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HomeMy WebLinkAbout20240819Notice of Affiliate Transaction.pdf RECEIVED Monday, August 19, 2024 IDAHO PUBLIC UTILITIES COMMISSION PAC I F I CORP. Pacific Power Timothy K. Clark Rocky Mountain Power Assistant General Counsel 1407 W.North Temple,Suite 320 Salt Lake City, UT 84116 801-220-4565 Office Tim.Clark@pacificorp.com August 19, 2024 VIA ELECTRONIC FILING Idaho Public Utilities Commission 11331 West Chinden Boulevard Building 8 Suite 201A Boise, Idaho 83714-1021 Attention: Commission Secretary Re: PacifiCorp Notice of Affiliate Transaction PacifiCorp and Bank of America N.A. Case No. PAC-E-05-8 Pursuant to Commitment I 17(2), incorporated in the Idaho Public Utilities Commission Order No.29973,issued February 13,2006,as supplemented by Order No.29998 March 14,2006, in the above-referenced proceeding, approving the acquisition of PacifiCorp by MidAmerican Energy Holdings Company (now Berkshire Hathaway Energy Company or "BHE"), PacifiCorp hereby provides notice of an affiliated interest transaction with Bank of America N.A. ("Bank of America"). Bank of America is parry to the Second Amendment to the Third Credit Agreement, a true copy of which is included with this filing as Confidential Attachment A. PacifiCorp requests confidential treatment for Attachment A. The document labeled as confidential includes commercially sensitive information related to the form of borrowing against the credit agreement. This confidential business information is of significant commercial value, which could expose the Company to competitive injury and/or the potential for commercial fraud against the Company if disclosure is unrestricted. PacifiCorp is a wholly-owned, indirect subsidiary of Berkshire Hathaway Energy Company. In turn, BHE is a subsidiary of Berkshire Hathaway, Inc. ("Berkshire Hathaway"). Berkshire Hathaway, various subsidiaries of Berkshire Hathaway and various employee benefit plans of Berkshire Hathaway subsidiaries together held an interest in excess of five percent of Bank of America common stock. Therefore, Berkshire Hathaway's ownership interest in Bank of America may create an affiliated interest in some PacifiCorp jurisdictions. PacifiCorp amended and extended the revolving credit agreement as part of an overall plan to replace existing credit agreements before their expiration. Confidential Attachment A is the credit agreement. This agreement will allow PacifiCorp to borrow up to $3 billion. As a public utility, the Company is expected to acquire, construct, improve, and maintain sufficient utility facilities to serve its customers adequately and reliably at reasonable cost. Revolving credit agreements, borrowings thereunder and other short-term borrowings are Idaho Public Utilities Commission August 19, 2024 Page 2 part of a program to finance the Company's facilities taking into consideration prudent capital ratios,earning coverage tests,and market uncertainties as to the relative merits of the various types of securities the Company could sell. Accordingly,the transaction to which Bank of America will be a party, is consistent with the public interest. Please do not hesitate to contact me if you have any questions. Sincerely, Timothy K. Clark Assistant General Counsel PacifiCorp Enclosure: Confidential Attachment A.pdf CONFIDENTIAL ATTACHMENT A IS CONFIDENTIAL IN ITS ENTIRETY AND IS PROVIDED UNDER SEPARATE COVER