20150814Application.pdf

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An IDACORP Company
IDAHO POWER COMPANY
P.O. BOX70
BO|SE, |DAHo 83707
PATRICKA. IIARRINGTON
Co-_rponte$gpretary
:-; I
:F
August 14,2015
Ms. Jean D. Jewell
Secretary
Idaho Public Utilities Commission
Statehouse
Boise, Idaho 83720
Re: In the Matter of the Application of Idaho Power Company for an Order
Authorizing up to $450,000,000 Aggregate Principal Amount at any One
Time Outstanding of Short-Term Borrowings
Case No. IPC-E-I5-23
Dear Ms. Jewell:
Enclosed please find an original and four (4) copies of Idatro Power's securities
issuance application in the above referenced case, including a proposed order for the
Commission's consideration. An electronic copy of the proposed order will also be e-
mailed to you. Also included is Idatro Power's check in the amount of $1,000 in payment
for the Commission's securities issuance application filing fee in this case.
Please feel free to contact me at 388-2878 or at [e-mail] if
you have any questions regarding this filing.
c: Terri Carlock,IPUC
':.
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Telephone [phone], Fax [phone]
p h anin gta n@,ida h op ow er. c o m
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION OF
IDAHO POWER COMPANY FOR AN ORDER
AUTHORIZING UP TO $45O,OOO,OOO
AGGREGATE PRINCIPAL AMOUNT AT
ANY ONE TIME OUTSTANDING OF
SHORT.TERM BORROWINGS
CASE NO. IPC-E-15-23
APPLICATION
IDAHO POWER COMPANY (the "Applicant") hereby applies for an Order of
the ldaho Public Utllities Commission (the "Commission") authorizing the Applicantto make
up to $450,000,000 aggregate principal amount at any one time outstanding of short-term
bonowings as set forth herein, pursuant to Chapter g, Title 61, ldaho Code, and under
Rules 141 through 150 of the Commission's Rules of Procedure (the "Rules"). Applicant's
current short-term borrowing authorization from the Commission was granted in Order No.
32343, dated August 30,2011, in Case No. IPC-11-12 (the "Current Order''). Applicant is
seeking to renew its short-term borrowing authorization from the Commission through
November 30,2022, as set forth in this Application.
(1) The Applicant
Applicant is an electric public utility incorporated underthe laws of the State
of Idaho, engaged principally in the generation, purchase, transmission, distribution and
sale of electric energy in an approximately 24,OOO square mile area in southern ldaho and
eastern Oregon. The principal executive offices of Applicant are located at1221W. ldaho
Street, P.O. Box 70, Boise, ldaho 83707-0070; its telephone number is [phone].
(21 Description of Securities
Applicant's short-term borrowings hereunder will consist of (1) loans issued
APPLICATION. 1
by financia! and other institutions and evidenced by unsecured notes or other evidence of
indebtedness of Applicant and (2) unsecured promissory notes and commercial paper of
Applicant to be issued by means of public or private placement through one or more
commercial paper dealers or agents, or directly by Applicant.
Applicant intends to secure commitments for new unsecured lines of credit, or
extensions of existing unsecured lines of credit, for its short-term borrowings authorized
hereunder. The unsecured lines of credit may be obtained with several financial or other
institutions, directly by Applicant or through an agent, when and if required by Applicant's
then cunent financia! requirements (see Section (4) below, Purpose of lssuance). Each
individual line of credit commitment will provide that up to a specific amount at any one
time outstanding will be available to Applicantto draw upon fora fee to be determined bya
percentage of the credit line available, credit line utilization, compensating balance or
combination thereof.
Applicant may also make arangements for uncommitted credit facilities
under which unsecured lines of credit would be offered to Applicant on an "as available"
basis and at negotiated interest rates. Such committed and uncommitted borrowings will
be evidenced by unsecured promissory notes or other evidence of indebtedness of
Applicant. The committed and uncommitted line of credit agreements specifying theterms
of Applicant's short-term bonowings will be filed with the Commission as Exhibit A to this
Application.
Unsecured promissory notes will be issued and sold by Applicant through one
or more commercial paper dealers or agents, or directly by Applicant, up to the limits
imposed by applicable statutes, rules or regulations. Each note issued as commercial
APPLICATION - 2
paper will be either discounted at the rate prevailing at the time of issuance for commercial
paper of comparable quality and maturity orwill be interest bearing to be paid at maturity.
Each note issued as commercial paper will have a fixed maturity and will contain no
provision for automatic "ro!! ove/'.
Applicant's main existing short-term bonowing agreement is its Credit
Agreement dated October 26,2011, as extended by agreement dated October 12,2012
and October 8, 2013 and as amended on July 9, 2015 (as amended, the "Credit
Agreement"). The Credit Agreement is on file with the Commission in Case No. IPC-E-11-
12. The Credit Agreement provides committed lines of creditfrom participating banks in an
aggregate principalamount at anyone time outstanding of $300,000,000, with the option of
Applicant to increase the borrowing limit to $450,000,000. The origina! term of the Credit
Agreement was through October 26,2016, and the term was subsequently extended to
October 26,2018 by the two extension agreements to the Credit Agreement.
Applicant proposes to amend the Credit Agreement or enter into a new credit
agreement in or about November 2015 (in either case, the "New Credit Agreement").
Applicant anticipates that the New Credit Agreement will continue to provide for committed
lines of credit from participating banks in an aggregate principal amount at any one time
outstanding of $300,000,000, with the option of Applicant to increase the bonowing limit to
$450,000,000. Applicant further anticipates that the term of the New Credit Agreement
would extend through November 2020, with two one-year extension options available
through November 2022. Applicant plans to continue to use the New Credit Agreement
primarily as a backup credit facility to enhance the credit ratings for its commercial paper
issuances, but may also borrow directly under the New Credit Agreement as it deems
APPLTCATION - 3
necessary or desirable. Applicant will file a copy of the New Credit Agreement with the
Commission upon its execution.
Applicant's short-term borrowing authorization under the Current Order
extends through October 26,2018. Applicant is seeking renewed short-term borrowing
authorization under this Application through November 30, 2022, to cover the anticipated
term of the New Credit Agreement, including the two one-year extensions of the New
Credit Agreement.
(a) Amount of Securities
Applicant's short-term borrowings will not exceed a maximum $450,000,000
aggregate principal amount at any one time outstanding during the term of the
Commission's authorization hereunder. Applicant currently may borrow up to
$300,000,000 aggregate principal amount at any one time outstanding under the Credit
Agreement, wlth the option to increase the borrowing limit to $450,000,000 during the term
of the Credit Agreement. Applicant anticipates that the New Credit Agreement will contain
similar authorized borrowing limits. ldaho Powe/s borrowing authority under this Order
would replace Applicant's existing borrowing authority underthe Current Order; at no time
would the authorized bonowing Ievels under the Current Order and this Order exceed
$450,000,000 aggregate principal amount at any one time outstanding. Applicant will
provide written notice to the Commission in the event Applicant exercises its right to
increase the bonowing limit under the Credit Agreement or New Credit Agreement above
the initial borrowing limit of $300,000,000.
