UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-3198
IDAHO POWER COMPANY
(Exact name of registrant as specified in its charter)
Idaho 82-0130980
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1221 W. Idaho Street, Boise, Idaho 83702-5627
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (208) 388-2200
None
Former name, former address and former fiscal year, if changed since last
report.
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Number of shares of Common Stock, $2.50 par value, outstanding as of
July 31, 1995 is 37,612,351.
IDAHO POWER COMPANY
Index
Part I. Financial Information: Page No
Item 1. Financial Statements
Consolidated Statements of Income - Three Months,
Six Months, and Twelve Months Ended June 30, 1995
and 1994 3-5
Consolidated Balance Sheets - June 30, 1995
and December 31, 1994 6, 7
Consolidated Statements of Cash Flows -
Six Months and Twelve Months Ended June 30,
1995 and 1994 8, 9
Consolidated Statements of Capitalization -
June 30, 1995 and December 31, 1994 10
Notes to Consolidated Financial Statements 11-13
Report on Review by Independent Accountants 14
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 15-24
Part II. Other Information:
Item 1. Legal Proceedings 25-26
Item 4. Submission of Matters to a Vote
of Security Holders 27
Item 6. Exhibits and Reports on Form 8-K 28-34
Signatures 35
PART I - FINANCIAL INFORMATION
IDAHO POWER COMPANY
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED JUNE 30, 1995 AND 1994
Item 1. Financial Statements
Three Months Ended
June 30, Increase
1995 1994 (Decrease)
(Thousands of Dollars)
REVENUES (Notes 1 and 4) $130,254 $128,541 $ 1,714
EXPENSES (Notes 1 and 4):
Operation:
Purchased power 10,675 19,927 (9,251)
Fuel expense 7,619 16,588 (8,969)
Power cost adjustment 8,716 (5,852) 14,568
Other 31,867 31,019 848
Maintenance 9,942 11,752 (1,809)
Depreciation 16,436 15,527 908
Taxes other than income taxes 6,318 5,596 722
Total expenses 91,574 94,556 (2,983)
INCOME FROM OPERATIONS 38,681 33,984 4,696
OTHER INCOME:
Allowance for equity funds used during
construction (Note 2) 9 388 (379)
Other - Net 3,374 2,258 1,116
Total other income 3,383 2,646 737
INTEREST CHARGES:
Interest on long-term debt 12,789 12,795 (6)
Other interest 1,339 570 769
Total interest charges 14,127 13,365 763
Allowance for borrowed funds used
during construction (Note 2) (603) (319) (284)
Net interest charges 13,525 13,046 478
INCOME BEFORE INCOME TAXES 28,539 23,584 4,955
INCOME TAXES 10,951 6,554 4,396
NET INCOME 17,588 17,030 558
Dividends on preferred stock 2,006 1,819 187
EARNINGS ON COMMON STOCK $ 15,582 $ 15,211 $ 371
AVERAGE COMMON SHARES
OUTSTANDING (000) 37,612 37,523 N/A
Earnings per share of common stock $ 0.41 $ 0.41 $ 0.00
Dividends paid per share of common stock $ 0.465 $ 0.465 $ -
<F1>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED STATEMENTS OF INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
Six Months Ended
June 30, Increase
1995 1994 (Decrease)
(Thousands of Dollars)
REVENUES (Notes 1 and 4) $ 261,590 $257,351 $ 4,239
EXPENSES (Notes 1 and 4):
Operation:
Purchased power 17,392 25,140 (7,748)
Fuel expense 23,110 42,074 (18,964)
Power cost adjustment 7,011 (8,513) 15,524
Other 64,290 62,527 1,762
Maintenance 19,000 21,794 (2,794)
Depreciation 33,110 31,560 1,550
Taxes other than income taxes 12,444 11,375 1,069
Total expenses 176,357 185,958 (9,601)
INCOME FROM OPERATIONS 85,233 71,392 13,840
OTHER INCOME:
Allowance for equity funds used during
construction (Note 2) 7 1,114 (1,108)
Other - Net 5,318 4,787 531
Total other income 5,325 5,902 (577)
INTEREST CHARGES:
Interest on long-term debt 25,578 25,590 (13)
Other interest 2,612 1,289 1,323
Total interest charges 28,190 26,879 1,310
Allowance for borrowed funds used
during construction (Note 2) (1,132) (835) (298)
Net interest charges 27,057 26,045 1,013
INCOME BEFORE INCOME TAXES 63,500 51,249 12,251
INCOME TAXES (Note 6) 25,184 15,960 9,224
NET INCOME 38,316 35,290 3,026
Dividends on preferred stock 4,033 3,607 425
EARNINGS ON COMMON STOCK $ 34,283 $ 31,682 $ 2,601
AVERAGE COMMON SHARES
OUTSTANDING (000) 37,612 37,386 N/A
Earnings per share of common stock $ 0.91$ 0.85 $ 0.06
Dividends paid per share of common stock $ 0.93$ 0.93 $ -
<F2>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED STATEMENTS OF INCOME
FOR THE TWELVE MONTHS ENDED JUNE 30, 1995 AND 1994
Twelve Months Ended
June 30, Increase
1995 1994 (Decrease)
(Thousands of Dollars)
REVENUES (Notes 1 and 4) $ 547,898 $ 527,473 $ 20,425
EXPENSES (Notes 1 and 4):
Operation:
Purchased power 52,468 52,134 335
Fuel expense 75,924 93,221 (17,297)
Power cost adjustment 3,448 (15,758) 19,206
Other 125,092 119,861 5,231
Maintenance 40,696 43,911 (3,215)
Depreciation 61,751 59,373 2,379
Taxes other than income taxes 25,014 21,852 3,162
Total expenses 384,393 374,594 9,800
INCOME FROM OPERATIONS 163,505 152,879 10,626
OTHER INCOME:
Allowance for equity funds used during
construction (Note 2) 572 2,794 (2,222)
Other - Net 11,012 9,564 1,447
Total other income 11,583 12,358 (775)
INTEREST CHARGES:
Interest on long-term debt 51,160 51,378 (217)
Other interest 4,584 3,317 1,267
Total interest charges 55,744 54,695 1,049
Allowance for borrowed funds used
during construction (Note 2) (2,079) (1,894) (185)
Net interest charges 53,665 52,801 864
INCOME BEFORE INCOME TAXES 121,423 112,436 8,987
INCOME TAXES 43,467 32,553 10,914
NET INCOME 77,956 79,883 (1,927)
Dividends on preferred stock 7,823 6,954 869
EARNINGS ON COMMON STOCK $ 70,133 $ 72,929 $ (2,796)
AVERAGE COMMON SHARES
OUTSTANDING (000) 37,612 37,141 N/A
Earnings per share of common stock $ 1.86 $ 1.96 $ (0.10)
Dividends paid per share of common stock $ 1.86 $ 1.86 $ -
<F3>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, December 31,
1995 1994
(Thousands of Dollars)
ELECTRIC PLANT:
In service (at original cost) $2,413,824 $2,383,898
Accumulated provision for depreciation (804,424) (775,033)
In service - Net 1,609,400 1,608,865
Construction work in progress 55,954 46,628
Held for future use 1,116 1,150
Electric plant - Net 1,666,470 1,656,643
INVESTMENTS AND OTHER PROPERTY 17,374 18,034
CURRENT ASSETS:
Cash and cash equivalents 8,077 7,748
Receivables:
Customer 28,912 31,889
Allowance for uncollectible accounts (1,397) (1,377)
Notes 4,971 4,962
Employee notes receivable 5,420 5,444
Other 5,596 4,316
Accrued unbilled revenues (Note 1) 23,776 29,115
Materials and supplies (at average cost) 26,306 24,141
Fuel stock (at average cost) 14,194 11,310
Prepayments 19,708 21,398
Regulatory assets associated with income taxes 6,059 5,674
Total current assets 141,621 144,620
DEFERRED DEBITS:
American Falls and Milner water rights 32,440 32,605
Company owned life insurance 49,525 49,510
Regulatory assets associated with income taxes 176,682 179,311
Regulatory assets - other 64,046 67,713
Other 42,400 43,380
Total deferred debits 365,093 372,519
TOTAL $2,190,558 $2,191,816
<F4>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED BALANCE SHEETS
CAPITALIZATION & LIABILITIES
June 30, December 31,
1995 1994
(Thousands of Dollars)
CAPITALIZATION (See Page 10):
Common stock equity - $2.50 par value (shares
authorized 50,000,000; shares outstanding
