20221228Application.pdf

December 28, 2022
Ms. Jan Noriyuki
Commission Secretary
Idaho Public Utilities Commission
P.O. Box 83720
Boise, ID 83720-0074
RE: Case No. INT-G-22-09
Dear Ms. Noriyuki:
Attached for consideration by this Commission is an electronic submission of Intermountain Gas
Company’s Application for Authority to Issue Short-Term Securities. The Application requires an
IPUC Issuance Fee in the amount of $1,000. That check will be hand-delivered under separate
cover.
If you should have any questions regarding the attached, please don’t hesitate to contact me at (208)
377-6041.
Sincerely,
Jacob Darrington
Manager, Regulatory Affairs
Intermountain Gas Company
Enclosure
cc: Mark Chiles
Preston Carter
RECEIVED
Wednesday, December 28, 2022 9:44:53 AM
IDAHO PUBLIC
UTILITIES COMMISSION

INTERMOUNTAIN GAS COMPANY
CASE NO. INT-G-22-09

APPLICATION
AND
EXHIBITS

In the Matter of the Application of INTERMOUNTAIN GAS COMPANY
for Authority to Issue Short-Term Securities

APPLICATION - 1
Preston N. Carter, ISB No. 8462
Givens Pursley LLP
601 W. Bannock St.
Boise, ID 83702
Telephone: [phone]

Attorney for Intermountain Gas Company

BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

In the Matter of the Application of
INTERMOUNTAIN GAS COMPANY
for Authority to Issue Short-Term
Securities
Case No. INT-G-22-09
APPLICATION

Intermountain Gas Company ("Intermountain" or “Company”), a subsidiary of MDU
Resources Group, Inc. with general offices located at 555 South Cole Road, Boise, Idaho, pursuant
to the applicable statutes, including Idaho Code Sections 61-901, 61-902, 61-903 and 61-905, and the
Rules and Regulations of the Idaho Public Utilities Commission (“Commission”), requests authority
to issue up to One Hundred Fifty Million ($150,000,000) in short-term securities not to exceed a
period of 364 days. The issuance would occur during the month of January 2023.
Communications in reference to this Application should be addressed to:

Lori A. Blattner
Director – Regulatory Affairs
Intermountain Gas Company
Post Office Box 7608
Boise, ID 83707
[e-mail]

and
Preston N. Carter
Givens Pursley LLP
601 W. Bannock St.
Boise, ID 83702
[e-mail]
[e-mail]

In support of this Application, Intermountain alleges and states as follows:

APPLICATION - 2
I. INTRODUCTION
Intermountain is a gas utility, subject to the jurisdiction of the Idaho Public Utilities
Commission, engaged in the sale of and distribution of natural gas within the State of Idaho under
authority of Commission Certificate No. 219 issued December 2, 1955, as amended and
supplemented by Order No. 6564, dated October 3, 1962.
Intermountain provides natural gas service to the following Idaho communities and counties
and adjoining areas:
Ada County - Boise, Eagle, Garden City, Kuna, Meridian, and Star;
Bannock County - Arimo, Chubbuck, Inkom, Lava Hot Springs, McCammon, and Pocatello;
Bear Lake County - Georgetown and Montpelier;
Bingham County - Aberdeen, Basalt, Blackfoot, Firth, Fort Hall, Moreland/Riverside, and Shelley;
Blaine County - Bellevue, Hailey, Ketchum, and Sun Valley;
Bonneville County - Ammon, Idaho Falls, Iona, and Ucon;
Canyon County - Caldwell, Greenleaf, Middleton, Nampa, Parma, and Wilder;
Caribou County - Bancroft, Grace, and Soda Springs;
Cassia County - Burley, Declo, Malta, and Raft River;
Elmore County - Glenns Ferry, Hammett, and Mountain Home;
Fremont County - Parker and St. Anthony;
Gem County - Emmett;
Gooding County –Gooding and Wendell;
Jefferson County - Lewisville, Menan, Rigby, and Ririe;
Jerome County - Jerome;
Lincoln County - Shoshone;
Madison County - Rexburg and Sugar City;
Minidoka County - Heyburn, Paul, and Rupert;
Owyhee County - Bruneau and Homedale;
Payette County - Fruitland, New Plymouth, and Payette;
Power County - American Falls;
Twin Falls County - Buhl, Filer, Hansen, Kimberly, Murtaugh, and Twin Falls;
Washington County - Weiser.