(b) lnterest Rate
APPLICATION.4
Applicant anticipates that its short-term borrowings hereunder wi!! include
interest rates that may be fixed or variable, and that the rates will be based on LIBOR, the
applicable prime rate, or other rate established in the borrowing arrangements, and may
vary based upon Applicant's long-term issuer rating, Applicant's corporate credit rating, or
other applicable credit rating of Applicant issued by a third party credit rating organization.
(c) Date of lssue
Applicant requests authority to make short-term borrowings hereunder
through November 30,2022. Applicant anticipates that the New Credit Agreement will
allow bonowings for an initial five (5) year period, from November 2015 through November
2020, with the option of Applicant to extend the borrowing period for two one-year
extensions, up to November 2022. Applicant wil! notifythe Commission in writing if it elects
to exercise either of the one-year extensions to the New Credit Agreement beyond
November 2020. In no event will the term of any Applicant's short-term borrowings
hereunder extend beyond November 30,2022.
Applicant is requesting authorization to make the short-term borrowings as
described in this Application through November 30,2022, so long asApplicant maintains at
least a BBB- or higher corporate credit rating, as indicated by Standard & Poo/s Ratings
Services, and a Baa3 or higher long-term issuer rating, as indicated by Moody's !nvestors'
Service, lnc. Applicant requests that if its rating fa!!s below either such rating
("Downgrade"), its short-term borrowing authority will continue for a period of 364 days from
the date of the Downgrade ("Continued Authorization Period"), provided that Applicant:
(1) Promptly notifies the Commission in writing of the Downgrade; and
APPLICATION. 5
Files a supplemental application with the Commission within seven (7)
days after the Downgrade, requesting a supplemental order
("Supplemental Orde/') authorizing Applicant to continue to make
short-term bonowings and issue commercial paperas provided in the
Commission's then outstanding short-term borrowing order,
notwithstanding the Downgrade.
All short{erm borrowings or commercial paper issuances by Applicant during
the Continued Authorization Period, but before the Commission's issuance of the
Supplemental Order, would become due or mature no later than the final date of the
Continued Authorization Period.
(d) Date of Maturitv
The proposed short-term borrowings will have maturities of one year or !ess,
or will be revolving bonowings with a final maturity date no later than November 30,2022.
Applicant is seeking authorization to make short-term borrowings at anytime hereunderso
long as the borrowings made or commercial paper issued mature no laterthan November
30,2022.
(e) Votino Privileqes
Not applicable.
(f) Call or Redemption Provisions
Not applicable.
(g) Sinkino Fund or Other Provisions for Secured Pavment
Not applicable.
(3) Manner of lssuance
APPLICATION - 6
(2)
(a) Method of Marketinq
Applicant's line of credit anangements are expected to include one or more
lead agents, and a number of additional banks as participating agents. The New Credit
Agreement would likely include the following fees for the lead agent(s) and participating
agents: (1 ) an up-front arrangement fee payable to the lead agent(s) totaling approximately
O.1Oo/o to 0.20o/o of the principal amount committed, (2) up-front agent participation fees
payable to all participating agents totaling approximately 0.10% to 0.15o/o of the principal
amount committed, (3) annual commitment agent facility fees payable to all participating
agents equal to approximately O.'l5o/oto 0.25o/o of the principal amount committed, and (4)
annual administrative fees payable to the lead agent(s) of approximately $15,000 to
$30,000. The principa! amount committed for purposes of calculating the agent fees will be
$300,000,000, unless the authorized bonowing amount under the New Credit Agreement is
increased as described above, up to a maximum of $450,000,000. Other expenses
relating to the New Credit Agreement line of credit facility are estimated to include:
Applicant's legal fees of approximately $50,000, agent legal fees of approximately $50,000,
and miscellaneous expenses of approximately $25,000.
The above referenced New Credit Agreement fees are customary for the
market and will offset the agents' costs, including personneltime, travel and administrative
costs associated with negotiating and administering the unsecured lines of credit.
Applicant finds these fees are reasonable given the services provided by the agents. With
respect to commercial paper issuances, it is expected that the commercial paperdealers or
agents will sell such notes at a profit to them of not to exceed 118 of 1 percent of the
principal amount of each note.
APPLICATION - 7
(b)Terms of Sale
See Section (3)(a) above, Method of Marketing.
(c) Underwritinq Discounts or Commissions
(A) See Section (3)(a) above, Method of Marketing, which specifies
the method of payment of fees to the financial or other institutions.
(B) !t is expected that the commercial paper dealers or agents will
sell such notes at a profit to them of not to exceed 118 of 1 percent of the principal amount
of each note.
Sales Price
See Section (3)(c) above, Underwriting Discounts or Commissions.
(4) Purpose of lssuance
The net proceeds to be received byApplicantfrom the short-term bonowings
hereunder will be used to obtain temporary short-term capital for: the acquisition of
property; the construction, completion, extension or improvement of its facilities; the
improvement or maintenance of its service; the discharge or lawful refunding of its
obligations; and for general corporate purposes.
(5) Statement of Explanation
Applicant believes and alleges the facts set forth in Section (4) above,
Purpose of lssuance, disclose that the proposed short-term borrowings are for a lawful
object within the corporate purposes of Applicant and compatible with the public interest,
and are necessary or appropriate for, or consistent with, the proper performance by
Applicant of service as a public utility, and will not impair its ability to perform that service.
(d)
APPLTCATION - 8
(6) Financial Statements: Resolutions
Attached to this Application as Attachment ! are Applicant's financial
statements dated as of June 30,2015, consisting of its (A) Actual and Pro Forma Balance
Sheet and Notes to Financial Statements, (B) Statement of Capital Stock and Funded
Debt, (C) Contingent Liabilities, (D) Statement of Retained Earnings, and (E) Statement of
lncome.
A certified copy of the resolutions of Applicant's Directors authorizing the
short-term borrowings with respect to this Application is attached hereto as Attachment ll.
(7) Proposed Order
Attached to this Application as Attachment ll! is a Proposed Order for
consideration by the Commission in this matter.
(8) Notice of Application
Notice of this Application will be published in those newspapers in Applicant's
service territory listed in Rule 141(h) of the Rules within seven (7) days after the date
hereof.
Applicant will file as Exhibit A hereto copies of the New Credit Agreement and
other agreements for the committed and uncommitted unsecured lines of credit and other
borrowing arrangements hereunder, when such agreements are entered into.
PRAYER
WHEREFORE, Applicant respectfully requests that the ldaho Public Utilities
Commission issue its order authorizing Applicant to make up to $450,000,000 aggregate
principal amount at any one time outstanding of short-term borrowings from the service
APPLICATION - 9
date of the Orderthrough November 30, 2022, underthe terms and conditions and forthe
purposes set forth in this Application.
Sr. Vice President, Chief Financialfficer
and Treasurer
DATED at Boise, ldaho tnis )flaay of August, 2015.