June 30, 1995 - 37,612,351; December 31,
1994 - 37,612,351) $ 672,948 $ 673,800
Preferred stock (Note 5) 132,325 132,456
Long-term debt (Note 5) 673,055 693,206
Total capitalization 1,478,328 1,499,462
CURRENT LIABILITIES:
Long-term debt due within one year 20,517 517
Notes payable 62,100 55,000
Accounts payable 20,062 32,063
Taxes accrued 15,647 16,394
Interest accrued 14,751 14,755
Other 14,932 12,574
Total current liabilities 148,010 131,303
DEFERRED CREDITS:
Accumulated deferred investment tax credits 71,507 71,593
Accumulated deferred income taxes 381,276 380,926
Regulatory liabilities associated with income taxes 35,042 35,090
Regulatory liabilities - other 669 626
Other 75,725 72,816
Total deferred credits 564,220 561,051
COMMITMENTS AND CONTINGENT LIABILITIES (Note 3)
TOTAL $2,190,558 $2,191,816
<F5>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
Six Months Ended
June 30,
1995 1994
(Thousands of Dollars)
OPERATING ACTIVITIES:
Cash received from operations:
Retail revenues $228,900 $219,526
Wholesale revenues 33,566 33,167
Other revenues 10,772 11,276
Fuel paid (33,944) (44,577)
Purchased power paid (18,905) (17,486)
Other operation & maintenance paid (77,813) (87,212)
Interest paid (includes long and
short-term debt only) (27,335) (25,860)
Income taxes paid (23,494) (11,750)
Taxes other than income taxes paid (10,241) (8,816)
Other operating cash receipts and payments-Net (5,251) (6,604)
Net cash provided by operating activities 76,255 61,664
FINANCING ACTIVITIES:
Common stock issued - 13,398
Short-term borrowings - Net 7,100 16,000
Long-term debt retirement (34) (33)
Preferred stock retirement (66) (122)
Dividends on preferred stock (3,831) (3,658)
Dividends on common stock (34,992) (34,615)
Other sources (809) -
Net cash - financing activities (32,632) (9,030)
INVESTING ACTIVITIES:
Additions to utility plant (41,154) (54,061)
Conservation (3,472) (2,980)
Other 1,332 1,839
Net cash - investing activities (43,294) (55,202)
Change in cash and cash equivalents 329 (2,568)
Cash and cash equivalents beginning of period 7,748 8,228
Cash and cash equivalents end of period $ 8,077 $ 5,660
RECONCILIATION OF NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES:
Net Income $ 38,316 $ 35,290
Adjustments to reconcile net income to net cash:
Depreciation 33,110 31,560
Deferred income taxes 2,577 6,901
Investment tax credit-Net (85) (1,119)
Allowance for funds used during construction (1,139) (1,949)
Postretirement benefits funding (excl pensions) (495) (1,280)
Changes in operating assets and liabilities:
Accounts receivable 11,647 6,618
Fuel inventory (10,834) (2,503)
Accounts payable (1,513) 7,655
Taxes payable 1,419 1,005
Interest payable 833 790
Other - Net 2,419 (21,304)
Net cash provided by operating activities $ 76,255 $ 61,664
<F6>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE TWELVE MONTHS ENDED JUNE 30, 1995 AND 1994
Twelve Months Ended
June 30,
1995 1994
(Thousands of Dollars)
OPERATING ACTIVITIES:
Cash received from operations:
Retail revenues $466,577 $431,065
Wholesale revenues 62,509 74,212
Other revenues 23,207 23,652
Fuel paid (83,897) (90,920)
Purchased power paid (64,011) (45,700)
Other operation & maintenance paid (162,375) (170,186)
Interest paid (includes long and
short-term debt only) (53,851) (52,047)
Income taxes paid (28,262) (26,524)
Taxes other than income taxes paid (23,123) (21,829)
Other operating cash receipts and payments-Net 3,459 2,265
Net cash provided by operating activities 140,233 123,988
FINANCING ACTIVITIES:
First mortgage bonds issued - 29,850
PC bond fund requisitions/other long-term debt - 140
Common stock issued 4 26,996
Preferred stock issued - 24,781
Short-term borrowings - Net 42,100 19,860
Long-term debt retirement (467) (30,468)
Preferred stock retirement (111) (140)
Dividends on preferred stock (7,737) (7,020)
Dividends on common stock (69,977) (68,802)
Other sources (789) -
Net cash - financing activities (36,977) (4,803)
INVESTING ACTIVITIES:
Additions to utility plant (97,616) (125,766)
Conservation (7,322) (6,730)
Other 4,099 11,385
Net cash - investing activities (100,839) (121,111)
Change in cash and cash equivalents 2,417 (1,926)
Cash and cash equivalents beginning of period 5,660 7,586
Cash and cash equivalents end of period $ 8,077 $ 5,660
RECONCILIATION OF NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES:
Net income $ 77,956 $ 79,883
Adjustments to reconcile net income to net cash:
Depreciation 61,751 59,373
Deferred income taxes 9,541 10,270
Investment tax credit-Net (30) (2,328)
Allowance for funds used during construction (2,651) (4,688)
Postretirement benefits funding (excl pensions) (4,398) (8,135)
Changes in operating assets and liabilities:
Accounts receivable 4,395 1,457
Fuel inventory (7,973) 2,301
Accounts payable (11,543) 6,433
Taxes payable 7,710 (1,854)
Interest payable 1,694 1,379
Other - Net 3,781 (20,103)
Net cash provided by operating activities $140,233 $123,988
<F7>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
CONSOLIDATED STATEMENTS OF CAPITALIZATION
June 30, December 31,
1995 1994
(Thousands of Dollars)
COMMON STOCK EQUITY:
Common stock $ 94,031 $ 94,031
Premium on capital stock 362,896 363,063
Capital stock expense (4,129) (4,132)
Retained earnings 220,151 220,838
Total common stock equity 672,948 45.5% 673,800 44.9%
PREFERRED STOCK, cumulative, ($100
par or stated value) (Note 5):
4% preferred stock (authorized
215,000; shares outstanding:
1995-173,249; 1994-174,556) 17,325 17,456
Serial preferred stock, authorized
150,000 shares:
7.68% Series, outstanding
150,000 shares 15,000 15,000
Serial preferred stock, without
par value, authorized 3,000,000
shares:
8.375% Series (authorized and
outstanding 250,000 shares) 25,000 25,000
Auction Rate Preferred Series A
(authorized and outstanding
500 shares) 50,000 50,000
7.07% Series (authorized and
outstanding 250,000 shares) 25,000 25,000
Total preferred stock 132,325 9.0 132,456 8.8
LONG-TERM DEBT (Note 5):
First mortgage bonds:
5 1/4% Series due 1996 20,000* 20,000
5.33 % Series due 1998 30,000 30,000
8.65 % Series due 2000 80,000 80,000
6.40 % Series due 2003 80,000 80,000
8 % Series due 2004 50,000 50,000
9.50 % Series due 2021 75,000 75,000
7.50 % Series due 2023 80,000 80,000
8 3/4% Series due 2027 50,000 50,000
9.52 % Series due 2031 25,000 25,000
Total first mortgage bonds 490,000 490,000
*Amount due within one year (20,000) -
Net first mortgage bonds 470,000 490,000
Pollution control revenue bonds:
5.90 % Series due 2003 24,650* 24,650*
6 % Series due 2007 24,000 24,000
7 1/4% Series due 2008 4,360 4,360
7 5/8% Series 1983-1984 due
2013-2014 68,100 68,100
8.30 % Series 1984 due 2014 49,800 49,800
Total pollution control
revenue bonds 170,910 170,910
*Amount due within one year (450) (450)
Net pollution control revenue
bonds 170,460 170,460
REA Notes 1,734 1,768
Amount due within one year (67) (67)
Net REA Notes 1,667 1,701
American Falls bond guarantee 20,740 20,905
Milner Dam note guarantee 11,700 11,700
Unamortized premium/discount - Net (1,513) (1,560)
Total long-term debt 673,055 45.5 693,206 46.2
TOTAL CAPITALIZATION $1,478,328 100.0% $1,499,462 100.0%
<F8>
The accompanying notes are an integral part of these statements.
