20221215Greylock Reply Comments.pdf

Peter J. Richardson ISB # 3195
RICHARDSON ADAMS, PLLC
5 l5 N. 27th Street
Boise, Idaho 83702
Telephone: [phone] I
peter@richardsonadams. com
Attorneys for Greylock Energy Holdings, LLC
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION OF
GREYLOCK ENERGY HOLDINGS, LLC FOR
APPROVAL OF ITS STOCK AND OWNERSHIP
INTERESTS PURCHASE AGREEMENT WITH
ISRAEL RAY FOR THE ACQUISITION OF THE
ATLANTA POWER COMPANY
CASE NO. ATL-E-22-02
REPLY COMMENTS OF GREYLOCK
ENERGY HOLDINGS, LLC
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COMES NOW, Greylock Energy Holdings, LLC ("Greylock"), pursuant to the NOTICE
OF SCHEDULE issued by the tdaho Public Utilities Commission ("Commission") on November
16,2022, in Order No. 35597, in the above captioned matter and hereby provides its Reply
Comments to the Commission Staffls ("Staff') Initial Comments, ("Comments").
BACKGROTIND
Greylock appreciates the thoroughness and breadth of the Staff s Initial Comments.
Those comments address many of the outstanding issues of concern raised by the Commission in
this and related antecedent dockets. The Commission and its Staff have struggled for many years
trying to find a resolution to the knotty problem of securing long-term reliable, adequate and
reasonably priced electric service for the citizens of Atlanta, Idaho. Greylock's owners are well
versed in those struggles because they are Atlanta Power customers and Atlanta, Idaho residents.
GREYLOCK ENERGY HOLDINGS, REPLY COMMENTS, DECEMBER 15,2022
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RECEIVED
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IDAHO PUBLIC
UTILITIES COMMISSION
Mr. Haught is a full-time perrnanent resident. Mr. Jones is a permanent part-time resident.
Therefore, they have been directly impacted, along with all of Atlanta's other residents, by the
ongoing saga that is the Atlanta Power Company's shortcomings in its dealings with its
customers and this Commission.
Because of their familiarity with the problems faced by their hometown utility, and their
obvious civic commitment, Mr. Jones and Mr. Haught have agreed to incur significant costs,
both personal and financial, to endeavor to bring this utility into compliance with its public
service obligations. Doing so will not be easy, will not be instant, will not be painless and will
not be without financial and personal cost. But as their Application demonstrates, they have a
clear-eyed vision (evidenced by their first five-year plan), for how to finally bring this utility into
compliance with its public service obligations.
Mr. Haught and Mr. Jones have done all they can to c;;aft a viable solution to the Atlanta
Power Company's intractable inability to provide electric service in the public interest. They
have demonstrated their commitment to operate the utility in full compliance with this
Commission's requirements relative to reports, billing, safety, maintenance and all other
customer relation requirements. Greylock's owners has been forthright, patient, creative and as
noted above, will also incur significant financial and personal costs to rehabilitate this troubled
electric utility. Furthermore, Greylock's owners are personally absorbing all costs of
prosecuting this application. They are also personally absorbing the costs of conducting the due
diligence associated with the purchase as well as the many other significant and sundry costs
associated with this proceeding and the purchase and sales transaction to facilitate the acquisition
of this distressed utility.
GREYLOCK ENERGY HOLDINGS, REPLY COMMENTS, DECEMBER 15,2022
ATL-E-22-02
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CONTINGENCY PLAN
The Atlanta Power Company and its owner are in an untenable dilemma. The only
potentially viable solution is, quite frankly, the offer on the table that has been tendered by
Greylock Energy Holdings. Nevertheless, Staff expressed concem, in its Initial Comments, that
Atlanta did not include in the purchase agreement "the contingency plan described in Order No.
34565."1 That order, No. 34565, provides the following with respect to a "contingency plan:"
The PSA fpurchase and sale agreement] must describe contingency plans in the event of
default or breach that protects the Company's customers to ensure that, regardless of
ownership, the Company continues to provide safe, reliable power and customer service
to its customers.2
Greylock appreciates the Commission's hopes with respect to finding a failsafe or backup plan in
the event of a default or breach of the PSA by Greylock (the buyer). Greylock is interested in
understanding further the parameters of the Commission's contemplated "contingency plan."
The costs, timing, mechanics (including responsible party) for the heretofore unidentified
and undefined "contingency plan" must be explicitly understood in advance of consummating
the purchase and sale of this utility. To the extent a well understood and documented
contingency plan is compatible with the existing financial and personal commitments made by
Mr. Haught and Mr. Jones they will be amenable to considering its adoption and proceeding to
consummating the PSA (purchase and sales agreement). However, Mr. Jones and Mr. Haught do
not have unlimited financial and personal resources to devote to this endeavor. They have
already essentially committed the maximum financial and personal resources that are available to
I Staff Comments at p. 15.
2 Order No. 34565 atp.14
GREYLOCK ENERGY HOLDINGS, REPLY COMMENTS, DECEMBER 15,2022
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them to consummate this transaction and to also embark on their initial five-year plan for the
utility's operation and maintenance and for the implementation of much needed capital
improvements.
CONCLUSION
As noted above, Greylock appreciates Staff s thoughtful comments which appear to be
reasonable and manageable. The one uncertainty, as discussed above, is Staffls recommendation
relative to a "contingency plan." While a failsafe backup plan may be possible in a perfect
world3, it will have to be further defined and quantified before Greylock can opine either as to its
reasonableness or, equally importantly - as to its possible impact on Greylock's ability to
consummate the transaction contemplated under the current PSA.
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Respectfully Submitted:
This this 15th day of December 2022.
Peter J. Richardson
Attomey for
Greylock Energy Holdings
3 Greylock is unaware of such a mandate for other similarly situated, investor owned utilities operating in ldaho,
such as small water companies that only have a handful of ratepayers that operate without a backup contingency in
the event of the financial failure of the owner(s).
GREYLOCK ENERGY HOLDINGS, REPLY COMMENTS, DECEMBER 15,2022
ATL-E -22-02
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CERTIFICATE OF SERVICE
I hereby certify that I have this l5th day of December 2022, served the foregoing REPLY
COMMENTS OF GREYLOCK ENERGY HOLDINGS in Docket No. ATL-E-22-02by
electronic mail only to the following:
Secretary
Idaho Public Utilities Commission
Jan Noriyuki
j an.noriyuki@puc. idaho. gov
Brad Purdy
Christopher Nunez
Taylor McAnaney
bmpurdv@,hotmail.com
[e-mail]
tem@mcananey.u
Chris Burdin
Deputy Attorney General
Idaho Public Utilities Commission
Chris.burdin@,puc. idaho. qov
GREYLOCK ENERGY HOLDTNGS, REPLY COMMENTS, DECEMBER 15,2022
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