IDAHO POWER COMPANY
(coRPoRATE SEAL)
ldaho Power Company
1221W.ldaho Street
P.O. Box 70
Boise, lD 83707-0070
APPLICATION - IO
Attachment I (A)
Actual and Pro Forma Balance Sheet and Notes to Financial Statements
IDAHO POWER COMPANY
CONDENSED UNCONSOLIDATED BALANCE SHEET
AS OF JUNE 30,2015
ASSETS
Electric Plant:
ln service (at original cost).............
Accumulated provision for depreciation................
ln service - Net.............
Construction work in progress.......
Held for future use...............
Electric plant - Net....
lnvestments and Other Property:
Nonutility property........
lnvestment in subsidiary companies
Other..........,.
Total investments and other property
Cunent Assets:
Cash and cash equivalents................
Receivables:
Customer......
Other............
Accrued unbilled revenues......
Materials and supplies (at average cost).............
Fuel stock (at average cost).............
Prepayments
Taxes receivable..............
Regulatory assets
Other........,...
Total cunent assets..........
Defened Debits:
American Falls and Milner water rights............
Company owned life insurance
Regulatory assets...........
Other............
Total defened debits........
Total
Actual Adiustments
After
Adiustments
$ 5,332,180,793 $ 5,332,'180,793(1,876,872,769) (1,876,872,769)3,455,308,024 3,455,308,024
454,756,670 454,756,6707,090,431 7,090,4313,917,155,125 3,917,155,125
1,555,480
85,203,795
43.139.691
1,555,480
85,203,795
43.139,691
129,898,966 129,898,966
't25,205,749
79,214,817
6,964,053
87,579,606
56,388,501
57,476,818
14,573,729
1,362,900
48,810,838
2.112.668
450,000,000 575,205,749
79,214,817
6,964,053
87,579,606
s6,388,s01
57,476,818
14,573,729
1,362,900
48,810,838
2,112,668
479.689.679 450.000.000 929.689,679
12,113,',t90
2',t,147,964
1,164,182,339
72.124,550
12,113,190
21,147,964
1 ,1 64,1 82,339
72,',\24,550
1,269,568,043 1,269,568,043
$ 5,796,311,813 $ 4
Common Shares
Authorized
IDAHO POWER COMPANY
CONDENSED UNCONSOLIDATED BALANCE SHEET
AS OF June 30, 2015
CAPITALIZATION AND LIABILITIES
Common Shares
Outstandino Actual Adjustments
Afier
Adjustments
Equity Capital:50,000,000 39,150,812
Common stock.............
Premium on capital stock............
Capital stock expense...................
Retained eamings.......
Accummulated other comprehensive income.....
Total equity capital..........
Long-Term Debt:
First mortgage bonds
Pollution control revenue bonds ..........
American Falls bond and Milner note guarantees ................
Unamortized discount on long-term debt (Dr).......
Accounts payable
Notes and accounts payable to related parties..........
lncome taxes accrued...................
lnterest accrued........
Accrued compensation...................
Cunent regulatory liabilities.......
Other............
Total cunent liabilities.
Defened Credits:
Regulatory liabilities associated with accumulated defened
investment tax credits
Defened income taxes............
Regulatory liabilities.......
Pension and other postretirement benefits......
Other............
Total defened credits.......
Total
(22,824,238\ (22,824,238)
1,858,828,083 1,959,929,093
97,877,030 $
712,257,435
(2,0s6,925)
1,073,614,781
1,555,000,000
170,460,000
20,948,636
97,877,030
7',12,257,435
(2,096,925)
1.073.614.781
1,555,000,000
170,460,000
20,948,636
1,741,799,668
(4,608,968) (4,608,968)
Totallong-term debt.1,741,799,668
Cunent Liabilities:
Long-term debt due within one year..............1,063,637
450,000,000
88,299,129
4,335,337
11,911,511
22,165,879
34,578,752
8,070,529
41,640,637
1,063,637
4s0,000,000
88,299,129
4,335,337
'11,911,511
22,',t65,879
34,578,752
8,070,s29
41,640,637
212,065,411 450,000,000 662,065,411
79,162,831
1,130,408,747
320,184,209
407,363,630
46,499,234
79,',t62,831
1,130,408,747
320,184,209
407,363,630
46,499,234
1,983,618,6s1 1,983,618,6s1
5,796,311,813 $450,000,000 $6,246,311,813
IDAHO POWER COMPANY
STATEMENT OF ADJUSTING JOURNAL ENTRIES
As ofJune 30, 2015
Giving Effect to the Proposed issuance of
Short-term notes
450,000,000
Notes payab1e.................. $ 450,000,000
To record the proposed issuance of short-term
notes and the receipt of cash.
Attachment I (B)
Statement of Capital Stock and Funded Debt
STATEMENT OF CAPITAL STOCK AND FUNDED DEBT
IDAHO POWER COMPANY
June 30, 2015
The following statement as to each class of the capital stock of applicant is as of June 30, 2015, the date
of the balance sheet submifted with this application:
Common Stock
(1) Description - Common Stock, $2.50 par value; 1 vote per share
(2) Amount authorized - 50,000,000 shares ($125,000,000 par value)
(3) Amount outstanding - 39,150,812 shares
(4) Amount held as reacquired securities - None
(5) Amount pledged by applicant - None
(6) Amount owned by affiliated corporations - All
(7) Amount held in anyfund - None
Applicants Common Stock is held by IDACORP, !nc., the holding eompany of
ldaho Power Company. IDACORP, lnc.'s Common Stock is registered (Pursuant
to Section 12(b) of the Securities Exchange Act of 1934) and is listed on the New
York Stock Exchange.
STATEMENT OF CAPITAL STOCK AND FUNDED DEBT (Continued)
IDAHO POWER COMPANY
June 30, 2015
The following statement as to funded debt of applicant is as of June 30, 2015, the date of the balance sheet
submitted with this application.
First Mortgage Bonds
(1)
Description
FIRST MORTGAGE BONDS:
6.15 o/o Series due 2019, dated as of March 30, 2009, due April 1,2019
4.50 o/o Series due 2020, dated as of Nov 20, 2009, due March 30, 2020
3.40 o/o Series due 2020, dated as of Aug 30, 2010, due Nov 1, 2O2O
2.95 o/o Series due 2022, dated as of April 13, 2012, due April 1 , 2022
2.50 o/o Series due 2023, dated as of April 8, 2013, due April 1 , 20236 o/o Series due 2032, dated as of Nov 15, 2002, due Nov 15, 2032
5.50 % Series due 2033, dated as of May 13, 2003, due April 1,2033
5.50 % Series due 2034, dated as of March 26,2004, due March 15,2034
5.875% Series due 2034, dated as of August 16, 2004, due August 15, 2034
5.30 % Series due 2035, dated as of August 23,2005, due August 15, 2035
6.30 % Series due 2037, dated as of June 22, 2007 , due June 15, 2037
6.25 o/o Series due 2037, dated as of October 18,2007, due October 15, 2037
4.85 o/o Series due 2040, dated as of Aug 30, 2010, due Aug 15,2040
4.30 o/o Series due 2042, dated as of April 13, 2012, due April 1, 2042
4.00 o/o Series due 2043, dated as of April 8, 2013, due April 1 ,2043
3.65 % Series due 2045, dated as of March 6, 2015, due March 1, 2045
(3)
Amount
Outstanding
100,000,000
130,000,000
100,000,000
75,000,000
75,000,000
100,000,000
70,000,000
50,000,000
55,000,000
60,000,000
140,000,000
100,000,000
100,000,000
75,000,000
75,000,000
250,000,000
1,555,000,000
(2) Amount authorized - Limited within the maximum of $2,000,000,000 (or such
other maximum amount as may be fixed by supplemental indenture) and by
property, earnings, and other provisions of the Mortgage.
