20170511Annual Report of Securities Transaction.pdf

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May 10,2017
State of ldatro
Idatro Public Utilities Commission
Statehouse
Boise ID 83720 kvut'/i- ll-o >-
Art('u-i€-oIAffention: Diane Holt, Secretary
RE: Filing requirements under OrderNo. 32381 and Order No. 33401
Enclosed herewith please find a copy of the Annual Repon of Sectrities Transactions for
calendar year 2016 as filed with the Washingon Utilities Transportation Commission.
Please contact Jason Lang at (5Og) 495--2930 if you have any questions.
Sincerely,
e?
Patrice K. Gorton
Dirrector of Finance and Assistant Treasurer
Enclosure initial
2016 ANNUAL REPORT OF SECURITTES TRANSACTTONS
TO THE
WASHINGTON UTILITIES AND TRANSPORTATION COMMIS SION
This report sets fonh the information required by WAC 480-90/100-262 for the securities
transactions of Avista Corporation (*Avista" or "Company") during calendar year 2016.
SECURITTES ISSUED:
Issuence of Short-Term Debt
On April l8,20l4,the Company arnended the $400.0 million committed line of credit
agrcement with various bmks. The committed line of credit was originally entered into on
February I l, 2011 and amended on December L4,201l. Amendments to the commified line
of credit included an extension of the expiration date to April 18,2019 from February 10,
2017. The amendment also provided the Company the option to request an extension of the
committed line of credit for an additional one or two years beyond April 18, 2019.
On April 14, 2016, the Company requested that the expiration date be extended two yeaxs to
April 18, 2021. All lenders to the committed line of credit agreed to extend the expiration
date. The committed line of credit will expire on April 18, 2021. We incurred $30,765 of
legal fees associated with the extension of the expiration date of the committed line of credit.
InAugust 2016, the Company entered into a short-term loan agreement, with a variable
int€rest rate, with a commercial bank in the amount of $70 million with a maturity date of
December 30, 2016. The proceeds were used to repay a portion of the $90 million of first
mortgage bonds that matured in August 2016. We repaid this term loan in its entirety in
December 2016. We incuned $95,745.98 of legal fees associated with this ternr loan and
paid $289372 of interest expense assoeiated with the term loan.
The following table is a summary of borrowings under the Company's $400 million credit
facility and the $70 million term-loan agreement for the l2 months ended |2/3UZA1,f..T\e
proceeds were used for daily workiag capital purposes, goneral corporate pulposes, and ottrcr
purpCIses allowed by RCW 80.08.040. There were direct fees or expenses paid in corunection
with the issuance of short-term debt during 20l6,they were as follows:
Weighted average
borrowings
Weighted
average rate
fnterest Paid Facility
Fees
2016 Short-term
borrowlnes
$16r l36Yo $2,157,355 $d00-275
Issuance of Lons-Term Debt
In December 2016, the Company issued $175.0 million of 3.54percent First Mortgage Bonds
due in 2051.
Use of Proceeds
The total net proceeds, detailed in Table I below, from the sale of the new bonds were used
to pay down short term borrowings, general corporate purposes, and other purposss allowed
by RCW 80.08.030.
Level otExpenses
Additional details and documentation related to the long+erm debt issuance were previously
filed on December 23,2016.
Issuances of Common Stock
Periodic Offering Program (POP)
In March 2016, we entered into four separate sales agcncy agreements under which the
Company's sales agents may offer and sell up to 3.8 million new shares of the Company's
common stock from time to time. Through the POP &om January 1,2016 through December
31, 2016 the Company issued $1.6 million shares. There were $1,018,346.36 of sales agent
fees, accounting fees, filing fees, registration fees and legal expenses related to the POP in
2016. The following is the detail.
Shares Price
Gross
Proceeds
Sales Agent
Fees
Legal, Accounting
Net and Other Fees Total Proceeds
r.645.000 s40.881 $66.285.403 $652,854 $355,492 $6s26',1.0s7
rAverage price of shares issued through the POP in 2016.
The total net proceeds of $65.3 million under the plan were used to pay down short term
borrowings, general corporate purposes, and other puposes allowed by RCW 80.08.030.
Long Term Incentive Pmgram (6LTIP') and Employee Stock Orrnership Plan (",101(K) Plan')
Through the LTIP and aOl(K) PIan from January l, 2016 through December 31, 2016 the
Company awarded or issued shares. The fotlowing is the detail.
Grosr Proceeds $175,000,000 r00.0%
Arrangement Fees (770,000)(0.4)
Proceeds Poyable to Applicant 174,230,000 99.6
Interest Rrte Swaps (53,867,043)(30.8)
Other Issurnce/Technical Services Expenses (369,249)(0.2)
Net Proceeds 119,993r07 6t.60/"
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Shares Price+Proceedst
230.283 $7.34 $1.689.510
* The price and proceeds include shares awarded at a $0.00 and other performance shares approved
under the Company's LTIP,
There were $l 1,245.89 of filing fees and accounting fees related to the LTIP in 2016.
The total net proceeds of $1.7 million under the plan were used for general corporate
purposes and other purposes allowed by RCW 80.08.030
Schedple of securities retired. refunded. repurchased. or otherrise.removed
During 20l6,the Company had the following maturities:
Maturity llate Principal Amount Coupon Issued Date
Rete
8-14-2016 $90,000,000 0.84olo 8-14-2013
l2-30-2016 $70,000,000* Variable 8-10-2016
Totel Maturities $160,0001000
* The proceeds from ths term loan were used to repay a portion of the $90 million of first
mortgage bonds that malured in August 2016
Schednle of securities schedFled to mafure in the calendarvear of 20lZ
The Company has no maturities scheduled in 2017.