20230725Final_Order_No_35862.pdf

ORDER NO. 35862 1

Office of the Secretary
Service Date
July 25, 2023
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

IN THE MATTER OF AVISTA
CORPORATION’S APPLICATION FOR
AUTHORITY TO ISSUE UP TO 4,000,000
SHARES OF COMMON STOCK
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CASE NO. AVU-U-23-02

ORDER NO. 35862

On June 30, 2023, Avista Corporation (“Avista” or “Company”) applied to the Idaho Public
Utilities Commission (“Commission”) under Idaho Code §§ 61-901, et seq., for authority to issue
and sell up to 4,000,000 shares of common stock. Application at 1. Pursuant to Idaho Code § 61-
904, the Commission has 30 days from the filing date to issue an order. After reviewing the record,
the Commission approves the Application as discussed below.
BACKGROUND
Idaho Code §§ 61-901, et seq. govern the issuance of securities by public utilities. In sum,
“when authorized by order of the commission and not otherwise, [public utilities] may issue stocks
and stock certificates and may issue, assume or guarantee bonds or other securities payable at
periods of more than twelve (12) months after the date thereof . . .”. Idaho Code § 61-901. The
statutes permit utilities to issue securities for the following purposes: acquiring property; building,
completing, extending, or improving utility facilities; improving or maintaining utility service;
discharging or lawfully refunding utility obligations; reimbursing money that the utility has
expended to accomplish these purposes from income or other money in the treasury that is not
secured by or obtained from the issue, assumption or guarantee of securities; and accomplishing
any other Commission-approved purpose. Idaho Code § 61-901.
To obtain the Commission’s order, the utility must apply and pay a statutory fee. Idaho
Code §§ 61-902 and -905. The Commission then must dispose of the application within 30 days,
absent an earlier finding of good cause to issue a later order. Idaho Code § 61-904. The
Commission must grant the application unless it finds the proposed issuance would be: (1)
inconsistent with the public interest; (2) unnecessary, inappropriate for, or inconsistent with the
applicant’s proper performance of its service as a public utility; or (3) for an impermissible
purpose. Idaho Code § 61-902.
ORDER NO. 35862 2
If the utility obtains the Commission’s authorization to issue securities, then the utility may
issue the authorized securities for the limited purposes expressed in the statute or allowed by the
Commission’s order. Idaho Code § 61-901.
APPLICATION
The Company asked the Commission to authorize it to issue and sell up to 4,000,000 shares
of authorized but unissued common stock. Application at 1. The requested authorization would be
in addition to the authorities in Order No. 35373, Case No. AVU-U-22-01, entered April 19, 2022.
The Company represented the securities will be used to improve service and system reliability
through utility plan investments; replace aging infrastructure; acquire property; construction
projects at its utilities facilities; retire long-term debt; repayment of short-term debt;
“reimbursement of moneys actually expended from income or from other moneys in the”
Applicant’s treasury for the above reasons, and other purposes as may be permitted by law.
Application at 4.
COMMISSION STAFF REVIEW AND RECOMMENDATION
The Commission Staff (“Staff”) reviewed the Application, the requested authority, the
requirements of Idaho Code §§ 61-901, et seq., and Rule 141 of the Commission’s Rules of
Procedure. Staff recommended the Commission approve the Company’s request. At the time of its
Application and drafting of Staff’s Decision Memorandum for the July 11, 2023, Decision
Meeting, the Commission had not yet received the fees required by Idaho Code § 61-905. The
Commission received the required fees on July 10, 2023. Staff noted that the requested authority
is in addition to Commission Order No. 35373, issued on April 18, 2022 (authorizing the Company
to issue and sell up to 3,500,000 shares of previously unissued common stock).1 Staff confirmed
the Company has enough authorized but unissued shares of common stock to meet the Company’s
request for both Order No. 35373 and the present Application. Staff also confirmed that the
proposed issuance would not dramatically change the Company’s debt-to-equity ratio. Staff
recommended the Company be authorized to issue and sell up to 4,000,000 shares of common
stock after the required fees were received.

1 Staff confirmed that 844,787 shares remain unissued that were previously authorized to be issued by Order No.
35373.
ORDER NO. 35862 3
FINDINGS AND DISCUSSION
The Company is a Washington corporation 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 natural gas. The Company is an electric corporation within the definition of
Idaho Code § 61-119, a gas corporation within the definition of Idaho Code § 61-117, and a public
utility within the definition of Idaho Code § 61-129. The Commission has jurisdiction over the
Application under Idaho Code §§ 61-901, et seq.
After reviewing the Application and all submitted material, we approve the proposed
issuance. We find that the proposed issuance is for a lawful purpose and is within the Company’s
corporate powers, that the Application conforms to Rules 141 through 150 of the Commission’s
Rules of Procedure, and that the Company has paid all fees due under Idaho Code § 61-905.
The Commission’s Order approving the issuance is not a finding of fact or a conclusion of
law that the particular use to which these funds will be put is approved by this Order. This Order
does not constitute agency determination or approval of the type of financing or the related costs
for ratemaking purposes. The Commission does not determine the effect of the issuance on rates
to be charged by the Company for gas or electric service to consumers in Idaho.
O R D E R
IT IS HEREBY ORDERED that the Company’s Application for authority for the issuance
and sale of 4,000,000 shares of common stock, is granted.
IT IS FURTHER ORDERED that the Company shall file the Report of Securities
Transaction required by 18 C.F.R. § 34.
IT IS FURTHER ORDERED that the Company shall file the terms of the proposed issuance
of securities, and any subsequent change to the terms, with the Commission within seven days, or as
soon as possible, before the issuance occurs.
IT IS FURTHER ORDERED that the foregoing authorization is without prejudice to the
regulatory authority of the Commission with respect to rates, utility capital structure, service
accounts, valuation, estimates for 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
ORDER NO. 35862 4
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 materials 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.
DONE by Order of the Idaho Public Utilities Commission at Boise, Idaho this 25th day of
July 2023.

__________________________________________
ERIC ANDERSON, PRESIDENT

__________________________________________
JOHN R. HAMMOND, JR., COMMISSIONER

__________________________________________
EDWARD LODGE, COMMISSIONER
ATTEST:

___________________________________
Jan Noriyuki
Commission Secretary

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