(4) Amount held as reacquired securities - None(5) Amount pledged - None
(6) Amount owned by affiliated corporations - None
(7) Amount of sinking or other funds - None
For a full statement of the terms and provisions relating to the respective Series and amounts of
applicant's outstanding First Mortgage Bonds above referred to, reference is made to the Mortgage and
Deed of Trust dated as of October 1, 1937, and First to Forty-Seventh Supplemental lndentures thereto,
by ldaho Power Company to Deutsche Bank Trust Company Americas (formerly known as Bankers Trust
Company) and R. G. Page (Stanley Burg, successor individual trustee), Trustees, presently on file with
the Commission, under which said bonds were issued.
STATEMENT OF CAPITAL STOCK AND FUNDED DEBT (Continued)
IDAHO POWER COMPANY
June 30,2015
Pollution Control Revenue Bonds
(A) Variable Rate Series 2O0O due2027:
(1) Description - Pollution Control Revenue Bonds, Variable Rate Series due 2027, Porl
of Morrow, Oregon, dated as of May 17,2OO0, due February 1 , 2027 .
(2) Amount authorized - $4,360,000
(3) Amount outstanding - $4,360,000
(4) Amount held as reacquired securities - None
(5) Amount pledged - None
(6) Amount owned by affiliated corporations - None
(7) Amount in sinking or other funds - None
(B) 5.15% Series 2003due2024:
(1) Description - Pollution Control Revenue Refunding Bonds, 5.15 Series 2003 due
2024, County of Humboldt, Nevada, dated as of August 20,2009 due December 1,
2024 (secured by First Mortgage Bonds)
Amount authorized - $49,800,000
Amount outstanding - $49,800,000
Amount held as reacquired securities - None
Amount pledged - None
Amount owned by affiliated corporations - None
Amount in sinking or other funds - None
(C) 5.25% Series 2006 due 2026:
(1) Description - Pollution Control Revenue Bonds, 5.25% Series 2006 due 2026, County
of Sweetwater, Wyoming, dated as of August 20, 2009, due July 15,2026
Amount authorized - $116,300,000
Amount outstanding - $116,300,000
Amount held as reacquired securities - None
Amount pledged - None
Amount owned by affiliated corporations - None
Amount in sinking or other funds - None
For a full statement of the terms and provisions relating to the outstanding Pollution Control Revenue
Bonds above referred to, reference is made to (A) copies of Trust lndenture by Port of Morrow, Oregon,
to the Bank One Trust Company, N. A., Trustee, and Loan Agreement between Port of Morrow, Oregon
and ldaho Power Company, both dated May 17,2000, under which the Variable Rate Series 2000 bonds
were issued, (B); Conformed Trust lndenture between Humboldt County, Nevada and Union Bank N.A.,
Trustee dated October 1, 2003 as amended and supplemented by a First Supplemental Trust lndenture,
dated August 20, 2009, and Loan Agreement between ldaho Power Company and Humboldt County,
Nevada dated October 1, 2003 under which the 5.15% Series 2003 bonds were reoffered, and (C)
Conformed Trust lndenture between Sweetwater County, Wyoming, and Union Bank , N.A., Trustee, as
amended and supplemented by a First Supplemental Trust lndenture dated August 20, 2009, and Loan
Agreements between ldaho Power Company and Sweetwater County, Wyoming, dated October 1, 2006
under which the 5.25% Series 2006 bonds were reoffered
(21
(3)
(41
(5)
(6)
(7)
(21
(3)
(4)
(s)
(6)
(7)
Attachment I (C)
Contingent Liabilities
CONTINGENT LIABILITI ES
IDAHO POWER COMPANY
June 30,2015
GUARANTEES
Through a self-bonding mechanism, ldaho Power guarantees its portion of reclamation activities
and obligations at BCC, of which its subsidiary IERCo owns a one-third interest. This guarantee,
which is renewed annually with the Wyoming Department of Environmental Quality, was $70 million
at June 30, 2015, representing IERCo's one{hird share of BCC's total reclamation obligation. BCC
has a reclamation trust fund set aside specifically for the purpose of paying these reclamation
costs. At June 30, 2015, the value of the reclamation trust fund was $72 million. During the six
months ended June 30, 2015, the reclamation trust fund distributed approximately $1 million for
reclamation activity costs associated with the BCC surface mine. BCC periodically assesses the
adequacy of the reclamation trust fund and its estimate of future reclamation costs. To ensure that
the reclamation trust fund maintains adequate reserves, BCC has the ability to add a per-ton
surcharge to coal sales, all of which are made to the Jim Bridger plant. Starting in 2010, BCC
began applying a nominal surcharge to coal sales in order to maintain adequate reserves in the
reclamation trust fund. Because of the existence of the fund and the ability to apply a per-ton
surcharge, the estimated fair value of this guarantee is minimal.
ldaho Power enters into financial agreements and power purchase and sale agreements that
include indemnification provisions relating to various forms of claims or liabilities that may arise
from the transactions contemplated by these agreements. Generally, a maximum obligation is not
explicitly stated in the indemnification provisions and, therefore, the overall maximum amount of the
obligation under such indemnification provisions cannot be reasonably estimated. ldaho Power
periodically evaluates the likelihood of incuning costs under such indemnities based on historical
experience and the evaluation of the specific indemnities. As of June 30, 2015, management
believes the likelihood is remote that ldaho Power would be required to perform under such
indemnification provisions or otherwise incur any significant losses with respect to such
indemnification obligations. Idaho Power has not recorded any liability on its balance sheet with
respect to these indemnification obligations.
