20210407Final_Order_No_34995.pdf

ORDER NO. 34995 1
Office of the Secretary
Service Date
April 7, 2021
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

IN THE MATTER OF THE APPLICATION
OF AVISTA CORPORATION FOR AN
ORDER AUTHORIZING A CREDIT
FACILITY NOT TO EXCEED $500,000,000
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CASE NO. AVU-U-21-01

ORDER NO. 34995

On March 10, 2021, Avista Corporation (“Avista”) applied for authority to amend,
and restate, or replace its current credit facility (“Credit Facility”) up to $500,000,000 in total.
Application at 1.
Based on our review of the record, we issue this Order approving the Application as
noted below.
THE APPLICATION
Avista is a Washington corporation that is qualified to do business in the State of Idaho.
It is a public utility that provides electric and natural gas service to customers in northern Idaho,
eastern Washington, and central and southwest Oregon.
In the Application, Avista asks the Commission to authorize it to amend, amend and
restate, or replace its current Credit Facility with the proposed Credit Facility that Avista may
borrow an aggregated principal amount up to $500,000,000 in total at any time. Avista represents
the term of the Credit Facility will be for an initial term of 5 years with an option to extend the
initial term for up to 2 years. Id. Avista represents the Credit Facility may be secured and will
replace Avista’s current Credit Facility. Id.
The Company represents the Credit Facility may include issuance of secured or
unsecured bonds, notes, or other indebtedness. The Company proposes that any guarantee of
indebtedness may be refunded, renewed, or replaced within the authorized time frame. The
Commission received the appropriate filing fee on March 15, 2021. The requested authority will
replace the current facilities authorized in Order No. 34604 (Case No. AVU-U-20-01) set to expire
in 2026.
Avista indicates the proceeds will be used for one or more of the following purposes:
(a) the Company's acquisition, construction, completion, extension, or improvement of facilities;
(b) the improvement or maintenance of service; (c) retirement or exchange of one or more
ORDER NO. 34995 2
outstanding stock, bond, or note issuances; (d) reimbursement to treasury for funds previously
expended; and (e) for such purposes as may be permitted by law.
The estimated fees and borrowing spreads will be based on the Company's current
senior secured debt rating and current market information. Avista’s current senior secured debt
ratings are A- by Standard & Poors and A3 by Moody’s. This places Avista in Pricing Level III
where the facility fee would be 0.125%. Avista will only enter transactions where fees, interest
rates, and expenses charged or incurred by Avista in connection with the transactions, and any
refunding, extensions, renewals, or replacements are competitive with market prices for similar
transactions. The Company's Application is consistent with the previously authorized notification
and filing process if a rating falls below investment grade.
The Company also requests authority to issue, refund, extend, renew, or replace
indebtedness under the Credit Facility without further Commission approval. The issuance would
allow the Company greater flexibility to manage its daily cash funds and reduce borrowing costs,
thereby permitting the Company to better manage its debt and capital in a more efficient and cost-
effective manner.
STAFF RECOMMENDATIONS
Staff recommends approval of the proposed Credit Facility up to $500,000,000 in total.
Staff also recommends the authority be for 5 years with an option to extend the term for up to 2
years be allowed. If the extension is exercised, Staff recommends the Company be required to file
an informational letter notifying the Commission of any extensions under this authority. In
addition, Staff recommends that the authority under this initial approval be continuing (without
further order required) for the 5-year term plus any extensions, provided Avista maintains senior
secured debt ratings that are investment grade, BBB-/Baa3 or Pricing level V. The terms of this
current authority are consistent with these recommendations and are acceptable to the Company.
FINDINGS OF FACT AND CONCLUSIONS OF LAW
The Commission finds that Avista is a Washington corporation that is qualified to do
business in Idaho. The Company is a public utility engaged in the generation, purchase,
transmission, distribution and sale of electric energy and the purchase, distribution, and sale of
natural gas. The Company is a gas corporation within the definition of Idaho Code § 61-117, an
electric corporation within the definition of Idaho Code § 61-119, and a public utility within the
ORDER NO. 34995 3
definition of Idaho Code § 61-129. The Commission has jurisdiction over this Application under
Idaho Code § 61-901, et seq.
Avista’s Application reasonably conforms to Rules 141 through 150 of the
Commission’s Rules of Procedure (IDAPA 31.01.01.141-150), and Avista has paid all fees
required by Idaho Code § 61-905.
The proposed issuance is for a lawful purpose, is within Avista’s corporate powers, and
is compatible with the public interest.
The Commission’s approval of the issuance is not a finding of fact or a conclusion of
law that the particular use to which these funds are to be put is approved by this Order. The
issuance of an Order authorizing the proposed issuance does not constitute agency determination
or approval of the type of financing or the related costs for ratemaking purposes. The Commission
does not have before it for determination in this case and therefore does not determine the effect
of issuance on rates to be charged by Avista for gas or electric service to consumers in the State of
Idaho.
O R D E R
IT IS HEREBY ORDERED that Avista’s Application for authority to enter one or more
debt Credit Facilities of up to $500,000,000 with a term of up to 5 years subject to extensions not
to exceed 2 years, is granted.
IT IS FURTHER ORDERED that Avista shall promptly notify the Commission in
writing if it exercises any of the extensions referenced above.
IT IS FURTHER ORDERED that this authorization will remain in place for 5 years
from the date of execution of the credit agreement, plus any extensions exercised up to two more
years, provided that the Company maintains at least Pricing Level V as indicated in the
Application. If Avista’s senior secured debt rating falls below either rating (“Downgrade”), the
Company's authority to incur borrowings provided in this Order will not terminate, but instead will
continue for a period of 364 days from the date of the Downgrade (the “Continued Authorization
Period”), provided that Avista: (1) Promptly notifies the Commission in writing of the Downgrade;
and (2) Files an application with the Commission within 14 days after the Downgrade requesting
a supplemental Order (the "Supplemental Order") authorizing the Company to continue to make
borrowings as provided in the Order, notwithstanding the Downgrade. Until the Company receives
the Supplemental Order, any borrowings made by the Company during the Continued
ORDER NO. 34995 4
Authorization Period will become due or mature by the final date of the Continued Authorization
Period. Subject to the foregoing provisions regarding a Downgrade, no additional authorization is
required to carry out this transaction and no additional Order will be issued.
IT IS FURTHER ORDERED that Avista shall file the terms of the proposed issuance(s)
of securities in connection with the Credit Facility, and any subsequent changes to the terms with
Staff upon issuance. This informational filing should be made seven days, or as soon as possible,
after the closing of the Credit Facility.
IT IS FURTHER ORDERED that Avista shall file the following as they come
available: (1) The “Report of Securities Issued”; and (2) Verified copies of any credit agreement
entered pursuant to this Order.
IT IS FURTHER ORDERED that this authorization is without prejudice to the
Commission's regulatory authority regarding rates, utility capital structure, service accounts,
valuation estimates for determination of costs or any other matter which may come before the
Commission pursuant to its jurisdiction as provided by law.
IT IS FURTHER ORDERED that nothing in this Order or any act or deed performed
in connection with this Order 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 this
Order.
IT IS FURTHER ORDERED that issuing this Order does not constitute acceptance of
Avista’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. 34995 5
DONE by Order of the Idaho Public Utilities Commission at Boise, Idaho this 7th day
of April 2021.

PAUL KJELLANDER, PRESIDENT

KRISTINE RAPER, COMMISSIONER

ERIC ANDERSON, COMMISSIONER
ATTEST:

Jan Noriyuki
Commission Secretary

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