20220422Final_Order_No_35381.pdf

ORDER NO. 35381 1
Office of the Secretary
Service Date
April 22, 2022
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

IN THE MATTER OF FALLS WATER
COMPANY INC’S. APPLICATION FOR
AUTHORITY TO INCUR DEBT TO
ACQUIRE REAL PROPERTY
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CASE NO. FLS-W-21-02

ORDER NO. 35381

On November 5, 2021, Falls Water Company, Inc. (“Falls Water” or “Company”)
applied to the Commission for authority to incur debt to buy real property it leased (“Application”).
On December 6, 2021, the Commission issued Order No. 35249, approving the Application, and
authorizing the Company to “incur up to $691,500 in debt under the terms and conditions and for
the purposes set forth in the Company’s Application.” Order No. 35249 at 4.
On April 15, 2022, the Company filed a Request for Amended Order (“Request”),
indicating that the near finalized terms of the loan were different from the terms originally
proposed and approved in Order No. 35249 and remain subject to further change prior to closing.
The Company requested Order No. 35249 be amended to reflect the Commission’s authorization
to incur debt under terms and conditions that fall within the terms set forth in the Company’s
Request. Specifically, the Company requested to change the terms approved in Order No. 35249
to reflect: (1) an increase in the principal loan amount to $700,000; (2) increases in the interest
rates during three variable periods of the loan; and (3) $5,000 for loan origination and other fees.
The Company requested expedited consideration of its request so that it could close on the
property.
At the Commission’s April 19, 2022, Decision Meeting, Staff recommended the
Commission approve the Company’s Request and issue an amended order memorializing its
approval. Staff noted that Rule 326 allows the Commission to amend a final order if
“[c]ircumstances have changed or new information has become available since the order was
issued, or other good and sufficient reasons exist to rescind, alter, or amend the order.” IDAPA
31.01.01.326.01(b).
Having reviewed the Company’s Request and Staff’s recommendation, we now issue
this amended order authorizing the Company to incur debt within the updated terms set forth in
the Request.

ORDER NO. 35381 2
COMMISSION DISCUSSION AND FINDINGS
The Commission finds that the Company is an Idaho corporation, a water corporation
within the definition of Idaho Code § 61-125, and a public utility within the definition of Idaho
Code § 61-129. The Commission has jurisdiction over this Application under Idaho Code § 61-
901 et seq. The Commission has authority to amend its orders for changed circumstances. Idaho
Code § 61-624; IDAPA 31.01.01.326.01(b).
We appreciate the Company seeking amendment of Order No. 35249 to reflect the
current borrowing requirements necessary to facilitate the purchase of the real property that the
Company plans to purchase for use as its offices among other things. The Commission hereby
approves the Company’s Request for an amended order. We recognize interest rates have risen
significantly since we issued Order No. 35249 in December 2021 and what was anticipated when
that Order was issued has changed.
We find that if the Company receives a loan in the amount it anticipates borrowing to
facilitate the purchase of the real property under the conditions it expects, then its capital structure
approved in Case No. FLS-W-20-03 will not be negatively impacted.
We direct the Company to file the final loan documents (showing the actual amount
borrowed and all other terms of the loan) within seven days of those documents becoming available
to the Company.
We remind the Company that the issuance of this Order amends the amount of proposed
financing authorized but does not constitute Commission determination/approval of the type of
financing or the related costs for ratemaking purposes, which determination the Commission
expressly reserves until a future ratemaking proceeding.
The Commission’s approval of the Company’s proposed debt incurrence is not an
approval of how the Company spends any funds obtained from the loan. The Commission also
does not have before it, and therefore does not determine, the effect of incurring the debt on rates
to be charged by the Company for water service to its consumers.
ORDER
IT IS HEREBY ORDERED that Order No. 35249 is amended to approve Falls Water
incurring debt under terms and conditions within the terms set forth in the Request for Amended
Order.
ORDER NO. 35381 3
IT IS FURTHER ORDERED that the Company shall file with the Commission the
final loan documents (showing the amount borrowed and all other terms of the loan) within seven
days of those documents becoming available to the Company.
IT IS FURTHER ORDERED that the foregoing amended authorization to incur debt
is without prejudice to the regulatory authority of the Commission regarding rates, utility capital
structure, service accounts, valuation, estimates for determination of cost or any other matter which
may come before this Commission under its jurisdiction and authority as provided by law.
IT IS FURTHER ORDERED that nothing in this amended authorization and no
provisions 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 pay or guarantee, in any manner
whatsoever, any security authorized, issued, assumed, or guaranteed under Chapter 9, Title 61
Idaho Code.
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 regarding any matter
decided in 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 22nd day
of April 2022.

ERIC ANDERSON, PRESIDENT

JOHN CHATBURN, COMMISSIONER

JOHN R. HAMMOND JR., COMMISSIONER
ATTEST:

Jan Noriyuki
Commission Secretary

I:\Legal\WATER\FLS-W-21-02\FLSW2102_amended final_dh.docx