CONTINGENGIES
ldaho Power has in the past and expects in the future to become involved in various claims,
controversies, disputes, and other contingent matters, including the items described in this
footnote. Some of these claims, controversies, disputes, and other contingent matters involve
litigation and regulatory or other contested proceedings. The ultimate resolution and outcome of
litigation and regulatory proceedings is inherently difficult to determine, particularly where (a) the
remedies or penalties sought are indeterminate, (b) the proceedings are in the early stages or the
substantive issues have not been well developed, or (c) the matters involve complex or novel legal
theories or a large number of parties. ln accordance with applicable accounting guidance, ldaho
Power establishes an accrual for legal proceedings when those matters proceed to a stage where
they present loss contingencies that are both probable and reasonably estimable. In such cases,
there may be a possible exposure to loss in excess of any amounts accrued. ldaho Power
monitors those matters for developments that could affect the likelihood of a loss and the accrued
amount, if any, and adjust the amount as appropriate. lf the loss contingency at issue is not both
probable and reasonably estimable, ldaho Power does not establish an accrual and the matter will
continue to be monitored for any developments that would make the loss contingency both
probable and reasonably estimable. As of the date of this report, ldaho Power's accruals for loss
CONTINGENT LIABILITIES (continued)
IDAHO POWER COMPANY
June 30, 201 5
contingencies are not materialto its financial statements as a whole; however, future accruals
could be material in a given period. ldaho Power's determination is based on cunently available
information, and estimates presented in financial statements and other financial disclosures involve
significant judgment and may be subject to significant uncertainty. For matters that affect ldaho
Power's operations, ldaho Power intends to seek, to the extent permissible and appropriate,
recovery through the ratemaking process of costs incurred.
Western Energy Proceedings
High prices for electricity, energy shortages, and blackouts in California and in western wholesale
markets during 2000 and 2001 caused numerous purchasers of electricity in those markets to
initiate proceedings seeking refunds or other forms of relief and the FERC to initiate its own
investigations. Some of these proceedings remain pending before the FERC or are on appeal to
the United States Court of Appeals for the Ninth Circuit. ldaho Power and !ESCo (as successor to
IDACORP Energy L.P.) believe that settlement releases they have obtained will restrict potential
claims that might result from the disposition of pending proceedings and predict that these matters
will not have a material adverse effect on ldaho Power's results of operations or financial condition.
However, the settlements and associated FERC orders have not fully eliminated the potential for
so-called "ripple claims," which involve potential claims for refunds in the Pacific Northwest markets
from an upstream seller of power based on a finding that its downstream buyer was liable for
refunds as a seller of power during the relevant period. The FERC has characterized these ripple
claims as "speculative." However, the FERC has refused to dismiss ldaho Power and IESCo from
the proceedings in the Pacific Northwest and refused to approve portions of two settlements that
provided for waivers of claims in those proceedings, despite only limited objections from two market
participants to one of the two settlements and no objections to the other seftlement. Idaho Power
and IESCo have filed petitions for review of the FERC's decisions refusing to approve the waiver
provision of the settlements, on the basis that the FERC failed to apply its established precedents
and rules. The petitions for review are pending in the Ninth Circuit Court of Appeals.
ldaho Power cannot predict whether the FERC will ultimately order that any refunds be made,
which contracts would be subject to refunds, how the refund amount would be calculated, which
refunds would trigger ripple claims, if any, and whether any party would seek to pursue ripple
claims. Based on these uncertainties and ldaho Power's evaluation of the merits of ripple claims,
particularly in light of ldaho Power and IESCo being both purchasers and sellers in the energy
market during the relevant period, ldaho Power is unable to estimate the possible loss or range of
loss that could result from the proceedings and have no amount accrued relating to the
proceedings. To the extent the availability of any ripple claims materializes, ldaho Power will
continue to vigorously defend their positions in the proceedings.
Hoku Corporation Bankruptcy Claims
On June 26,2015, the trustee in the Hoku Corporation chapter 7 bankruptry case (/n Re: Hoku
Corporation, United States Bankruptcy Court, District of ldaho, Case No. 13-40838 JDP) filed a
complaint against ldaho Power, alleging that specified payments made by Hoku Corporation to
ldaho Power in the six years prior to Hoku Corporation's bankruptcy filing in July 2013 should be
recoverable by the trustee as constructive fraudulent transfers. Hoku Corporation was the parent
entity of Hoku Materials, lnc., with which ldaho Power had an electric service agreement approved
by the IPUC in March 2009. Under the electric service agreement, ldaho Power agreed to provide
CONTINGENT LIABILITI ES (continued)
IDAHO POWER COMPANY
June 30, 201 5
electric service to a polysilicon production facility under construction by Hoku Materials in the state
of ldaho. Idaho Power also had agreements with Hoku Materials pertaining to the design and
construction of apparatus for the provision of electric service to the polysilicon plant. The trustee's
complaint against ldaho Power includes alternative causes of action for constructive fraudulent
transfer under the federal bankruptcy code, ldaho law, and federal law, with requests for recovery
from ldaho Power in amounts up to approximately $36 million. The complaint alleges that the
payments made by Hoku Corporation to ldaho Power are subject to recovery by the trustee on the
basis that Hoku Corporation was insolvent at the time of the payments and did not have any legal
or equitable title in the polysilicon plant or liability for Hoku Materials' debts, and thus did not
receive reasonably equivalent value for the payments it made for or on behalf of Hoku Materials.
As of the date of this report it is not possible to determine ldaho Power's potential liability, if any, or
to reasonably estimate a possible loss or range of possible loss, if any, within the trustee's
alternative prayers for relief. ldaho Power intends to vigorously defend against the claims.
Other Proceedings
ldaho Power is party to legal claims and legal and regulatory actions and proceedings in the
ordinary course of business that are in addition to those discussed above and, as noted above,
record an accrual for associated loss contingencies when they are probable and reasonably
estimable. As of the date of this report the companies believe that resolution of those matters will
not have a material adverse effect on their respective consolidated financial statements. ldaho
Power is also actively monitoring various pending environmental regulations, including the U.S.
Environmental Protection Agency's proposed rule under Section 11 1(d) of the Clean Air Act, that
may have a significant impact on its future operations. Given uncertainties regarding the outcome,
timing, and compliance plans for these environmental matters, ldaho Power is unable to estimate
the financial impact of these regulations but does believe that future capital investment for
infrastructure and modifications to its electric generating facilities to comply with these regulations
could be significant.
Attachment I (D)
Statement of Retained Earnings
IDAHO POWER COMPANY
Condensed Statement of Unconsolidated Retained Earnings
and
Undistributed Su bsidiary Earnings
For the Twelve Months Ended June 30, 2015
Retained Eaminos
Retained eamings (at the beginning of period)
Balance transfened fiom income.
Dividends received from subsidiary..................
Tota|.............
Dividends:
Common Stock ...........
Tota].............
Retained eamings (at end of period)......
Undistributed Subsidiary Eaminos
Balance (at beginning of period)......
Equity in eamings for the period...........
Dividends paid (Debit)..
Balance (at end of period)......
869,s71,780
199,097,368
15,000,000.00
1,083,669,148
92,795,069
92,795,069
$ ss0,874,079
90,202,823
7,537,879
(15,000,000)
$ u14OlO2
Attachment I (E)
Statement of Income
IDAHO POWER COMPANY
CONDENSED UNCONSOLIDATED STATEMENT OF INCOME
For the Twelve Months Ended June 30, 2015
After
Adjustments Adjustments
1,283,770,290 $ $',1,293,770,290Operating Revenues....
