990805_bp.doc

DECISION MEMORANDUM

TO: COMMISSIONER HANSEN
COMMISSIONER SMITH
COMMISSIONER KJELLANDER
MYRNA WALTERS
DON HOWELL
STEPHANIE MILLER
TONYA CLARK
RON LAW
TERRI CARLOCK
WORKING FILE

FROM:

DATE: August 5, 1999

RE: CASE NO. IPC-E-99-6; TRANSFER OF THE OWNERSHIP INTEREST OF APPLIED POWER CORPORATION AND IDACORP FINANCIAL SERVICES, INC. FROM IDAHO POWER COMPANY TO IDACORP, INC.

On July 22, 1999, the Idaho Power Company (Idaho Power; Company) filed an Application for the transfer of its ownership interest in Applied Power Corporation (APC) and Idacorp Financial Services, Inc. to Idacorp, Inc.
According to the Company’s Application, APC, a Washington Corporation, designs, supplies and distributes photovoltaic systems and also provides solar electric products and systems for industries, contractors, utilities, government and dealers and distributors of solar products.
APC does not provide any services to Idaho Power, the Company states, nor does it own or lease from Idaho Power any utility operating property. APC does not rent office space from Idaho Power.
The Company acknowledges that it does provide administrative and recordkeeping functions to APC for the employees’ savings plan and related programs; advice and assistance in the preparation of and responses to income tax audits, and; legal advice and assistance concerning the review and preparation of certain contracts and agreements.
The Application states that Idacorp’s Financial Services, Inc. (IFS), which has its corporate headquarters in Boise, is engaged in investing in affordable housing programs which provide returns by reducing federal income taxes through the creation of tax credits and tax depreciation benefits through the low-income housing investment tax credit enacted by Congress with the Tax Reform Act of 1986. At the end of 1998, Idaho Power states, IFS was participating in 12 such housing projects.
Idaho Power contends that IFS does not provide any services to the Company nor does it own or lease from Idaho Power any utility operating property. IFS does not rent any office space from Idaho Power.
Idaho Power acknowledges that it provides information systems technical support to IFS; payroll support, administrative and recordkeeping functions for participation in the pension plan, the employees’ savings plan, and the medical/dental benefit plans; advice and assistance in the preparation of and responses to income tax audits; legal advice and assistance concerning the review and preparation of certain contracts and agreements.
According to the Application, Idacorp, Inc. is a holding Company that is the parent of Idaho Power as authorized by Commission Order No. 27348 issued in Case No. IPC-E-97-11. Idaho Power proposes that the transfer of ownership interest in APC and IFS from Idaho Power to Idacorp, Inc. will be accomplished through the transfer of the stock in those two entities from Idaho Power to Idacorp, Inc. The transfer, the Company states, will be a non-taxable event and there will be no transfer of any utility operating properties because APC and IFS do not own or control such properties.
Idaho Power requests that the Commission approve the foregoing transfer of ownership interest in APC and IFS effective October 1, 1999, and that the Commission conduct this case under Modified Procedure pursuant to Rule 201 of the Commission’s Rules of Procedure, IDAPA 31.01.01.201.
Staff recommends modified procedure.
Commission Decision
Does the Commission wish to handle this case under modified procedure?

Brad Purdy
vld:M:IPC-E-99-6_bp

DECISION MEMORANDUM 1