20260115Reply Comments.pdf

RECEIVED
January 15, 2026
IDAHO PUBLIC
UTILITIES COMMISSION
_ ROCKY MOUNTAIN 1407 W.North Temple,Suite 330
POWER. Salt Lake City,UT 84116
A DIVISION OF PACIFICORP
January 15, 2026
VIA ELECTRONIC DELIVERY
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
Pursuant to Commission Order No. 36870,authorizing the Company's Application to be processed
by Modified Procedure and establishing the procedural schedule, please find Rocky Mountain
Power's Reply Comments in the above referenced matter.
Informal inquiries may be directed to Mark Alder, Idaho Regulatory Manager at(801) 220-2313.
Very truly yours,
A 9��&I'D
Joelle Steward
Senior Vice President, Regulation

Joe Dallas (ISB# 10330)
PacifiCorp, Senior Attorney
825 NE Multnomah Street, Suite 2000
Portland, OR 97232
Email:joseph.dallas(a)pacificorp.com
Attorney for Rocky Mountain Power
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE )
APPLICATION OF ROCKY MOUNTAIN ) CASE NO. PAC-E-25-18
POWER FOR AUTHORITY TO ALLOW )
PARENT COMPANY TO MAINTAIN A ) REPLY COMMENTS
COMMON EQUITY PERCENTAGE OF ) ROCKY MOUNTAIN POWER
LESS THAN 44 PERCENT. )
Pursuant to Rule 202.01(d) and of the Rules of Procedure of the Idaho Public Utilities
Commission ("Commission") and the Commission's December 12, 2025, Notice Modified
Procedure,Rocky Mountain Power a division of PacifiCorp(the"Company")hereby submits reply
comments in the above-referenced case.
I. BACKGROUND
1. On September 24, 2025, the Company requested 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(MEHC 1).2
2. On October 10, 2025, Commission Order No. 36801 provided public notice of the
Company's Application and on December 12, 2025, Commission Order No. 36870 authorized
processing of the Application by Modified Procedure and established the procedural schedule
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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allowing persons who would like to file written comments to have until January 14, 2026, and the
Company having until January 28, 2026, to file reply comments. No party has intervened in the
case.
3. On January 9, 2026, Staff filed comments, and then revised comments on January
14, 2026, recommending certain conditions.
II. REPLY COMMENTS
4. PacifiCorp appreciates the comments submitted by Staff and has worked with Staff
to address the concerns raised by their initial filing.
5. In 2006,the Commission approved the acquisition of PacifiCorp by Mid-American
Holdings Company (MEHC, now known as Berkshire Hathaway Energy Company or BHE) and
Berkshire Hathaway,Inc.In that proceeding,PacifiCorp and BHE made a number of commitments
including a series of financial commitments.
6. As part of this approval, commitments were made regarding the capital structure of
PacifiCorp and its parent, PPW Holdings. Specifically, Idaho Commitment 21(a)requires that the
consolidated capital structure of PPW Holdings must not have common equity capital below 44
percent of its total capital after December 31,2011.PacifiCorp has complied with this commitment
since 2006 and has not previously sought approval to go below this threshold.
7. Allowing PPW Holdings'equity level to decrease below 44 percent is in the public
interest. This flexibility will enable the Company to continue to access the capital debt markets to
serve customers and maintain compliance with merger commitments. The Company plans to raise
funds by issuing new long-term debt and retaining earnings, which will help fund operations and
capital investments but may temporarily lower the equity percentage.
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8. The capital structure of PPW Holdings does not impact the capital structure of
PacifiCorp but the reverse is true. The capital structure of PPW Holdings is similar to the capital
structure at PacifiCorp plus approximately $1.1 billion in Goodwill as equity. Hence PPW
Holdings has a higher equity component of capital structure.
9. There are many other financial commitments that have been made by PacifiCorp,
and the most applicable to this situation that still apply are:
i) General Commitment 18(c): MEHC and PacifiCorp commit that PacifiCorp will not
make any dividends to PPW Holdings or MEHC that will reduce PacifiCorp's common
equity capital below 35 percent of its Total Adjusted Capital without Commission
approval. For purposes of calculating the numerator of the percentage, common equity
will not include any portion of PacifiCorp preferred stock issued and outstanding.
PacifiCorp's Total Adjusted Capital is defined as common equity, preferred equity,
long-term debt, short-term debt and capitalized lease obligations.
ii) Idaho Commitment 35: MEHC and PacifiCorp commit that PacifiCorp will not make
any dividends to PPW Holdings or MEHC if PacifiCorp's unsecured debt rating is
BBB- or lower by S & P or Fitch (or Baa3 or lower by Moody's), as indicated by two
of the three rating agencies.
10. After discussions with Staff, the Company agrees to the conditions identified for a
limited waiver to modify Idaho Commitment 18(a) for three years, with the option for two
additional one-year extensions of this limited waiver. This would allow PPW Holdings to contain
a common equity capital below 44 percent,but no lower than 35 percent. Additionally,PacifiCorp
is committing that PPW Holdings will not issue any debt,preferred stock,or other securities during
this period as well.
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11. Approval of this application with Staff's revised conditions allows PacifiCorp to
engage in the necessary activities to finance its business while providing for a time-limited waiver
of the merger commitment.Additionally, it allows for an expedited review of an extension for two
additional years as necessary.
III. REQUEST FOR RELIEF
12. The Company respectfully requests the Commission issue an order approving the
application subject to Staff's revised comments from January 14, 2026.
DATED this 15th day of January, 2026.
Respectfully submitted,
ROCKY MOUNTAIN POWER
Joe Dallas (ISB# 10330)
PacifiCorp, Senior Attorney
825 NE Multnomah Street, Suite 2000
Portland, OR 97232
Email: joseph.dallas(&,pacificorp.com
Attorney for Rocky Mountain Power
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