Operating Expenses:
Purchased power..........
Fuel expense
Power cost adjustment...............
Other operation and maintenance expense.......
Energy effeciency programs.....
Depreciation expense......
Amortization of limited-term electric p|ant............
Taxes other than income taxes............
lncome taxes - Federal........
lncome taxes - Other...........
Provision for deferred income taxes............
Provision for deferred income taxes - Credit...........
lnvestment tax credit adjustment...
232,694,931
189,347,501
36,356,367
357,952,196
27,018,893
128,279,106
7,237,112
32,116,031
(1s,111,158)
1,657,633
95,195,330
(72,552,245)
(167,654)
73,423,014
8,685,748
784,966
2,800,058
4,312,262
232,694,931
189,347,501
36,356,367
357,952,196
27,018,893
128,279,106
7,237,112
32,116,031
(15,1'11,158)
1,657,633
95,195,330
(72,552,245)
(167,6s4)
1,020,024,043
263,746,237
19,958,354
7,537,879
890,235
(4,803,432)
23,583,036
287,329,273
73,423,014
8,685,748
784,966
2,800,058
4,312,262
90,006,048
9,312,022
80,694,026
$ 206,635,247
Totaloperating expenses 1,020,024,043
Operating lncome.263,746,237
Other lncome and Deductions:
Allowance for equity funds used during construction............. 19,958,3il
Earnings of unconsolidated equity method investments. 7,537,879
lncome taxes - Other income and deductions 890,235
Other - Net............... .. . (4,803,432)
Net other income and deductions................ 23,583,036
lncome Before lnterest Charges....... 287,329,273
lnterest Charges:
lnterest on first mortgage bonds.
I nterest on other long-term debt.............
lnterest on short-term debt.............
Amortization of debt premium, discount and expense, net...
Other interest expense....
Total interest charges........90,006,048
9,312,022
80,694,026
Allowance for bonowed funds used during construction - Credit.
Net interest charges.......
Net lncome $ 206,63s.247 $
Attachment l!
Certified Copy Board of Directors Resolutions
I, Patrick A. Harrington, the undersigned, Corporate Secretary of Idatro Power Company,
do hereby certifu that the following constitutes a full, tnre and correct copy of resolutions
adopted by unanimous written consent by the Board of Directors of the Company on July 16,
2015, relating to authority to make up to $450 million aggregate principal amount at any one
time outstanding of short-term borrowings, and that said resolutions have not been amended or
rescinded and are in full force and effect on the date hereof.
IN WITNESS WHEREOF, I have hereunto set my hand this )[k1of August, 2015.
(coRPoRATE SEAL)
RESOLVED, That for the purpose of providing in part for the financial
requirements of this Company during the calendar years 2015 through 2022,
unsecured short-term borrowings by the Company are hereby authorized in an
aggregate principal amount not to exceed $450,000,000 at any one time
outstanding, including authorization to renew notes or other evidence of
indebtedness with a final mattrity no later than Decernber 31, 2022, snch
borrowings (including renewals thereoQ, subject to the authority of, or in
compliance with procedures of, all governmental agencies having jurisdiction in
respect thereof, to be made (1) at such time or times, in such amount or amounts
(within the above specified aggregate maximum), for such period or periods, at
such rate or rates of interest, upon such other terms and conditions, and to be
evidenced by notes or such other evidence of indebtedness in such form or forms
as shall be determined by, and (2) under such agreement or agreements or
pursuant to such arranganents as shall have been approved by, the Chief
Executive Officer, the Chief Financial Officer, the Contoller, the Chief
Accounting Officer, the Treasurer or any Assistant Treasurer of the Company (the
"Authorized Officers"), as necessary or appropriate, in view of the Company's
financial requirements; and that the Authorized Officers be and each of them
hereby is authorized to execute and deliver in the name and on behalf of the
Company, all such agreements and arrangement documents, or instruments, and
to do or cause to be done all such other things, as may be required or expedient
for the purpose of such borrowing, including the determination of a bank or banks
to act as issuing and payng agent for any promissory notes or other evidence of
indebtedness of the Company; and that the Authorized Officers be and each of
thern hereby is authorizeA arrd empowered from time to time, to make, execute
and deliver in the name and on behalf of the Company, promissory notes or other
evidence of indebtedness, not to exceed an aggregate principal amount of
$450,000,000 at any one time outstanding as herein authorized; and be it
{00172722.DOC; l}
FURTHER RESOLVED, That the Authorized Officers be, and they
hereby are, authorized and directed to file applications with the Idaho Public
Utilities Commission, the Public Utility Commission of Oregon and the Wyoming
Public Service Commission, and such other commissions or regulatory agencies
identified by such officers, for any necessary or appropriate authorization in
connection with the short-term borrowings in an aggregate principal amount not
to exceed $450,000,000 at any one time outstanding, as determined by the
Authorized Officers to be in the best interest of the Company, and to execute on
behalf of the Company and in its name and to cause to be filed with said
commissions and regulatory agencies such amendments, supplernents and reports,
if any, as they deern necessary or proper in connection with such applications and
with any orders issued by the commissions and regulatory agencies; and be it
FURTHER RESOLVED, That all acts heretofore done and all documents
heretofore executed, filed or delivered by the officers of the Company in
connection with the proposed short-term borrowings are hereby approved, ratified
and confirmed; and be it
FURTHER RESOLVED, That the Authorized Officers are hereby
severally authorized, empowered and directed to execute and deliver, for and on
behalf of the Company, a credit agreement (or amendment to or restatement of an
existing credit agreonent) in an aggregate principal amount not to exceed
$450,000,000 at any one time outstanding with agents and lenders selected by the
Authorized Officers (the "Credit Agreernent"), together with any other related
documents that any such officer deems necessary or appropriate to consummate
the transactions contemplated by the Credit Agreement, and together with any
amendments thereto not inconsistent with these resolutions that are deerned
necessary or desirable by any such officer; and be it
FURTHER RESOLVED, That effective upon receipt of all necessary
regulatory approvals, authorizations or consents and the entry into such
agreernents as the Authorized Officers deem necessary or appropriate, Idaho
Power Company may issue and sell its promissory notes (commercial paper or
similar notes or other evidence of indebtedness), from time to time (either in
physical or electronic book-entry form or otherwise) to such lenders, brokers,
dealers or placunent agents as the Authorized Officers may determine, in
principal amounts not to exceed an aggregate of $450,000,000 at any one time
outstanding, each such note to be signed, if required, by one Authorized Officer as
hereinafter provided, at such prices and containing such dates, rates, maturities or
other terms as the Authorized Officer executing said notes shall deem appropriate;
provided, that no commercial paper shall be issued with a maturity date exceeding
270 days from the date of issuance; and be it
{00172722.DOCi t}
-2-
FURTHER RESOLVED, That the signature or signatures on said
promissory notes may be either the manual or facsimile signature of an
Authorized Officer or any other officer of the Company designated in writing by
any Authorized Officer; and be it
FURTHER RESOLVED, That the Authorized Officers be and each
hereby is authorized to execute and deliver on behalf of the Company an
agreonent, or an amendment to an existing agreernent, with Wells Fargo Bank or
any one or more other financial institutions, providing for the safekeeping,
completion, countersig[ature, issuance and payment of the promissory notes of
the Company; and be it
FURTHER RESOLVED, That the officers of the Company are hereby
authorized and directed to do or cause to be done any and all other acts and things
in their judgment that may be necessary or proper or as counsel may advise in
order to carry out the purpose of the foregoing resolutions.