IDAHO POWER COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF ACCOUNTING POLICIES:
Financial Statements
In the opinion of the Company, the accompanying unaudited
financial statements contain all adjustments necessary to
present fairly the consolidated financial position as of
June 30, 1995 and the consolidated results of operation for the
three months, six months, and twelve months ended June 30, 1995
and 1994 and the consolidated cash flows for the six months and
twelve months ended June 30, 1995 and 1994. These condensed
financial statements do not contain the complete detail or
footnote disclosure concerning accounting policies and other
matters which would be included in full year financial
statements and, therefore, they should be read in conjunction
with the Company's audited financial statements included in the
Company's Annual Report on Form 10-K for the year ended December
31, 1994. The results of operation for the interim periods are
not necessarily indicative of the results to be expected for the
full year.
Principles of Consolidation
The consolidated financial statements include the accounts of
the Company and its wholly-owned subsidiaries, Idaho Energy
Resources Co (IERCo), Idaho Utility Products Company (IUPCO),
IDACORP, INC., Ida-West Energy Company (Ida-West), and Stellar
Dynamics. All significant intercompany transactions and balances
have been eliminated in consolidation.
Revenues
In order to match revenues with associated expenses, the Company
accrues unbilled revenues for electric services delivered to
customers but not yet billed at month-end.
Cash Flows
For purposes of reporting cash flows, cash and cash equivalents
include cash on hand and highly liquid temporary investments
with original maturity dates of three months or less.
2. ALLOWANCE FOR FUNDS USED DURING CONSTRUCTION (AFDC):
The allowance, a non-cash item, represents the composite
interest costs of debt, shown as a reduction to interest
charges, and a return on equity funds, shown as an addition to
other income, used to finance construction. While cash is not
realized currently from such allowance, it is realized under the
rate making process over the service life of the related
property through increased revenues resulting from higher rate
base and higher depreciation expense. Based on the uniform
formula adopted by the Federal Energy Regulatory Commission, the
Company's weighted average monthly AFDC rate for the six months
ended June 30, 1995, was 6.2 percent and was 8.2 percent for the
entire year of 1994.
3. COMMITMENTS AND CONTINGENT LIABILITIES:
Commitments under contracts and purchase orders relating to the
Company's program for construction and operation of facilities
amounted to approximately $16.3 million at June 30, 1995. The
commitments are generally revocable by the Company subject to
reimbursement of manufacturers' expenditures incurred and/or
other termination charges.
The Company is party to various legal claims, actions, and
complaints, certain of which involve material amounts. Although
the Company is unable to predict with certainty whether or not
it will ultimately be successful in these legal proceedings or,
if not, what the impact might be, based upon the advice of legal
counsel, management presently believes that disposition of these
matters will not have a materially adverse effect on the
Company's financial position, results of operation, or cash
flow.
4. REGULATORY ISSUES:
The Company has in place, in its Idaho jurisdiction, a Power
Cost Adjustment (PCA) mechanism which allows Idaho's retail
customer rates to be adjusted annually to reflect the Idaho
share of forecasted net power supply costs. Deviations from
forecasted costs are deferred with interest and then adjusted
(trued-up) in the subsequent year. Changes due to better water
conditions and milder weather have resulted in the Company
currently recording a PCA credit of $5.8 million at June 30,
1995. The current balance is adjusted monthly as actual
conditions are compared to the forecasted net power supply
costs.
In addition, the Company filed for temporary drought relief with
the Oregon Public Utility Commission (OPUC). In response to the
Company's application a $1.5 million increase was granted. The
OPUC order continues an existing increase authorized in July
1993 (for 1992 drought relief) and will continue for
approximately 34 months. The Company had deferred, with
interest, increased power supply costs between May 1994 and
December 31, 1994.
5. FINANCING:
The Company currently has a $200,000,000 shelf registration
statement which can be used for both First Mortgage Bonds
(including Medium Term Notes) and Preferred Stock.
6. INCOME TAXES:
The effective tax rate for the first six months of 1995
increased by approximately 8.6% up to 39.7% over the same period
in 1994 as follows:
Amount Rate
Computed income taxes based on
statutory federal income tax rate $22,225 35.0%
Changes in taxes resulting from:
State income taxes 3,853 6.0
Net depreciation 1,655 2.6
Investment tax credits restored (1,410) (2.2)
Repair allowance (932) (1.5)
Other miscellaneous (207) (.2)
Net tax and rate $25,184 39.7%
INDEPENDENT ACCOUNTANTS' REPORT
Idaho Power Company
Boise, Idaho
We have reviewed the accompanying condensed consolidated
balance sheets and statements of capitalization of Idaho Power
Company and subsidiaries as of June 30, 1995 and 1994, and the
related consolidated statements of income for the three-, six-
, and twelve-month periods ended June 30, 1995 and 1994 and
consolidated statements of cash flows for the six- and twelve-
month periods ended June 30, 1995 and 1994. The financial
statements are the responsibility of the Company's management.
We conducted our review in accordance with standards
established by the American Institute of Certified Public
Accountants. A review of interim financial information
consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for
financial and accounting matters. It is substantially less in
scope than an audit in accordance with generally accepted
auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material
modifications that should be made to such consolidated
financial statements for them to be in conformity with
generally accepted accounting principles.
We have previously audited, in accordance with generally
accepted auditing standards, the consolidated balance sheet
and statement of capitalization of Idaho Power Company and
subsidiaries as of December 31, 1994, and the related
consolidated statements of income, retained earnings, and cash
flows for the year then ended (not presented herein), and in
our report dated January 31, 1995, we expressed an unqualified
opinion on those consolidated financial statements. In our
opinion, the information set forth in the accompanying
consolidated balance sheet and statement of capitalization as
of December 31, 1994 is fairly stated, in all material
respects, in relation to the consolidated balance sheet and
statement of capitalization from which it has been derived.
DELOITTE & TOUCHE LLP
Portland, Oregon
July 31, 1995
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Idaho Power Company's consolidated financial statements represent the
Company and its five wholly-owned subsidiaries: Idaho Energy Resources
Company (IERCo); Ida-West Energy Company (Ida-West); IDACORP, Inc.;
Idaho Utility Products Company (IUPCo); and Stellar Dynamics. This
discussion uses the terms Idaho Power and the Company interchangeably
to refer to Idaho Power Company and its subsidiaries.
The Company is primarily a hydro-based electric utility. Therefore, its
operational results, like those of other utilities in the Northwest,
are significantly affected by changing weather, precipitation, and
streamflow conditions. In addition, the amount of energy used by
general business consumers varies from season to season - and from
month to month within each season - due primarily to seasonal weather.
