20250924Application.pdf

_ ROCKY MOUNTAIN 1407 W.North Temple,Suite 330
POWER. Salt Lake City,UT 84116
A DIVISION OF PACIFICORP
RECEIVED
September 24, 2025 SEPTEMBER 24, 2025
IDAHO PUBLIC
VIA ELECTRONIC DELIVERY UTILITIES COMMISSION
Commission Secretary
Idaho Public Utilities Commission
11331 W Chinden Blvd
Building 8, Suite 201A
Boise, ID 83714
RE: CASE NO. PAC-E-25-18
IN THE MATTER OF THE APPLICATION OF ROCKY MOUNTAIN POWER FOR
AUTHORITY TO ALLOW PARENT COMPANY TO MAINTAIN A COMMON
EQUITY PERCENTAGE OF LESS THAN 44 PERCENT
Attention: Commission Secretary
Please find for filing Rocky Mountain Power's Application in the above-referenced matter.
Informal inquiries may be directed to Mark Alder, Idaho Regulatory Manager at [phone].
Very truly yours,
A 9��a-1-D
Joelle Steward
Senior Vice President, Regulation

Joe Dallas (ISB# 10330)
Rocky Mountain Power
825 NE Multnomah Street, Suite 2000
Portland, OR 97232
Telephone: [phone] (Dallas)
Email:[e-mail]
Attorneys for Rocky Mountain Power
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION)
OF ROCKY MOUNTAIN POWER FOR ) CASE NO. PAC-E-25-18
AUTHORITY TO ALLOW PARENT )
COMPANY TO MAINTAIN A COMMON ) APPLICATION OF
EQUITY PERCENTAGE OF LESS THAN ROCKY MOUNTAIN POWER
44 PERCENT. )
I. INTRODUCTION
1. Rocky Mountain Power, a division of PacifiCorp("Company"or"Rocky Mountain
Power"),hereby respectfully submits this Application ("Application")to the Idaho Public Utilities
Commission ("Commission"), in accordance with the Commission's Rule of Procedure 052,
requesting approval to allow Rocky Mountain Power's direct parent company,PPW Holdings LLC
("PPW Holdings") to maintain an equity percentage below the 44 percent minimum equity level
the Commission adopted when it approved the acquisition of the Company by MidAmerican
Energy Holdings Company(MEHC1).2
2. PPW Holdings'capital structure includes an equity percentage as of June 30, 2025,
as defined by the merger commitment, of 45.9 percent. As a result of accrued wildfire liabilities
for Rocky Mountain Power net of insurance, increased long-term debt and lower earnings
1 MEHC is now Berkshire Hathaway Energy Company(BHE).
2 In the Matter of the Joint Application of MidAmerican Energy Holdings Company(MEHC)and PacifiCorp dba
Utah Power&Light Company for an Order Authorizing MEHC to Acquire PacifiCorp,Case No.PAC-E-05-8,
Order No.29973 (Feb. 13,2006),amended by Order No.29998(Mar. 14,2006).
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projections in general for 2025 and 2026, it is expected that PPW Holdings will be more leveraged
for the next several years than the current 44 percent minimum merger commitment would allow.
3. Rocky Mountain Power is a division of PacifiCorp, an Oregon Corporation, which
provides electric service to retail customers through its Rocky Mountain Power division in the
states of Idaho,Wyoming and Utah. Rocky Mountain Power is a public utility in the state of Idaho
and is subject to the Commission's jurisdiction with respect to its prices and terms of electric
service to retail customers in Idaho pursuant to Idaho Code §61-129. Rocky Mountain Power is
authorized to do business in the state of Idaho providing retail electric service to approximately
91,000 customers in the state.
IL COMMUNICATIONS
4. Communications regarding this filing should be addressed to:
Mark Alder
Idaho Regulatory Affairs Manager
Rocky Mountain Power
1407 West North Temple, Suite 330
Salt Lake City, Utah 84116
Telephone: [phone]
Email: [e-mail]
Joe Dallas
Assistant General Counsel
Rocky Mountain Power
825 NE Multnomah Street, Suite 2000
Portland, OR 97232
Telephone: [phone]
Email:[e-mail]
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M. BACKGROUND
A. Merger Commitments
5. In 2006, the Commission approved an application from MEHC and Berkshire
Hathaway, Inc. (`BHI") to acquire the Company.3 In its order approving the acquisition, the
Commission approved commitments applying to both the Company and BHE, including several
commitments related to the capital structure of the Company and its direct parent, PPW Holdings.
As relevant here, Idaho Commitment 21(a) (Commitment 1 21) requires that "the consolidated
capital structure of PPW Holdings LLC will not contain common equity capital below the
following percentages of its Total Capital4 . . . 44.00 [percent] after December 31, 2011."5
6. The Company has complied with Commitment I 21(a) since its adoption in 2006
and has not previously requested Commission approval to decrease PPW Holdings' equity to less
than 44 percent of Total Capital.
3 Order No.29973 at 13.
4 Commitment 18(b)defines"Total Capital"as"common equity,preferred equity and long-term debt. Long-term
debt is defined as debt with a term of more than one year. For purposes of calculating the numerator of the
percentage,common equity will be increased by 50%of the remaining balance of preferred stock that was in
existence prior to the acquisition of PacifiCorp by MEHC. PacifiCorp and MEHC will work with Commission staff
to determine a percentage of common equity credit to apply to preferred stock issued by PacifiCorp after the
acquisition of PacifiCorp by MEHC. In the absence of such an agreement between Commission staff and the
Companies,MEHC and PacifiCorp agree to treat new issuances of preferred stock as 100%debt,unless a
Commission order approves a different percentage." Order No.29973,Consolidated List of Commitments at 4.