Intermountain's properties in these locations consist of transmission pipelines, liquefied
natural gas storage facilities, compressor stations, distribution mains, services, meters and regulators,
and general plant and equipment.
II. DESCRIPTION OF SECURITIES
As a result of an unprecedented increase in natural gas costs during December 2022 that are
forecast to continue into January 2023, Intermountain must secure additional short-term debt to cover
natural gas costs that will be payable in January and February 2023. Although the securities to be
issued will be for a term of less than twelve (12) months after the date of issuance, the securities will

APPLICATION - 3
be in excess of five per cent (5%) of the value of other securities Intermountain has outstanding.
Applicant seeks authority from this Commission to issue short-term securities of up to One Hundred
Fifty Million Dollars ($150,000,000) not to exceed a period of 364 days.
The Board of Directors of Intermountain has duly authorized the short-term securities
issuance. A copy of the Resolution is attached hereto as Exhibit No. 1 and is incorporated by
reference.
The estimated terms and conditions of the short-term securities issuance are incorporated by
reference.
Summary of Terms and Conditions for Short-Term Securities
Borrower: Intermountain Gas Company
Lender: A syndicate of financial institutions.
Principal Amount: Up to $150,000,000 of short-term loans.
Interest Rates: At the Borrower’s option, the loans will bear interest at a rate
equal to (i) SOFR plus the Applicable Margin yet to be
determined, or (ii) the prime rate.
Date of Issuance: January 2023
Maturity: Up to 364 days
Voting Privileges: None
Call or Redemption
Provisions: Not Applicable

Sinking Funds or Other
Provisions for Securing
Payment: None

Security: None
Use of Proceeds: If approved, the short-term loans will be used for payment of
gas costs by Intermountain.
Fees: Borrower will incur a one-time administrative fee and an up-
front fee yet to be determined.

APPLICATION - 4
Other Requirements: Costs associated with this transaction are to be paid by
Intermountain as noted in the above delineation of “Fees.”
III. STATEMENT OF INFORMATION REQUIRED BY RULE 141.03
The short-term securities will be issued to a syndicate of financial institutions. The net
proceeds are up to One Hundred Fifty Million Dollars ($150,000,000). Intermountain will incur a
one-time administration fee and up-front fee of a yet to be determined amount.
IV. STATEMENT OF PURPOSE
Based on this Commission’s authorization, the short-term securities will be used for
payment of gas costs by Intermountain.
V. STATEMENT OF EXPLANATION
This use is consistent with the public interest and necessary, appropriate, and consistent with
the proper and legally mandated performance to the public by Intermountain as a public utility.
VI. FINANCIAL STATEMENT
Intermountain’s Statement of Capitalization as of September 30, 2022, showing all
authorized and outstanding classes of securities, is as follows:

September 30, 2022

Actual
Amount
Outstandin
($000’s) Ratio
Common Stock &
Surplus
$ 186,386 44.3%
Long Term Debt 234,504 55.7%
Total Capitalization $ 420,890 100.0%

VII. PROPOSED ORDER
A proposed Order granting this Application is attached as Exhibit No. 2 and is incorporated
by reference.

APPLICATION - 5
VIII. STATEMENT OF PUBLIC NOTICE
Notice of the application will be published within seven days of the filing date of this
Application in The Idaho Business Review, The Idaho State Journal, The Idaho Statesman, The Post
Register, and The Times News pursuant to Rule 141.08 of the Commission’s Rules of Procedure.
IX. VERIFIED REPORT
A copy of the verified report for the above referenced short-term securities issuance showing
the amount realized including the itemized costs and expenses incurred in connection with this
transaction will be submitted under separate cover after issuance and is to be treated as confidential
pursuant to the Commission’s Rules of Procedure IDAPA 31.01.01.067 and 31.01.01.233, together
with Idaho Code §§ 74-104, 106, 107, and 48-801 et seq.
X. COMMISSION FEE
The fee required by Section 61-905 of the Idaho Code, was determined as follows:
First $ 100,000 at $1.00 per $1,000 = $ 100
Next 900,000 at $0.25 per $1,000 = 225
Remaining 149,000,000 at $0.10 per $1,000 = 14,900
$ 150,000,000 = $ 15,225