{00172722.DOC; l)
Attachment lll
Proposed Order
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION OF
IDAHO POWER COMPANY FOR AN ORDER
AUTHORZING UP TO $45O,OOO,OOO
AGGREGATE PRINCIPAL AMOUNT AT
ANY ONE TIME OUTSTANDING OF
SHORT-TERM BORROWINGS
CASE NO. IPC-E-I5-
PROPOSED ORDER
On August ,2015 Idatro Power Company ("Idaho Power" or "Company''), a
public utility headquartered in Boise, Idaho, providing retail electric service in southern Idaho and
eastern Oregon, filed with this Commission its application ("Application") pursuant to Chapter 9,
Title 6l of the Idatro Code and Rules 141 through 150 of the Commission's Rules of Procedure,
requesting an order authorizing Idaho Powerto makeup to $450,000,000 aggregateprincipal amount
of short-term borrowings at any one time outstanding. Idaho Power's current short-term borrowing
authorization from the Commissionwas granted in OrderNo.32343,datedAugust30,2Dll, in Case
No. IPC-I l-12 (the "Current Order"). The Company is seeking to renew its short-term borrowing
authorization from the Commission through November 30, 2022, as set forttr in its Application. The
Commission hereby adopts its Findings of Fact, Conclusions of Law and Order approving the
Application.
FINDINGS OF FACT
I
Idaho Power was incorporated on May 6, 1 91 5 and migrated its state of incorporation
to the State of Idaho on June 30, 1989 and is duly qualified to do business in the State of Idaho.
Idaho Power's principal ofEce is located in Boise, Idaho.
II
Idaho Power requests authorization to make short-term borrowings of up to
$450,000,000 aggregate principal amount at any one time outstanding through November 30,2022.
Idaho Power states that its short-term borrowings will consist of (l) loans issued by financial and
other institutions and evidenced by unsecured notes or other evidence of indebtedness of the
Company and (2) unsecured promissory notes and commercial paper of the Company to be issued by
PROPOSED ORDER - 1
means of public or private placement through one or more cornmercial paper dealers or agents, or
directly by the Company.
m
Idaho Power intends to secure commitments for new unsecured lines of credit, or
extensions of existing unsecured lines of credit, for its short-term borrowings. The unsecured lines
of credit may be obtained with several financial or other institutions, directly by the Company or
through an agent, when and ifrequired bythe Company's then current financial requirements. Each
individual line of credit commitment will provide that up to a specific amount at any one time
outstanding will be available to the Company to draw upon for a fee to be determined by a
percentage of the credit line available, credit line utilization, compensating balance or combination
thereof.
Idaho Power may also make arrangements for uncommitted credit facilities under
which unsecured lines of credit would be offered to the Company on an "as available" basis and at
negotiated interest rates. Such committed and uncommitted borrowings will be evidenced by the
Company's unsecured promissory notes or other evidence of indebtedness.
Unsecured promissory notes will be issued and sold by Idaho Power through one or
more corlmercial paper dealers or agents, or directly by the Company, up to the limits imposed by
applicable statutes, rules or regulations. Each note issued as commercial paper will be either
discounted at the rate prevailing at the time of issuance for commercial paper of comparable quality
and maturity or will be interest bearing to be paid at maturity. Each note issued as commercial paper
will have a fixed maturity and will contain no provision for automatic "roll over". The proposed
short-term borrowings will have maturities of one year or less, or will be revolving borrowings with
a final maturity date no later than November 30,2022. The Company is seeking authorization to
make short-term borrowings at any time, so long as the borrowings made or commercial paper issued
mature no later than November 30, 2022.
TV
The Company's main existing short-term borrowing agreement is its Credit
Agreernent dated October 26,201l, as extended by agreement dated October 12,2012 and October
8,2013 and as amended on July 9,2015 (as amended, the "Credit Agreement"). The Credit
Agreernent is on file with the Commission in Case No. IPC-E-ll-l2. The Credit Agreernent
PROPOSED ORDER.2
provides committed lines of credit from participating banks in an aggregate principal amount atany
one time outstanding of $300,000,000, with the option of the Company to increase the borrowing
limit to $450,000,000. The original term of the Credit Agreernent was through October 26,2016,
and the term was subsequently extended to October 26, 2018 by the two extension agreements to the
Credit Agreement.
The Company proposes to amend the Credit Agreement or enter into a new credit
agreement in or about November 2015 (in either case, the "New Credit Agreernent"). The Company
anticipates that the New Credit Agreement will continue to provide for committed lines of credit
from participating banks in an aggregate principal amount at any one time outstanding of
$300,000,000, with the option of the Company to increase the borrowing limit to $450,000,000. The
Company further anticipates that the term of the New Credit Agreement would extend through
Novernber 2020,with two one-year extension options through November 2022. T\eCompanyplans
to continue to use the New Credit Agreernent primarily as a backup credit facility to enhance the
credit ratings for its commercial paper issuances, but may also borrow directly under the New Credit
Agreernent as it deerns necessary or desirable. Idaho Power will file a copy of the New Credit
Agreernent with the Commission upon its execution, and will provide written notice to the
Commission in the event that the Company elects to increase the short-term borrowing limit under
the New Credit Agreonent above $300,000,000, or extend the term of the New Credit Agreement
beyond November 2020
V
Idaho Power's line of credit arrangements are expected to include one or more lead
agents, and a number of additional banks as participating agents. The Company's proposed New
Credit Agreement would likely include the following fees for the lead agent(s) and participating
agents: ( I ) an up-front arrangemurt fee payable to the lead agent(s) totaling approximately 0. I 0% to
0.20% of the principal amount committed, (2) up-front agent participation fees payable to all
participating agents totaling approximately 0.10% to 0.15o/o of the principal amount committed, (3)
annual commitrnent facility fees payable to all participating agents equal to approximately 0.15% to
0.25% of the principal amount committed, and (4) annual administrative fees payable to the lead
agen(s) of approximately $15,000 to $30,000. The principal amount committed for purposes of
calculating the agent fees will be $300,000,000, unless the authorized borrowing amount under the
PROPOSED ORDER - 3
New Credit Agreernent is increased as described above, up to amaximum of $450,000,000. Other
expenses relating to the New Credit Agreonent are estimated to include: Idaho Power outside legal
fees of approximately $50,000, agent legal fees of approximately $50,000, and miscellaneous
expenses of approximately $25,000.