5 Order No.29973,Consolidated List of Commitments at 15. The full text of Commitment 121 states:"a)MEHC
commits that immediately following the closing of the transaction,the acquiring company(PPW Holdings LLC)
will have no debt in its capital structure. MEHC and PacifiCorp commit that the consolidated capital structure of
PPW Holdings LLC will not contain common equity capital below the following percentages of its Total Capital as
defined in Commitment 18b:48.25%from the date of the close of the transaction through December 31,2008;
47.25%from January 1,2009 through December 31,2009;46.25%from January 1,2010 through December 31,
2010;45.25%from January 1,2011 through December 31,2011;44.00%after December 31,2011.b)MEHC and
PacifiCorp commit that the consolidated capital structure of PPW Holdings LLC will not contain common equity
capital below 35%of its Total Adjusted Capital as defined in Commitment 18c.c)MEHC will provide the
Commission 30 days prior notice if PPW Holdings LLC intends to issue debt.MEHC and PacifiCorp acknowledge
that if PPW Holdings LLC does issue debt,the Commission has the authority to consider additional ring-fencing
provisions that may be appropriate."
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B. PPW Holdings'Capital Structure
7. PPW Holdings'capital structure includes an equity percentage as of June 30, 2025,
as defined by the merger commitment, of 45.9 percent. PacifiCorp forecasts that PPW Holdings'
consolidated actual capital structure equity level will dip below 44 percent for two reasons. First,
PacifiCorp has accrued significant wildfire liabilities that have decreased the equity percentage in
PPW Holdings' capital structure. Second, PacifiCorp has a continued need for long-term debt
financing in support of its capital expenditure program, to balance its capital structure and fund
long-term debt maturities. Rocky Mountain Power's capital expenditure program is needed to
maintain its extensive generation, transmission and distribution system, support new investments
in cost-effective transmission and renewable generation and to fund investments in wildfire
mitigation projects in accordance with approved wildfire mitigation plans. These capital
investments also have associated operations and maintenance costs that are necessary for
continued functioning of those assets.
IV. DISCUSSION
8. Authorizing PPW Holdings'equity level to decrease below 44 percent is consistent
with the public interest because it will enable the Company to continue to operate in compliance
with the merger commitments and make significant and necessary capital investments to serve
customers.6 Rocky Mountain Power forecasts that PPW Holdings' actual capital structure equity
level may dip below 44 percent for two reasons. First, Rocky Mountain Power has accrued
significant wildfire liabilities that have decreased the equity percentage in PPW Holdings' capital
structure. Second, the Company has a continued need for long-term debt financing in support of
6 The Commission has not previously identified the legal standard for approving an equity ratio below the limits
identified in Order No.29973,but in a related context the Commission may approve issuance of debt if the
Commission finds that the issuance is not"inconsistent with the public interest and not necessary or appropriate for
or consistent with the proper performance by applicant of service as a public utility[.]"Idaho Code §61-902.
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its capital expenditure program,to balance its capital structure and fund long-term debt maturities.
The Company's capital expenditure program is needed to maintain its extensive generation,
transmission and distribution system, support new investments in cost-effective transmission and
renewable generation and to fund investments in wildfire mitigation projects in accordance with
approved wildfire mitigation plans. The forecasted and necessary capital spending, however, will
require the Company to raise funds by issuing new long-term debt in the debt capital markets and
retaining all its earnings over the next few years. While the debt will contribute to causing PPW
Holdings' equity percentage decrease to below 44 percent, the Company's planned investments
are necessary, appropriate, and consistent with PacifiCorp's obligation to provide safe, reliable
service to its customers.
9. In addition,Rocky Mountain Power has previously taken actions to reduce impacts
to PPW Holdings' capital structure, including the suspension of shareholder dividends.7
V. CONCLUSION
10. The Company respectfully requests that the Commission allow PPW Holdings to
maintain an equity percentage below the 44 percent minimum limit that the Commission adopted
in Order No. 29973. This authority is necessary to allow the Company to remain in compliance
with the merger commitments as it continues to operate in the normal course of business, where
PPW Holdings' equity percentage is expected to fall below the 44 percent minimum limit as a
result of, among other things, accrual of significant wildfire liabilities and ongoing financing
7 A related merger commitment prohibits PacifiCorp from making any dividends that would reduce PacifiCorp's
common equity capital below 44 percent of the Company's total capital. Order No.06-082,Appendix A at 26.
However,this commitment is not relevant to the Company's current request because PacifiCorp has suspended all
shareholder dividends through 2028 and dividends are not the cause of the anticipated decrease in PPW Holdings'
equity percentage.
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requirements to invest in wildfire mitigation, generation, and transmission assets to benefit
customers through improved resource adequacy, system resilience, and reliability.
DATED this 24th day of September, 2025.
Respectfully submitted,
ROCKY MOUNTAIN POWER
Joe Dallas (ISB# 10330)
Rocky Mountain Power
825 NE Multnomah Street, Suite 2000
Portland, OR 97232
Telephone: [phone]
Email:joseph.dallas(kpacificorp.com
Attorney for Rocky Mountain Power
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