As this amount is larger than the $1,000 maximum fee set forth in Section 61-905 of the Idaho
Code, a check for $1,000 will be hand-delivered to the Commission.
XI. MODIFIED PROCEDURE
Intermountain requests that this matter be handled under modified procedure pursuant to
Rules 201-204 of the Commission's Rules of Procedure. Intermountain stands ready for an immediate
hearing of this Application if such is determined necessary by this Commission.
XII. REQUEST FOR RELIEF
Intermountain respectfully petitions the Idaho Public Utilities Commission as follows:
1) That this Application be processed without hearing pursuant to the Rules and
Regulations of this Commission and acted upon at the earliest possible date;
2) That this Commission approve and authorize the issuance of up to One Hundred Fifty
Million Dollars ($150,000,000) in short-term securities not to exceed a period of 364 days;

APPLICATION - 6
3) That this Commission allow Intermountain to manage the short-term securities
pursuant to the order issued in this matter, with Intermountain making quarterly reports to this
Commission setting forth the date of issuance, principal amount, interest rate, date of maturity and
identity of payee for all promissory notes issued during such quarter; and
4) For such other relief as this Commission may determine is just and proper.

DATED: December 28, 2022.

INTERMOUNTAIN GAS COMPANY GIVENS PURSLEY LLP

By

By
Lori A. Blattne Preston N. Carte
Director – Re ulator Affairs Attorne for Intermountain Gas Compan

EXHIBIT NO. 1

CASE NO. INT-G-22-09
INTERMOUNTAIN GAS COMPANY

BOARD RESOLUTION
(2 pages)
CERTIFICATE
I, Allison Waldon, hereby certify that I am the duly elected and qualified Assistant
Secretary of Intermountain Gas Company, an Idaho corporation; that the following is a true and
correct copy of resolutions adopted by Written Consent of the Board of Directors dated December
22, 2022; and that said resolutions have not been modified or amended and are presently in full
force and effect:
WHEREAS, the Board of Directors of Intermountain Gas Company (the
“Company”) has determined that it is desirable for the Company to into a Term Loan Agreement (the “Agreement”), by and among the Company, and one or more financial institutions from time to time that may be party to the Agreement (together with their successors and assigns, the “Banks”), whereby the Banks would make a term loan (the
“Loan”) to the Company in an aggregate principal amount of up to $150,000,000 for
a term not to exceed 364 days; NOW, THEREFORE, BE IT RESOLVED, that the Chair of the Board, Chief Executive Officer, President, any Vice President, General Counsel, Treasurer, or any
other officer who performs a policy-making function (such as administration,
operations, accounting, or finance) of the Company (the “Authorized Officers”) be, and each of them hereby is, authorized to (i) negotiate, execute and deliver the Agreement, with such terms and provisions as the Authorized Officer executing the Agreement on behalf of the Company shall deem proper, and (ii) in connection with
such Agreement execute and deliver the Note or Notes (as defined in the Agreement)
in the aggregate principal amount up to $150,000,000 payable to the order of the Banks, with such terms as the Authorized Officers executing the same shall deem proper, such execution by the Authorized Officers of the Notes to be conclusive evidence of the Authorized Officer’s authority granted herein and the approval thereof
by the Board of Directors;
FURTHER RESOLVED, that each and every officer of the Company be, and hereby is, authorized and empowered, in the name and on behalf of the Company from time to time, to take such actions and to execute and deliver such
agreements, certificates, instruments, notices and documents as may be required or
as such officer may deem necessary, advisable, or proper in order to carry out and perform the obligations of the Company under the Agreement and other agreements executed by the Company pursuant to these resolutions; and all such actions to be performed in such manner, and all such agreements, certificates, instruments,
notices, and documents to be executed and delivered in such form as the officer
performing or executing the same shall approve, the performance or execution thereof by such officer to be evidence that such officer deems all of the terms and provisions thereof to be proper; and

FURTHER RESOLVED, that all lawful actions previously taken in good
faith by any officer of the Company in anticipation of, or in connection with, the
foregoing are hereby approved, ratified and confirmed in all respects as if such actions had been presented to the Board of Directors for its approval prior to such actions being taken.