Idaho Power states that the above referenced New Credit Agreonent fees are
customary in the market and will offset the agents' costs, including personnel time, travel and
administrative costs associated with negotiating and administering the New Credit Agreement. With
respect to commercial paper issuances, Idaho Power expects that the commercial paper dealers or
agents will sell such notes at a profit to them of not to exceed l/8 of I percent of the principal
amount of each note.
VI
Idatro Power states the purpose for which the proposed short-term borrowings will be
made and promissory notes, commercial paper or other evidence of indebtedness issued, is to obtain
temporary short-term capital for: the acquisition ofproperty; the construction, completion, extension
or improvement of its facilities; the improvement or maintenance of its service; the discharge or
lawful refunding of its obligations; and for general corporate purposes.
VII
Idaho Power requests authorization to make the short-term borrowings as described in
its Application through November 30,2022, so long as the Companymaintains at least a BBB- or
higher corporate credit rating, as indicated by Standard & Poor's Ratings Services, and a Baa3 or
higher long-term issuer rating, as indicated by Moody's lnvestors' Senrice, Inc. Idaho Power requests
that if its rating falls below either such rating ("Downgrade"), its short-term borrowing authority
would continue for a period of 364 days from the date of the Downgrade ("Continued Authorization
Period"), provided that the Company:
(l) Promptly notifies the Commission in writing of the Downgrade; and
(2) Files a supplemental application with the Commission within seven (7) days
after the Downgrade, requesting a supplemental order ("Supplemental
Order") authorizing Idaho Power to continue to make short-term borrowings
and issue commercial paper as provided in the Commission's then
outstanding short-term borrowing order, notwithstanding the Downgrade.
PROPOSED ORDER - 4
Until Idaho Power receives the Supplemental Order, any short-term borrowings made
or cornmercial paper issued by the Company during the Continued Authorization Period would
become due or mature no later than the final date of the Continued Authorization Period.
CONCLUSIONS OF LAW
Idaho Power is an electrical corporation within the definition of ldaho Code $ 6l - 1 I 9
and is a public utility within the definition of ldaho Code $ 6l-129.
The Idaho Public Utilities Commission has jurisdiction over this matter pursuant to
the provisions of ldaho Code $ 61-901 et seq., and the Application reasonably conforms to Rules
141 through 150 of the Commission's Rules of Procedures,IDAPA 31.01.01.141-150.
The method of issuance is proper.
The general purposes to which theproceeds will be put are lawful purposesunderthe
Public Utility Law of the State of Idaho and are compatible with the public interest. However, this
general approval ofthe general purposes to which the proceeds will be put is neither a finding of fact
nor a conclusion of law that any particular construction program of the Company which may be
benefited by the approval ofthis Application has been considered or approved bythis Order, and this
Order shall not be construed to that effect.
The issuance of an Order authorizing the proposed financing does not constitute
agency determination/approval of the type of financing or the related costs for ratemaking purposes,
which determination the Commission expressly reseryes until the appropriate proceeding.
All fees have been paid by Idatro Power in accordance with ldaho Code $ 6l-905.
ORDER
IT IS THEREFORE ORDERED that Idaho Power Company is granted authority to
make up to $450,000,000 aggregate principal amount at any one time outstanding of short-term
borrowings through November 30,2022, under the terms and conditions and for the purposes set
forth in the Company's Application and this Order. Idaho Power's borrowing authority under this
Order will replace Applicant's existing borrowing authority under the Current Order; at no time will
the authorized borrowing levels under the Current Order and this Order exceed $450,000,000
aggregate principal amount at any one time outstanding.
IT IS FURTHER ORDERED that this authorization will remain in place through
November 30,2022,provided that the Companymaintains at least a BBB- orhigher corporate credit
PROPOSED ORDER. 5
rating, as indicated by Standard & Poor's Ratings Services, and a Baa3 or higher long-term issuer
rating, as indicated by Moody's Investors' Service, Inc. If Idaho Power's rating falls below either
such rating ("Downgrade"), the Company's authority to incur short-term borrowings and issue
commercial paper as provided in this Order will not terminate, but instead such authority will
continue for a period of 364 days from the date of the Downgrade ("Continued Authorization
Period"), provided that Idaho Power:
(1) Promptly notifies the Commission in writing of the Downgrade; and
(2) Files a supplemental application with the Commission within seven (7) days
after the Downgrade, requesting a supplernental order ("Supplernental
Order") authorizing Idaho Power to continue to make short-term borrowings
and issue commercial paper as provided in the Commission's then
outstanding short-term borrowing order, notwithstanding the Downgrade.
Until Idaho Power receives the Suppleme'ntal Order, any short-term borrowings made
orcornmercial paperissuedbythe Companyduringthe Continued AuthorizationPeriodwill become
due or mature no later than the final date of the Continued Authorization Period.
Subject to the foregoing ordering paragraph relating to a Downgrade, no additional
authorization is required to carry out this transaction and no supplemental order will be issued.
IT IS FURTHER ORDERED that the Company must notifu the Commission in
writing if: (1) the Company will increase the credit limit beyond $300,000,000; or (2) the Company
will exercise either of the one-year extensions beyond November 2020. The Companymust provide
such notice to the Commission at least seven (7) days before the referenced event is to occur (or, if
the required information is then unavailable, as soon as thereafter as possible).
IT IS FURTHER ORDERED that Idaho Power file, as soon as available, final
exhibits as set forth in its Application.
IT IS FURTHER ORDERED that the foregoing authorization is without prejudice to
the regulatory authority of the Commission with respect to rates, utility capital structure, service
accounts, valuation, estimates for determination of cost or any other matter which may come before
this Commission pursuant to its jurisdiction and authority as provided by law.
IT IS FURTHER ORDERED that nothing in this Order and no provisions ofChapter
9, Title 61, Idaho Code, or any act or deed done or performed in connection with this Order shall be
PROPOSED ORDER - 6
construed to obligate the State of Idaho to pay or guarantee in any manner whatsoever any security
authorized, issued, assumed, or guaranteed under the provisions of Chapter 9, Title 6l Idalrc Code.
IT IS FURTHER ORDERED that issuance of this Order does not constitute
acceptance of the Company's exhibits or other material accompanying the Application for any
purpose other than the issuance of this Order.
THIS IS A FINAL ORDER. Any person interested in this Order (or in issues finally
decided by this Order) or in interlocutory Orders previously issued in this case may petition for
reconsideration within twenty-one (21) days of the service date of this Order with regard to any
matter decided in this Order or in interlocutory Orders previously issued in this case. Within seven
(7) days after any person has petitioned for reconsideration, any other person may cross petition for
reconsideration. See Idaho Code $ 6l-626.
DONE BY ORDER of the Idaho Public Utilities Commission at Boise, Idaho this
day of 2015.
PAUL zuELLANDER, President
KRISTINE RAPER, Commissioner
MARSHA H. SMITH, Commissioner
ATTEST:
Jean D. Jewell
Commission Secretary
PROPOSED ORDER - 7