(1)
The Commission shall approve or deny an application for acquisition within 120
days of the filing of a complete application by the acquiring utility. For good
cause shown, the Commission or Hearing Officer may extend this period up to an
additional 60 days either on its own motion or by request of any party to the
acquisition proceeding.
(2) An
application for acquisition shall, at a minimum, contain all the following
information prior to such application being deemed complete unless a provision
is waived by the Commission or Hearing Officer upon request by the
applicant(s):
(a) A fully executed acquisition
agreement, including all attachments, reflecting the terms and provisions of
the acquisition transaction;
(b)
Financial statements, including a balance sheet and income statement, of the
selling utility's three most recently completed fiscal years or reporting
periods at the time the application for acquisition is filed;
(c) All tariffs, schedules or lists detailing
the rates, charges and terms of service in effect for the selling utility at
the time the application for acquisition is filed;
(d) A schedule detailing the number of
customers by customer class served by the selling utility at the time the
application for acquisition is filed;
(e) A statement and, if available, maps that
comprehensively describe the service area of the selling utility;
(f) A forecasted income statement detailing
the projected operating revenues, expenses, taxes and net income attributable
to the selling utility's operations for the twelve-month period following the
estimated closing date of the acquisition transaction;
(g) Anticipated capital budgets based on due
diligence detailing by project all projected post acquisition capital
investments in property, plant and equipment attributable to the selling
utility's system or service area for the three-year period following the
estimated closing date of the acquisition transaction;
(h) A schedule detailing the computation of
regulatory, transaction and closing costs related to the proposed acquisition
and the amount of such costs requested for recovery from the acquiring
utility's customers;
(i) A
statement fully explaining the proposed methodology for valuing the acquired
assets to be incorporated into the acquired rate base under Rule
1220-04-14-.03;
(j) A schedule and
supporting workpapers detailing the computation of the value of the acquired
assets requested for inclusion in the acquired rate base under Rule
1220-0414-.03;
(k) A schedule and
supporting workpapers detailing the computation of any proposed acquisition
adjustment requested for inclusion in the acquired rate base under Rule
1220-04-14-.04;
(l) A statement
discussing the factor(s) supporting any proposed acquisition adjustment to be
incorporated in the acquired rate base under Rule 1220-04-14-.04, including the
particular benefits, costs, or service changes, if any, that affect acquired
customers and/or existing customers;
(m) A schedule identifying any assets that
were contributed or donated to the selling utility that are included in the
acquisition transaction;
(n) A
statement discussing the proposed methodology and rate design for recovery from
customers of any requested (i) acquisition adjustment; (ii) costs of
post-acquisition capital investments; or (iii) regulatory, transaction and
closing costs;
(o) A schedule
detailing the pro-forma accounting entries for recording the proposed
acquisition transaction in accordance with the Uniform System of
Accounts;
(p) A schedule detailing
the computation of post-acquisition rates and charges proposed for acquired
customers by customer class;
(q) A
schedule comparing the pre-acquisition and proposed post-acquisition rates and
charges for acquired customers by customer class;
(r) A schedule detailing the computation of
post-acquisition rates and charges proposed for existing customers by customer
class;
(s) A schedule comparing the
pre-acquisition and proposed post-acquisition rates and charges for existing
customers by customer class;
(t) A
statement describing in detail how the proposed public utility acquisition
furthers the public interest; and
(u) Written testimony supporting the
application for acquisition.
(3) The acquiring utility shall possess a
Certificate of Public Convenience and Necessity (CCN) or demonstrate its
eligibility for a CCN to operate the selling utility's system in accordance
with applicable statutory law and Commission rules and regulations.
(4) The acquiring utility shall file a
proposed tariff incorporating the acquired customers into the acquiring
utility's rates, charges and terms of provisioning public utilities
services.
(5) The acquiring utility
shall provide public notice of the proposed acquisition in accordance with
applicable statutory law and Commission rules and regulations, as well as any
additional public notice requirements ordered by the Commission or the Hearing
Officer.
(6) The acquiring utility
shall furnish any other pertinent information as determined and requested by
the Commission or in accordance with the discovery phase of the acquisition
proceeding.
(7) The Commission
shall approve the acquiring utility's acquisition of the selling utility if,
after public notice and hearing, the Commission finds the acquisition to be in
the public interest.