IN WITNESS WHEREOF, I have hereunto set my hand on December 27, 2022.

Allison Waldon, Assistant Secretary

EXHIBIT NO. 2

CASE NO. INT-G-22-09
INTERMOUNTAIN GAS COMPANY

IDAHO PUBLIC UTILITIES COMMISSION
PROPOSED ORDER
(3 pages)

ORDER NO. ________________ PAGE 1

PROPOSED ORDER OF APPLICANT

BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

In the Matter of the Application of
INTERMOUNTAIN GAS COMPANY
for Authority to Issue Short-Term
Securities
Case No. INT-G-22-09

ORDER NO.

On December 28, 2022, Intermountain Gas Company (the “Company”), a subsidiary of MDU
Resources Group, Inc., applied to the Commission under Idaho Code §§ 61-901, et seq. for authority
to issue up to One Hundred Fifty Million ($150,000,000) in short-term securities not to exceed a
period of 364 days. Having fully considered the Application, the Commission enters this Order
granting it as follows.
THE APPLICATION
The Company asks for authority to issue up to One Hundred Fifty Million ($150,000,000) in
short-term securities not to exceed a period of 364 days. The interest rate will either be based on
SOFR plus an applicable margin yet to be determined or the prime rate. The Company says it will use
the funds for payment of gas costs.
The Company anticipates a one-time administrative fee and an up-front fee yet to be
determined will be necessary to complete the transaction.
COMMISSION FINDINGS AND DECISION
The Company is an Idaho corporation with its office and principal place of business in Boise,
Idaho. It is a natural gas public utility that owns and operates transmission pipelines, liquefied natural
gas storage facilities, compressor stations, distribution mains, services, meters and regulators, and
general plant and equipment. It is a gas corporation and public utility as defined in Idaho Code §§
61-117 and 61-129.
The Commission has jurisdiction over the Application under Idaho Code § 61-901, et seq.
We find that the proposed transaction is in the public interest and a formal hearing on this matter is
not required. We further find that the proposed transaction is for a lawful purpose and is within the
Company’s corporate powers, that the Application reasonably conforms to Rules 141 through 150 of

ORDER NO. ________________ PAGE 2
the Commission’s Rules of Procedure, IDAPA 31.01.01-141-150, and that the Company has paid all
fees due under Idaho Code § 61-905. Accordingly, we find that the Application should be approved,
and the proposed financing should be allowed.
The Commission’s Order approving the proposed financing and the general purposes to which
the proceeds may be put is not a determination that the Commission approves of the particular use to
which these funds will be put. This Order also is not a Commission determination or approval of the
type of financing or the related costs for ratemaking purposes.
ORDER
IT IS HEREBY ORDERED that the Company’s Application for authority to issue up to One
Hundred Fifty Million ($150,000,000) in short-term securities not to exceed a period of 364 days is
granted.
IT IS FURTHER ORDERED that the Company must continue to file quarterly reports with
the Commission setting forth the date of issuance, principal amount, interest rate, date of maturity and
identity of payee for all promissory notes issued during the quarter. The Company must continue to
file its capitalization ratios with the quarterly reports.
IT IS FURTHER ORDERED that the foregoing authorization is without prejudice to the
regulatory authority of this Commission with respect to rates, utility capital structure, service,
accounts, valuation, estimates or 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 of Chapter 9, Title
61, Idaho Code, or any act or deed done or performed in connection therewith shall be 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 61, Idaho 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 may petition for
reconsideration within twenty-one (21) days of the service date of this Order. Within seven (7) days
after any person has petitioned for reconsideration, any other person may cross-petition for
reconsideration. See Idaho Code § 61-626.

ORDER NO. ________________ PAGE 3
DONE by Order of the Idaho Public Utilities Commission at Boise, Idaho this ________
day of ________________ 2023.

__________________________________
PRESIDENT

__________________________________
COMMISSIONER

__________________________________
COMMISSIONER

ATTEST:

____________________________________
SECRETARY