20060314final_order_no_29999.pdf

Office of the Secretary
Service Date
March 14 2006
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF THE APPLICATION
OF P ACIFICORP FOR SHORT -TERM DEBT
AUTHORITY OF $1.5 BILLION
CASE NO. PAC-O6-
ORDER NO. 29999
On February 24, 2006, PacifiCorp filed an Application with the Idaho Public Utilities
Commission for an Order authorizing PacifiCorp to borrow not more than $1.5 billion aggregate
principal amount in short-term debt through April 30, 2011. If granted, the authority would
extend the short-term debt authority granted in Commission Order Nos. 27457, 28346, 28970
and 29374 that is set to expire on April 30, 2006. The other terms and conditions ofthe previous
debt authority would not be changed. The Commission, having fully considered the Application
attached exhibits, its files and records relating to this Application, and the applicable laws and
rules, grants the Application.
FINDINGS OF FACT
PacifiCorp was incorporated under Oregon law in August 1987 for the purpose of
facilitating a merger with Utah Power & Light Company, a Utah corporation, and changing the
state of incorporation of PacifiCorp from Maine to Oregon. PacifiCorp uses the assumed
business names of Pacific Power & Light Company and Utah Power & Light Company within
their respective service territories located in the states of California, Idaho, Oregon, Utah
Washington and Wyoming.
PacifiCorp proposes to enter into Agreements and Other Arrangements and to issue
Paper through April 30, 2011 on the terms and conditions specified in Order Nos. 27457, 28346
28970 and 29374. The type of issue (promissory notes, revolving credit, commercial paper) and
the terms of issue including interest rate will be determined at the date of issue. The short-term
debt may include (1) unsecured short-term promissory notes issued to and borrowings from U.
or foreign commercial banks (or their affiliates) under the following facilities: (a) not more than
$1.5 billion in aggregate principal amount outstanding at anyone time under one or more
revolving credit agreements (Agreements); and (b) not more than $1.5 billion in aggregate
principal amount outstanding at anyone time under other borrowing arrangements (Other
ORDER NO. 29999
Arrangements); and (2) commercial paper (Paper) issued in the u.s. or overseas in an aggregate
principal amount not to exceed $1.5 billion outstanding at anyone time; provided, further, that
the aggregate principal amounts outstanding under the Agreements, Other Arrangements and
Paper not exceed $1.5 billion at anyone time.
Proceeds from the short-term borrowings will be used for the improvement or
maintenance of service or facilities, construction purposes, acquisition of utility property, the
discharge or lawful refunding of obligations that were incurred for utility purposes, or the
reimbursement of PacifiCorp s treasury for funds used for the foregoing purposes; all of these
purposes as permitted under Idaho Code g 61-90 1.
PacifiCorp has paid the fees required by Idaho Code g 61-905.
CONCLUSIONS OF LAW
PacifiCorp is an electric corporation within the definition of Idaho Code g 61-119 and
is a public utility within the definition of Idaho Code g 61-129.
The Idaho Public Utilities Commission has jurisdiction over this matter pursuant to
the provisions of Idaho Code g 61-901 et seq.and the application reasonably conforms to Rules
141-150 of the Commission s Rules of Procedure (IDAPA 31.01.01.141-.150).
The method of issuance is proper.
The general purposes to which the proceeds will be put are lawful purposes under the
Public Utilities Laws of the State ofIdaho and are compatible with the public interest. However
this general approval of the 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 PacifiCorp
which may be benefited by the approval of this application has been considered or approved by
this 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 reserves until the appropriate
proceeding.
The Application should be approved.
ORDER NO. 29999
ORDER
IT IS THEREFORE ORDERED that PacifiCorp s Application for authority to:
(1) Issue unsecured short-term promissory notes to and borrow from U.S. or foreign
commercial banks (or their affiliates) under:
(a) not more than $1.5 billion in aggregate principal amount outstanding at
anyone time under one or more revolving credit agreements; and
(b) not more than $1.5 billion in aggregate principal amount outstanding at
anyone time under other borrowing arrangements; and
(2) Issue and sell its commercial paper in the U.S. or overseas in an aggregate
principal amount not to exceed $1.5 billion outstanding at anyone time; provided, further, that
the aggregate principal amounts outstanding under the Agreements, Other Arrangements and
Paper not exceed $1. 5 billion at anyone time, is granted.
IT IS FURTHER ORDERED that PacifiCorp is hereby authorized to issue the
Securities in the manner and for the purposes described in the Application with continuing
authority to refund, extend, renew or replace the same without further order of the Commission
provided that the fees, interest rates and expenses charged or incurred in connection with any
transactions entered into under the authority of this order, and any refunding, extension, renewal
or replacement thereof, are competitive with market prices for similar transactions.
IT IS FURTHER ORDERED that such authorization remains effective through April
, 2011 , so long as the Company maintains a BBB- or higher senior secured debt rating, as
indicated by Standard & Poor s Rating Services, and a Baa3 or higher senior secured debt rating,
as indicated by Moody s Investors ' Service , Inc.
IT IS FURTHER ORDERED that if PacifiCorp s senior secured debt ratings fall
below the investment grade levels referenced in the above ordering paragraph (Downgrade), the
authority granted to PacifiCorp as provided in this Order will not terminate, but instead such
authority will continue for a period of 180 days from the date of the Downgrade (Continued
Authorization Period), provided that PacifiCorp:
(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 supplemental order (Supplemental
Order) authorizing the Company to issue short-term debt as provided in
ORDER NO. 29999
this Order, notwithstanding the Downgrade. Until PacifiCorp receives the
Supplemental Order, any such short-term debt incurred or issued by
PacifiCorp during the Continued Authorization Period will become due or
mature no later than the final date of the Continued Authorization Period.
IT IS FURTHER ORDERED that regulatory treatment of any gross-up provisions
continue to be deferred until the situation occurs.
IT IS FURTHER ORDERED that this authorization is without prejudice to the
regulatory authority of this Commission with respect to rates, service, accounts, valuation
estimates, or determination of costs, or any other matter that 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 provision of Chapter
9, Title 61 , Idaho Code, or any act or deed done or performed in connection with this Order shall
be construed to obligate the State of Idaho to payor guarantee in any manner whatsoever any
security authorized, issued, assumed, or guaranteed under the provisions of Chapter 9, Title 61
Idaho Code.
IT IS FURTHER ORDERED that PacifiCorp shall file, as they become available, the
following:
a. The "Report of Securities Issued" required by 18 CFR g 34. 10;
b. Verified copies of any Agreement entered into pursuant to this order; and
c. An annual verified statement setting forth in reasonable detail the
disposition of the proceeds during each year of the Agreements.
IT IS FURTHER ORDERED that issuance of this Order does not constitute
acceptance of PacifiCorp 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 No. PAC-06-
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
No. P AC-06-1. Within seven (7) days after any person has petitioned for reconsideration, any
ORDER NO. 29999
other person may cross-petition for reconsideration in response to issues raised in the petition for
reconsideration. See Idaho Code g 61-626.
DONE by Order of the Idaho Public Utilities Commission at Boise, Idaho, this 1'I.
day of March 2006.
ATTEST:
~10Je D. Jewell
Commission Secretary
O:PAC-O6-01 ws
ORDER NO. 29999
Ju.
MARSHA H. SMITH, COMMISSIONER
ENNIS S. HANSEN, COMMISSIONER