Non-firm (or off-system) energy sales also vary, by quarter and by
year, as a result of varying hydro conditions and energy demand from
other utilities. Operating costs fluctuate during periods when
reductions in low-cost hydroelectric generating capability or a strong,
non-firm energy market increase the Company's reliance on higher-cost
thermal generation or purchases of power from other utilities.
The Power Cost Adjustment (PCA) mechanism, applied in the Company's
Idaho jurisdiction, provides recovery for a major portion of those
operating expenses that have the greatest potential for variation. With
the PCA, the Company's operating and earnings per share results are
more closely aligned with general regulatory, economic, and temperature-
related weather conditions, and are less dependent on variable
precipitation and streamflow conditions.
Earnings Per Share and Book Value
Earnings per share of common stock were $0.41 for the quarter, the same
as the second quarter of 1994. Year-to-date earnings per share were
$0.91, an increase of $0.06 (7.1 percent). The twelve months ended June
30, 1995 yielded earnings of $1.86 per share, a decrease of $0.10
(5.1 percent) from the twelve months ended June 30, 1994. The twelve-
month earnings represent a 10.4 percent earned return on year-end (June
30) common equity, compared to the 10.8 percent earned through June 30
last year. At June 30, 1995, the book value per share of common stock
was $17.89, the same as a year ago.
At the July meeting, the Company's Board of Directors maintained the
quarterly dividend at $0.465 per share ($1.86 annually. Recent
decisions of the Idaho Public Utilities Commission (IPUC) on the
Company's general revenue requirement case, together with the resulting
low allowed return on common equity (ROE), have made it difficult for
the Company to increase either retained earnings or book value.
However, Idaho Power's management continues to look at all viable
options for improving the Company's financial performance, including
substantial reductions in expenditures, a review of customer programs,
non-regulated growth initiatives, and all possible regulatory options
(see Company Vision and Regulatory Initiative).
RESULTS OF OPERATIONS
Precipitation and Streamflows
Idaho Power analyzes precipitation and streamflow conditions based on
their affect on Brownlee Reservoir, water source for the three Hells
Canyon hydroelectric projects. In normal years, these three projects
combine to produce about half of the Company's generated electricity.
The first six months of 1995 were characterized by above-normal
precipitation. At June 1, 1995, the average snow water equivalent for
the Snake River drainage above Brownlee Reservoir was 155 percent of
the 30-year average, compared to 4 percent of average at this time last
year. Reservoir storage above Brownlee is 86 percent of capacity this
year, compared to 79 percent of capacity a year ago.
Streamflows into Brownlee result from a combination of precipitation,
storage, and ground water conditions. At June 15, 1995, the Company
estimates that 6.4 million acre-feet (MAF) of water will flow into
Brownlee Reservoir during the normal April-July runoff period. This
figure is approximately 133 percent of the 66-year median of 4.8 MAF.
Energy Requirements
The Company's total system energy requirements for the first six months
of 1995 were supplied by the following sources: hydro generation (67
percent), thermal generation (25 percent), and purchased power and
other interchanges (8 percent). This compares to a total system energy
requirement of 46 percent hydro, 44 percent thermal, and 10 percent
purchased power and other interchanges for the same period of 1994.
With precipitation, streamflows, and reservoir storage above average,
the Company estimates that 56 percent of its 1995 energy requirements
will come from hydro generation, 35 percent from thermal generation,
and 9 percent from purchased power and other interchanges. Under normal
conditions, the Company's hydro system would contribute approximately
58 percent, with thermal generation accounting for approximately 33
percent, and the remaining 9 percent coming from purchased power and
other interchanges.
Economy
Idaho's economy continues to grow at a healthy pace. Non-agricultural
employment and personal income growth have increased over the last
year. However, recent statistics reflect a weakening in the pace of job
creation. The monthly employment gains from year-ago levels reveal a
slackening in the rate of growth, while remaining above national
levels. Non-agricultural employment growth in 1995 and 1996 is expected
to be in the range of 3.0 percent to 3.5 percent, rather than the
average of 6.9 percent experienced in 1993 and 1994.
Regulatory Issues
Idaho Power filed an application with the Oregon Public Utility
Commission (OPUC) seeking general rate relief of approximately $3.4
million. This figures equates to a 16.65 percent increase over base
rates. In its application, the Company requested an 11.75 percent ROE.
This is Idaho Power's first rate increase request in Oregon since 1985.
The Company is asking to increase rates to reflect increased costs and
expenses in its Oregon service area. A settlement hearing is scheduled
for September of this year. The Company is unable to predict the
outcome of this proceeding.
The OPUC granted a $1.5 million increase in response to the Company's
application for temporary drought relief The OPUC order continues an
existing increase authorized in July 1993 (for 1992 drought relief) and
will continue for approximately 34 months. The Company had deferred,
with interest, increased power supply costs between May 1994 and
December 31, 1994.
On May 24, 1995, Idaho Power filed a rate proceeding with the IPUC to
recover capital costs and related expenses associated with the
construction of a 43.5 megawatt power plant at the Company's Twin Falls
Dam, as well as for additional investments in its Swan Falls facility
since the last rate case. The proposed increase is 1.5 percent. If
approved, the rate increase will boost revenues by approximately $6.3
million annually. The IPUC has set hearings to commence August 14,
1995. The Company is unable to predict the outcome of this proceeding.
On August 3, 1995 the Company filed a proposal with the IPUC for
deferral and amortization of costs associated with an internal
transformation process (see Company Vision and Regulatory Initiative).
Power Cost Adjustment
Since 1993, the IPUC has permitted Idaho Power to use a PCA mechanism
in its Idaho jurisdiction. The PCA enables the Company to collect or to
refund a portion of the difference between net power supply costs
actually incurred and those allowed in the Company's base rates. At
June 30, 1995, the Company had incurred $5.8 million less in power
supply costs than projected in the 1995 PCA forecast. This amount has
been deferred for possible future refund to customers. The current
balance is adjusted monthly as actual conditions are compared to the
PCA forecasted net power supply costs. The final cumulative amount will
be included in the 1996 true-up adjustment. The Company filed its 1995
PCA application on April 14, 1995, requesting a decrease in the PCA
rates for the Idaho jurisdiction. The approved decrease over last
year's PCA adjustment was approximately $8.2 million or 1.9 percent.
This figure includes last year's true-up.
Revenues
General business revenues were down for the quarter ($2.9 million or
2.6 percent), but were up for the first six months of 1995
($3.6 million or 1.7 percent) and for the twelve months ended June 30,
1995 ($31.0 million or 7.2 percent).
The quarterly decrease reflects variances in customer usage due to
1995's cooler, milder weather, as compared to the second quarter of
1994. Residential revenues increased $5.9 million (16.5 percent). Large
commercial sales rose $1.5 million (5.9 percent), while small
commercial sales decreased $0.8 million (3.2 percent). Irrigation sales
decreased $9.4 million (34.6 percent).
The same factors also affected the year-to-date increase in revenues.
Revenue increases that would have occurred due to rate relief and a
gain in customers were dampened by milder winter and spring
temperatures that reduced residential loads for heating and cooling.
The wet, cool spring also reduced irrigation loads when compared to
1994.
The increase for the twelve-month period represents strong economic
growth in the Company's service territory, increases in new customers,
energy usage patterns, and the recent rate increase in the Idaho
jurisdiction. The total number of general business customers served
rose by 10,816, a 3.3 percent increase over the same period last year.
Total sales for resale were up $4.7 million during the second quarter
and $0.6 million for the year-to-date period, but were down
$10.4 million for the twelve-month period. The increases reflect
improved hydroelectric generation conditions in 1995, while the
decrease reflects drought conditions on the Company's system in the
last half of 1994.
