeds of the RUS loan
will be used to pay for,and partially reimburse general funds for,the following projects:
(1)construction of a 17 mile fiber optic cable route,(2)acquisition of 198 miles of a toll
network,(3)construction of a new headquarters and commercial office building,and (4)
general system improvements.
After examiningthe Application and supporting documentsand being fully
advised in the premises,the Commission hereby finds that a hearing in this matter is not
required,and that the proposed transaction is consistentwith the public interest and the
Applicant'sproper performance of its duties as a public utility.
SILVER STAR TELEPHONE COMPANY
CASE No.SIL-T-02-
EXHm1T B
IT IS THEREFORE ORDERED that the Applicationof Silver Star Telephone
Company,for authorityto execute a loan contract amendmentand supplemental
mortgage with the RUS in the amount of $6,758,000 be,and the same is herebygranted.
DONE by Order of the Idaho Public Utilities Commission this day of
,2002.
Paul Kjellander,President
Dennis S.Hansen,Commissioner
Marsha Smith,Commissioner
ATTEST:
SILVER STAR TELEPHONE COMPANY
CASE No.SIL-T-02-OExmmTB
LEGAL NOTICE OF SILVER STAR TELEPHONECOMPANY
APPLICATION FOR AUTHORITY TO BORROW FUNDS
NOTICE IS HEREBY GIVEN that on April 17,2002,Silver Star TelephoneCompany,completedand filed with the Idaho Public Utilities CommissionanApplicationforauthoritytoborrowupto$6,758,000 from the United States of America,acting throughthe Rural Utilities Service and in connection with the borrowing,to
execute a telephone loan contract amendment and a supplementalmortgage.
The Application is on file and is available for public inspection at the Idaho PublicUtilitiesCommission.Any person desiring to comment on said Applicationmust filepetitionsorprotestswiththeIdahoPublicUtilitiesCommissionwithinfourteen(14)daysofthefilingdate.If no protests are received within this time limit,the Commission mayconsidertheApplicationandenteritsOrderwithoutsettingthematterforhearing.IfwrittenprotestsarefiledwiththeCommissionwithinthetimelimitset,the Corunissionwillconsiderthesame,and in its discretion,may set a hearing.Petitions or protests must
be filed with:Jean Jewell,Secretary,Idaho Public Utilities Cononission,Statehouse,Boise,Idaho 83720.
Jean Jewell,Secretary
Idaho Public Utilities Commission
SILVER STAR TELEPHONE COMPANY
CASE No.SIL-T-02-$$ExiliarT C