When compared to the corresponding periods a year ago, total operating
revenues rose $1.7 million (1.3 percent) for the second quarter of
1995, $4.2 million (1.7 percent) year-to-date, and $20.4 million
(3.9 percent) for the twelve months ended June 30, 1995.
Expenses
Total operating expenses were down $4.6 million (6.3 percent) for the
quarter and $12.2 million (8.5 percent) year-to-date, but were up
$4.3 million (1.5 percent) for the twelve months ended June 30, 1995.
Purchased power expenses were lower for the three- and six-month
periods by $9.3 million and $7.7 million respectively. These decreases
reflect good hydroelectric conditions throughout the first six months
of 1995. However, the decreases were tempered by economy purchases made
while the market for off-system sales was soft during the first
quarter. For the twelve-month period ended June 30, 1995, purchased
power expenses were up by $0.3 million, primarily because of drought
conditions in 1994.
Fuel expenses were lower for all three periods by $9.0 million, $19.0
million, and $17.3 million respectively. Again, these decreases reflect
good hydroelectric conditions during 1995 and purchases of economy
power during the first quarter. However, the twelve-month decrease was
tempered by higher fuel costs during 1994 due to drought conditions.
Power Cost Adjustment expenses were up $14.6 million, $15.5 million,
and $19.2 million for the three-, six-, and twelve-month periods
respectively, reflecting the change as the Company went from higher
power supply costs (due to drought conditions) to lower power supply
costs (due to better hydro conditions). Deferral of deviations from
forecasted costs decreased PCA expenses in 1994, while raising them in
1995.
All other operation and maintenance expenses were down $1.0 million for
the second quarter and $1.0 million year-to-date. However, they rose
$2.0 million for the twelve-month period. Accruals for post-retirement
expenses, pension expenses, and conservation program amortization all
increased due to the outcome of the recent Idaho revenue requirements
case, but were largely offset by reduced thermal operation and
maintenance expenses.
Total interest costs increased $0.8 million, $1.3 million, and $1.0
million for the three-, six-, and twelve-month periods respectively.
These increases reflect an increase in the amount of short-term
borrowings. Income taxes increased for all periods reported due to
changes in pre-tax income, prior year adjustments, and increased
deferred taxes in 1995. Depreciation expense increased as a result of
greater plant investment.
IDACORP, Inc.
IDACORP, Inc., a wholly-owned subsidiary of Idaho Power, is
participating in a Boise affordable housing development that gives the
subsidiary a return on its investment by reducing the amount of federal
income taxes Idaho Power pays annually. The project is guaranteed a
return on investment through tax credits and tax depreciation benefits.
The subsidiary anticipates that it will sell its interest in the
project after 15 years.
LIQUIDITY AND CAPITAL RESOURCES
Cash Flow
For the six months ended June 30, 1995, the Company generated $76.3
million in net cash from operations. After deducting for both common
and preferred dividends, net cash generation from operations provided
approximately $37.4 million for the Company's construction program and
other capital requirements. This figure equates to a 60.0 increase from
the same period of 1994.
Cash Expenditures
The Company estimates that its cash construction program for 1995 will
require approximately $85 million. This estimate is subject to revision
in light of changing economic, regulatory, and environmental factors
and conservation policies. Approximately $41.2 million was expended for
construction during the first six months of 1995.
The Company's primary financial commitments and obligations are related
to contracts and purchase orders associated with the ongoing
construction program and are expected to be financed using both
internally generated funds and externally financed capital to the
extent required. Although the Company has regulatory approval to incur
up to $150 million of bank borrowings, it presently maintains lines of
credit with various banks aggregating $90 million. The Company may use
these lines of credit to finance a portion of its construction program
on an interim basis. At June 30, 1995, the Company had short-term
borrowings of $62.1 million.
Financing Program
Idaho Power has on file a shelf registration statement for the issuance
of first mortgage bonds and/or preferred stock with a total aggregate
principal amount not to exceed $200 million.
The Company's current objective is to maintain capitalization ratios of
approximately 45 percent common equity, 8 to 10 percent preferred
stock, and the balance in long-term debt. The Company's strategy is to
achieve this target structure primarily through accumulated earnings
and the issuance of new equity, if necessary. For the twelve-month
period ended June 30, 1995, the Company's consolidated pre-tax interest
coverage was 3.18 times.
Construction Program
In July 1995, the Company completed testing of the new expansion
turbine at its Twin Falls Hydroelectric Project, and the unit was
declared available for commercial operation. This expansion project
added 43.5 megawatts of capacity to the Company's generation system.
In addition, the Company continues to explore the economic feasibility
of constructing the Southwest Intertie Project (SWIP). The Bureau of
Land Management (BLM) completed the Final Environmental Impact
Statement/Proposed Plan Amendment for the SWIP with a Record of
Decision and Right of Way Grant issued in December 1994. Idaho Power
and the BLM are working on a detailed site-specific construction,
operation, and maintenance plan aimed at mitigating the environmental
impact of the project. The Company anticipates sending participation
packages to potential owners of capacity on the SWIP line in August
1995. Interested parties will have 30 days to execute memoranda of
agreement and another 60 days to exercise their option by reimbursing
Idaho Power for a proportional share of the $8.5 million that the
Company has spent developing the project to date. Final agreements
should be in place by the end of November. The owners will then
collectively determine how to proceed.
The Company is framing SWIP as an open-access transmission opportunity
for participants, in line with the FERC's mega-Notice of Proposed
Rulemaking (NOPR). SWIP will promote non-discriminatory transmission
services. Idaho Power intends to retain up to a 20 percent ownership in
the line.
Salmon Recovery Plan
Work continues on the development of a comprehensive and scientifically
credible plan to ensure the long-term survival of anadromous fish runs
on the Columbia and Lower Snake Rivers. The Company fully supports and
actively participates in this regional effort.
Pending completion of a final recovery plan by the National Marine
Fisheries Service (NMFS), the U.S. Army Corps of Engineers and other
governmental agencies operating federally-owned dams and reservoirs on
the Snake and Columbia Rivers have consulted the NMFS each year
regarding federal system operations. The NMFS released its "Proposed
Recovery Plan for Snake River Salmon" (Recovery Plan) on March 20,
1995. The NMFS originally set a July 17, 1995 deadline for public
comment on the proposed Recovery Plan, but recently announced an
extension through August 1995. The Company is reviewing the proposed
Recovery Plan and will make comments, if appropriate. The Recovery Plan
includes the 1995 Biological Opinion, which provides for 427,000 acre-
feet of water from the Upper Snake and 237,000 acre-feet of water from
Brownlee Reservoir.
Snake River Mollusks
As a part of its federal hydro relicensing process, Idaho Power
obtained a permit from the U.S. Fish and Wildlife Service to study five
species of endangered Snake River snails. The Company's biologists will
conduct this study over the next three years, focusing on potential
snail habitat in the middle Snake River. The Company anticipates
gaining a scientific insight into how or if these snails are affected
by a variety of factors, including hydropower production, water
quality, and irrigation run-off. The study will review how these and
other factors influence the status of the various colonies and their
respective habitats.
Company Vision and Regulatory Initiative
The future of the electric utility industry will be characterized by
competition - the right of customers to choose their own electric
service provider. To remain successful, the Company must continue to
provide value to its shareholders in the face of this new competitive
environment. This value will be derived from different sources:
selective and efficient use of capital; an enhanced customer
orientation; and innovative, efficient operations. Because prices for
power will be determined more by market forces and less by regulatory
administration, the Company must be very selective and efficient in the
use and allocation of capital. Such capital will be invested for the
purposes of improving and expanding the core business, developing new
opportunities beyond the current service territory, and continuing the
development of non-regulated opportunities consistent with core
competencies.
Based on this vision and the Company's efforts to increase shareholder
and customer value Idaho Power is transforming its operations to
improve both efficiency and customer service. Teams of employees are
redesigning work processes, and these improved processes are already
being implemented in some areas. This redesign effort will continue at
least through 1996.
To accommodate this effort and to implement its vision, the Company
filed a new regulatory proposal with the IPUC on August 3, 1995 after
discussions with customer groups and the IPUC staff. The proposal
allows for the deferral and amortization of one-time costs associated
with the Company's internal transformation process (e.g., severance
costs). Furthermore, the proposal provides for a general rate freeze
through the end of 1998 and would allow for the accelerated
amortization of deferred investment tax credits, as necessary, to
provide a return on common equity of 11.5 percent. The rate freeze
provides obvious value to customers by retaining the Company's current
low rates. It would also allow the Company to transform its operations,
pursue growth initiatives, and retain a portion of the benefits thereof
until the expiration of the rate freeze as well as provide for a
sharing of benefits between shareholders and ratepayers of any earnings
above a 12.5 percent return on common equity. The accelerated
amortization of deferred investment tax credits, if necessary, would
give the Company time to pursue and implement its efficiency and growth
initiatives with the assurance of at least a reasonable level of
financial performance without the need to change customer prices.
Through this process, Idaho Power is attempting to forge a new
partnership with its customers and is attempting to move away from the
adversarial and contentious relationship fostered by the traditional
ratemaking process. The Company's low rate structure provides a
competitive advantage to businesses in its service territory and
enhances residential customers' standard of living by consuming a
relatively smaller portion of their incomes. These benefits can best be
maintained by a financially healthy and viable Idaho Power Company. The
Company is stressing the commonality of our interests in its
conversations with customers.
Postemployment Benefits
The Company announced the plans for a voluntary and involuntary
separation package that was developed in the event of workforce
reductions due to Company reorganization efforts. The package includes
compensation based on years of service and addresses medical benefits
and transition services. The separation package will be effective
July 1, 1995 for those business units ready to implement their
respective reorganization plans. The Company reorganization will be by
individual department. As each department announces its reorganization,
any affected employees will have 60 days to accept the voluntary
package. In accordance with Financial Accounting Standards No. 88, the
obligation will be recorded after the employees have either accepted
the voluntary package or have been notified that they will be
terminated under the involuntary package.
Industry Changes
The FERC has granted approval to the formation of an association of
western electric power suppliers and buyers including Idaho Power. This
association organized with the intent to provide each other with
comparable electricity transmission services.
The Company is a charter member of the new organization, called the
Western Regional Transmission Association (WRTA). The WRTA is the first
group of its kind in the United States and is indicative of changes
forthcoming in the electric utility industry.
The primary purpose of the WRTA will be to facilitate open access to
transmission services and to resolve related disputes. These concerns
are among the fundamental issues being addressed as the electric
utility industry becomes more competitive and less regulated in
accordance with the National Energy Policy Act of 1992.
The 43 members of the WRTA own about 70 percent of the transmission
system in the United States portion of the Western Systems Coordinating
Council.
Accounting Issue
In March 1995, the Financial Accounting Standards Board issued SFAS
No. 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to Be Disposed Of", which is effective in 1996. This
standard requires that long-lived assets be reviewed for impairment
whenever events or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss would be recognized
if the sum of the estimated future undiscounted cash flows to be
generated by an asset is less than its carrying value. The amount of
the loss would be based on a comparison of book value to fair value.
SFAS No. 121 also amends SFAS No. 71, "Accounting for the Effects of
Certain Types of Regulation," to require write-off of a regulatory
asset if it is no longer probable that future revenues will recover the
cost of the asset. SFAS No. 121 does not impact the Company at this
time. However, it will be reviewed on an ongoing basis.
FERC Proposed Rule
On March 29, 1995, the FERC issued a NOPR on Open-Access Non-
Discriminatory Transmission Services by Public and Transmitting
Utilities and a supplemental NOPR on Recovery of Stranded Costs. These
NOPRs would require utilities owning transmission lines to file non-
discriminatory rates available to all buyers and sellers of
electricity, would require utilities to use that tariff for their own
wholesale sales and purchases, and would allow utilities to recover
stranded costs.
Idaho Power is evaluating the NOPRs to determine their potential
impacts on the Company and its customers. In addition, the Company is
preparing an open-access transmission tariff for its existing
transmission facilities. Comments on the NOPR are due by August 7,
1995. It is anticipated that the final rules could take effect in early
1996.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company is a defendant in a Superfund case entitled United States of
America vs. Pacific Hide & Fur Depot, et al., Civil No. 83-4062, pending in
the United States District Court for the District of Idaho. The suit
involves PCB and PCB/lead contamination at a scrap metal/recycling facility
near Pocatello, Idaho. The Company entered into a Partial Consent Decree
which was signed by the District Judge on September 26, 1989, wherein the
Company agreed to remediate PCBs at the site. Prior to remediation, EPA
notified the Company of the discovery of lead and other metals contamination
at levels of concern at the site. Remediation activities were completed on
October 21, 1992.
A Certification of Completion for the Operable Unit Remedial Action dated
March 31, 1993, was issued by EPA to the Company. On August 30, 1993,
Notice of the Lodging of an Amended Partial Consent Decree was published in
the Federal Register establishing a period for public comment.
Pursuant to the Request for Public Comment, a number of Potentially
Responsible Parties involved with the lead contamination at the site filed
objections to the proposed Amended Partial Consent Decree. The objections
generally contend that the government's information relating to the
Company's contribution to the lead contamination at the site is erroneous,
and that the Company's remedial efforts and related costs are is
disproportionately low in relation to its liability. On November 19, 1993,
the Company provided the Department of Justice with its responses to the
objections.
The Amended Partial Consent Decree was lodged with U. S. District Court for
the District of Idaho on December 12, 1994, along with EPA's Motion to
Enter. The Amended Partial Consent Decree provides that the Company is
protected against any and all claims for contribution by other PRPs, both as
to the PCB and lead contamination.
On January 24, 1995, the Company was advised that the PRP group associated
with lead contamination was objecting to the proposed entry of the Amended
Partial Consent Decree on the basis that the Company has not paid its "fair
share" of the remaining lead clean-up costs which EPA currently estimates at
approximately $5 million.
It is EPA's position that the Company, as an integral part of its clean-up
of the PCB contamination and PCB/lead contamination, removed approximately
57 percent of the total lead contamination from the entire site, even though
the Company contributed only 10.5 percent of the total lead contamination.
On May 5, 1995, the Federal Magistrate entered a Report and Recommendation
to the District Judge wherein it was recommended that the government's
Motion for Entry of the Amended Partial Consent Decree be granted. On May
18, 1995, the PRP group associated with lead contamination filed objections
to the Magistrate's recommendations. The government filed its responses to
the objections on May 31, 1995. The Company believes that the objections
filed by the PRP are without merit.
This matter has been previously reported in Form 10-K dated March 9, 1989,
March 8, 1990, March 14, 1991, March 16, 1992, March 12, 1993, March 10,
1994, March 9, 1995, and other reports filed with the Commission.
On February 16, 1994, an action for declaratory relief and breach of
contract entitled Idaho Power Company vs. Underwriters and Lloyds London, et
al., was filed by the Company in Federal District Court in Pocatello, Idaho,
against its solvent liability insurers in the period of 1969 to 1974,
arising out of the insurer's denial of coverage for the Company's
environmental remediation of a hazardous waste site in Pocatello. The
action seeks a declaratory judgment that the policies cover the Company's
costs of defending claims related to the site and costs of site remediation,
and damages for the insurers' breach of the insurance contracts based on the
insurers' failure to pay such costs. In the action, the Company seeks
reimbursement for approximately $6,125,000 in indemnity and defense costs
associated with the remediation, together with prejudgment interest and
attorney fees and costs for the action.
The case was assigned to a Federal Judge in the Eastern District of
Washington. The trial date is set for spring 1996.
On October 6, 1994, the Company brought an action, Idaho Power Company v.
Monsanto Company, et al., in the District Court of the Fourth Judicial
District of the State of Idaho, against Monsanto Company, General Electric
Company, Westinghouse Electric Corporation, Schlumberger Industries, Inc.,
McGraw-Edison Company, Asea Brown Boveri, Inc., and Cooper Industries, Inc.
The Complaint alleges fraudulent misrepresentation or omission of material
facts, and/or knowing failure to warn Idaho Power Company of the hazards of
polychlorinated biphenyls (PCBs), in connection with the sale, service,
replacement, maintenance and/or removal of electrical equipment utilizing or
contaminated with PCBs. The case has been removed to the United States
District Court for the District of Idaho and is still in an early stage.
Discovery has not yet commenced, and no trial date has been set.
The defendants moved to dismiss the Company's Complaint for failure to state
a claim and failure to aver fraud or mistake with particularity as required
by Rule 9(b). At a hearing in May 1995 on defendants' motions, the court
granted the Company's motion for time to amend its Complaint to meet the
requirements of Rule 9(b). The Amended Complaint was filed on June 30,
1995.
Item 4. Submission of Matters to a Vote of Security Holders
(a) Regular annual meeting of the Company's stockholders, held May
3, 1995 in Twin Falls, Idaho.
(b) Directors elected at the meeting for a three-year term:
Robert D. Bolinder
Jon H. Miller
Gene C. Rose
Phil Soulen
Director elected for 2 year term:
Joseph W. Marshall
Continuing Directors:
Larry R. Gunnoe Jack K. Lemley
Peter T. Johnson Evelyn Loveless
Roger L. Breezley Peter S. O'Neill
John B. Carley
(c)(1)a)To elect five Director Nominees; and
b) To ratify the selection of Deloitte & Touche (D&T) as
independent auditors for the fiscal year ending December
31, 1995.
(2) Director Nominees
Class of Stock For Withhold Total Voted
Common 32,843,889 756,838 33,600,727
4% Preferred 2,475,404 57,480 2,532,884
7.68% Preferred 134,474 1,365 135,839
Total 35,453,767 815,683 36,269,450
Proposal to Ratify Selection of D&T as Independent Auditors
Class of Stock For Against Abstain Total Voted
Common 32,848,357 399,574 352,796 33,600,727
4% Preferred 2,451,304 42,300 39,280 2,532,884
7.68% Preferred 134,414 25 1,400 135,839
Total 35,434,075 441,899 393,476 36,269,450
(3) Election of Directors
Name Votes For Votes Withheld
Robert D. Bolinder 35,486,024 783,426
Jon H. Miller 35,480,767 788,683
Gene C. Rose 35,508,184 761,266
Phil Soulen 35,503,473 765,977
Joseph W. Marshall 35,453,767 815,683
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
File As
Exhibit Number Exhibit
*3(a) 33-00440 4(a)(xiii) Restated Articles of Incorporation
of the Company as filed with the
Secretary of State of Idaho on
June 30, 1989.
*3(a)(i) 33-65720 4(a)(i) Statement of Resolution
Establishing Terms of 8.375%
Serial Preferred Stock, Without
Par Value (cumulative stated value
of $100 per share), as filed with
the Secretary of State of Idaho on
September 23, 1991.
*3(a)(ii) 33-65720 4(a)(ii) Statement of Resolution
Establishing Terms of Flexible
Auction Series A, Serial Preferred
Stock, Without Par Value
(cumulative stated value of
$100,000 per share), as filed with
the Secretary of State of Idaho on
November 5, 1991.
*3(a)(iii) 33-65720 4(a)(iii) Statement of Resolution
Establishing Terms of 7.07% Serial
Preferred Stock, Without Par Value
(cumulative stated value of $100
per share), as filed with the
Secretary of State of Idaho on
June 30, 1993.
*3(b) 33-41166 4(b) Waiver resolution to Restated
Articles of Incorporation adopted
by Shareholders on May 1, 1991.
*3(c) 33-00440 4(a)(xiv) By-laws of the Company amended on
June 30, 1989, and presently in
effect.
*4(a)(i) 2-3413 B-2 Mortgage and Deed of Trust, dated
as of October 1, 1937, between the
Company and Bankers Trust Company
and R. G. Page, as Trustees.
*4(a)(ii) Supplemental Indentures to
Mortgage and Deed of Trust:
Number Dated
1-MD B-2-a First July 1, 1939
2-5395 7-a-3 Second November 15, 1943
2-7237 7-a-4 Third February 1, 1947
2-7502 7-a-5 Fourth May 1, 1948
2-8398 7-a-6 Fifth November 1, 1949
2-8973 7-a-7 Sixth October 1, 1951
2-12941 2-C-8 Seventh January 1, 1957
2-13688 4-J Eighth July 15, 1957
2-13689 4-K Ninth November 15, 1957
2-14245 4-L Tenth April 1, 1958
2-14366 2-L Eleventh October 15, 1958
2-14935 4-N Twelfth May 15, 1959
2-18976 4-O Thirteenth November 15, 1960
2-18977 4-Q Fourteenth November 1, 1961
2-22988 4-B-16 Fifteenth September 15, 1964
2-24578 4-B-17 Sixteenth April 1, 1966
2-25479 4-B-18 Seventeenth October 1, 1966
2-45260 2(c) Eighteenth September 1, 1972
2-49854 2(c) Nineteenth January 15, 1974
2-51722 2(c)(i) Twentieth August 1, 1974
2-51722 2(c)(ii) Twenty-first October 15, 1974
2-57374 2(c) Twenty-second November 15, 1976
2-62035 2(c) Twenty-third August 15, 1978
33-34222 4(d)(iii) Twenty-fourth September 1, 1979
33-34222 4(d)(iv) Twenty-fifth November 1, 1981
33-34222 4(d)(v) Twenty-sixth May 1, 1982
33-34222 4(d)(vi) Twenty-seventh May 1, 1986
33-00440 4(c)(iv) Twenty-eighth June 30, 1989
33-34222 4(d)(vii) Twenty-ninth January 1, 1990
33-65720 4(d)(iii) Thirtieth January 1, 1991
33-65720 4(d)(iv) Thirty-first August 15, 1991
33-65720 4(d)(v) Thirty-second March 15, 1992
33-65720 4(d)(vi) Thirty-third April 16, 1993
1-3198 4 Thirty-fourth December 1, 1993
Form 8-K
Dated
12/17/93
*4(b) Instruments relating to American
Falls bond guarantee. (see
Exhibits 10(f) and 10(f)(i)).
*4(c) 33-65720 4(f) Agreement to furnish certain debt
instruments.
*4(d) 33-00440 2(a)(iii) Agreement and Plan of Merger dated
March 10, 1989, between Idaho
Power Company, a Maine
Corporation, and Idaho Power
Migrating Corporation.
*4(e) 33-65720 4(e) Rights Agreement dated January 11,
1990, between the Company and
First Chicago Trust Company of New
York, as Rights Agent (The Bank of
New York, successor Rights Agent).
*10(a) 2-51762 5(a) Agreement, dated April 20, 1973,
between the Company and FMC
Corporation.
*10(a)(i) 2-57374 5(b) Letter Agreement, dated
October 22, 1975, relating to
agreement filed as Exhibit 10(a).
*10(a)(ii) 2-62034 5(b)(i) Letter Agreement, dated
December 22, 1976, relating to
agreement filed as Exhibit 10(a).
*10(iii) 33-65720 10(a) Letter Agreement, dated
December 11, 1981, relating to
agreement filed as Exhibit 10(a).
*10(b) 2-49584 5(b) Agreements, dated September 22,
1969, between the Company and
Pacific Power & Light Company
relating to the operation,
construction and ownership of the
Jim Bridger Project.
*10(b)(i) 2-51762 5(c) Amendment, dated February 1, 1974,
relating to operation agreement
filed as Exhibit 10(b).
*10(c) 2-49584 5(c) Agreement, dated as of October 11,
1973, between the Company and
Pacific Power & Light Company.
*10(d) 2-49584 5(d) Agreement, dated as of October 24,
1973, between the Company and Utah
Power & Light Company.
*10(d)(i) 2-62034 5(f)(i) Amendment, dated January 25, 1978,
relating to agreement filed as
Exhibit 10(d).
*10(e) 33-65720 10(b) Coal Purchase Contract, dated as
of June 19, 1986, among the
Company, Sierra Pacific Power
Company and Black Butte Coal
Company.
*10(f) 2-57374 5(k) Contract, dated March 31, 1976,
between the United States of
America and American Falls
Reservoir District, and related
Exhibits.
*10(f)(i) 33-65720 10(c) Guaranty Agreement, dated
March 1, 1990, between the Company
and West One Bank, as Trustee,
relating to $21,425,000 American
Falls Replacement Dam Bonds of the
American Falls Reservoir District,
Idaho.
*10(g) 2-57374 5(m) Agreement, effective April 15,
1975, between the Company and The
Washington Water Power Company.
*10(h) 2-62034 5(p) Bridger Coal Company Agreement,
dated February 1, 1974, between
Pacific Minerals, Inc., and Idaho
Energy Resources Co.
*10(i) 2-62034 5(q) Coal Sales Agreement, dated
February 1, 1974, between Bridger
Coal Company and Pacific Power &
Light Company and the Company.
*10(i)(i) 33-65720 10(d) Second Restated and Amended Coal
Sales Agreement, dated March 7,
1988, among Bridger Coal Company
and PacifiCorp (dba Pacific
Power & Light Company) and the
Company.
*10(j) 2-62034 5(r) Guaranty Agreement, dated as of
August 30, 1974, with Pacific
Power & Light Company.
*10(k) 2-56513 5(i) Letter Agreement, dated January
23, 1976, between the Company and
Portland General Electric Company.
*10(k)(i) 2-62034 5(s) Agreement for Construction,
Ownership and Operation of the
Number One Boardman Station on
Carty Reservoir, dated as of
October 15, 1976, between Portland
General Electric Company and the
Company.
*10(k)(ii) 2-62034 5(t) Amendment, dated September 30,
1977, relating to agreement filed
as Exhibit 10(k).
*10(k)(iii) 2-62034 5(u) Amendment, dated October 31, 1977,
relating to agreement filed as
Exhibit 10(k).
*10(k)(iv) 2-62034 5(v) Amendment, dated January 23, 1978,
relating to agreement filed as
Exhibit 10(k).
*10(k)(v) 2-62034 5(w) Amendment, dated February 15,
1978, relating to agreement filed
as Exhibit 10(k).
*10(k)(vi) 2-68574 5(x) Amendment, dated September 1,
1979, relating to agreement filed
as Exhibit 10(k).
*10(l) 2-68574 5(z) Participation Agreement, dated
September 1, 1979, relating to the
sale and leaseback of coal
handling facilities at the Number
One Boardman Station on Carty
Reservoir.
*10(m) 2-64910 5(y) Agreements for the Operation,
Construction and Ownership of the
North Valmy Power Plant Project,
dated December 12, 1978, between
Sierra Pacific Power Company and
the Company.
10(n)(i)1 1-3198 10(n)(i) The Revised Security Plans for
Form 10-K Senior Management Employees and
for 1994 for Directors-a non-qualified,
deferred compensation plan
effective November 30, 1994.
10(n)(ii)1 1-3198 10(n)(ii) The Executive Annual Incentive
Form 10-K Plan for senior management
for 1994 employees effective January 1,
1995.
10(n)(iii)1 1-3198 10(n)(iii) The 1994 Restricted Stock Plan for
Form 10-K officers and key executives
for 1994 effective July 1, 1994.
*10(o) 33-65720 10(f) Residential Purchase and Sale
Agreement, dated August 22, 1981,
among the United Stated of America
Department of Energy acting by and
through the Bonneville Power
Administration, and the Company.
__________________
1 Compensatory Plan
*10(p) 33-65720 10(g) Power Sales Contact, dated
August 25, 1981, including
amendments, among the United
States of America Department of
Energy acting by and through the
Bonneville Power Administration,
and the Company.
*10(q) 33-65720 10(h) Framework Agreement, dated October
1, 1984, between the State of
Idaho and the Company relating to
the Company's Swan Falls and Snake
River water rights.
*10(q)(i) 33-65720 10(h)(i) Agreement, dated October 25, 1984,
between the State of Idaho and the
Company relating to the agreement
filed as Exhibit 10(q).
*10(q)(ii) 33-65720 10(h)(ii) Contract to Implement, dated
October 25, 1984, between the
State of Idaho and the Company
relating to the agreement filed as
Exhibit 10(q).
*10(r) 33-65720 10(i) Agreement for Supply of Power and
Energy, dated February 10, 1988,
between the Utah Associated
Municipal Power Systems and the
Company.
*10(s) 33-65720 10(j) Agreement Respecting Transmission
Facilities and Services, dated
March 21, 1988 among PC/UP&L
Merging Corp. and the Company
including a Settlement Agreement
between PacifiCorp and the
Company.
*10(s)(i) 33-65720 10(j)(i) Restated Transmission Services
Agreement, dated February 6, 1992,
between Idaho Power Company and
PacifiCorp.
*10(t) 33-65720 10(k) Agreement for Supply of Power and
Energy, dated February 23, 1989,
between Sierra Pacific Power
Company and the Company.
*10(u) 33-65720 10(l) Transmission Services Agreement,
dated May 18, 1989, between the
Company and the Bonneville Power
Administration.
*10(v) 33-65720 10(m) Agreement Regarding the Ownership,
Construction, Operation and
Maintenance of the Milner
Hydroelectric Project (FERC No.
2899), dated January 22, 1990,
between the Company and the Twin
Falls Canal Company and the
Northside Canal Company Limited.
*10(v)(i) 33-65720 10(m)(i) Guaranty Agreement, dated February
10, 1992, between the Company and
New York Life Insurance Company,
as Note Purchaser, relating to
$11,700,000 Guaranteed Notes due
2017 of Milner Dam Inc.
*10(w) 33-65720 10(n) Agreement for the Purchase and
Sale of Power and Energy, dated
October 16, 1990, between the
Company and The Montana Power
Company.
12 Statement Re: Computation of
Ratio of Earnings to Fixed
Charges.
12(a) Statement Re: Computation of
Supplemental Ratio of Earnings to
Fixed Charges.
12(b) Statement Re: Computation of
Ratio of Earnings to Combined
Fixed Charges and Preferred
Dividend Requirements.
12(c) Statement Re: Computation of
Supplemental Ratio of Earnings to
Combined Fixed Charges and
Preferred Dividend Requirements.
15 Letter re: unaudited interim
financial information.
27 Financial Data Schedule
(b) Reports on Form 8-K. No reports on Form 8-K were filed
for the three months ended June 30, 1995.
*Previously Filed and Incorporated Herein By Reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
IDAHO POWER COMPANY
(Registrant)
Date August 4, 1995 By: /s/ J LaMont Keen
J LaMont Keen
Vice President and
Chief Financial Officer
(Principal Financial Officer)
Date August 4, 1995 By: /s/ Harold J Hochhalter
Harold J Hochhalter
Controller
(Principal Accounting Officer)