UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 28,
2008
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Exact name of registrants as specified in |
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Commission |
their charters, address of principal executive |
IRS Employer |
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File Number |
offices and registrants' telephone number |
Identification Number |
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1-14465 |
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IDACORP, Inc. |
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82-0505802 |
1-3198 |
Idaho Power Company |
82-0130980 |
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1221 W. Idaho Street |
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Boise, ID 83702-5627 |
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(208) 388-2200 |
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State or Other Jurisdiction of Incorporation: Idaho |
None |
Former name or former address, if changed since last report. |
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2.):
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
IDACORP, Inc.
IDAHO POWER COMPANY
Form 8-K
ITEM
3.03 Material Modification to Rights of Security Holders.
On
September 10, 2008, the Rights Agreement between IDACORP, Inc. (IDACORP) and
Wells Fargo Bank, N.A., as successor to The Bank of New York, as rights agent,
dated as of September 10, 1998, as amended (Rights Agreement), and the
preferred share purchase rights (rights) issued thereunder expired in
accordance with their terms. As a result, the shares of IDACORP common stock,
without par value, no longer are accompanied by a right to purchase, under
certain circumstances, one one-hundredth of a share of IDACORP's A Series
Preferred Stock. IDACORP common shareholders were not entitled to any payment
as a result of the expiration of the Rights Agreement and the rights issued
thereunder.
ITEM
8.01 OTHER MATTERS.
On August 28, 2008, Idaho Power
Company (Idaho Power) filed a Notice of Intent (NOI) with the Oregon Department
of Energy to apply for a Site Certificate for its proposed transmission line to
be built between the planned Hemingway substation near Murphy, Idaho and
Boardman, Oregon (Hemingway-Boardman Line). The Hemingway-Boardman Line is
expected to relieve existing congestion, capacity, and reliability constraints
and to allow for the delivery of up to 1,500 MW of additional energy to target
service areas, principally in Idaho and Oregon, along with other eastward and
Pacific Northwest locations.
The Hemingway-Boardman Line will require permitting approval
from the Oregon Energy Facility Siting Council (EFSC). EFSC is a seven-member
council which has authority to approve or disapprove proposed large energy
facilities in Oregon. The EFSC permitting process has two major phases. The
filing of the NOI is the first major step in the permitting process for the
Hemingway-Boardman Line. The NOI describes the proposed line in general terms,
allowing the Oregon Department of Energy to gather public comment and enabling
state and local agencies to identify the applicable statutes, regulations, and
ordinances. After the Oregon Department of Energy issues a Proposed Order, the
second phase would begin when Idaho Power files an Application for Site
Certificate with the Oregon Department of Energy. The permitting process ends
when the EFSC enters a decision on whether to issue a Site Certificate for the
line and issues a final order.
Idaho Power stated in its NOI
that the line would be approximately 300 miles, but the actual length could be
longer or shorter depending on the route selected. Construction costs for
single-circuit 500-kV transmission lines are typically estimated at $1.5
million per mile (excluding private right-of-way acquisitions costs), but may
vary significantly depending upon route availability, permitting and other
variables. Final costs, routes, construction schedules, line miles and
transmission capacity for the Hemingway-Boardman Line will be determined as the
NOI and other processes are completed. Idaho Power's share of the total line
costs will also depend upon whether and to what extent ownership partners
participate in the line, and the amounts contributed by third-party purchasers
of capacity on the line. The line may be in service as early as 2012.
Certain statements contained in
this Current Report on Form 8-K, including statements with respect to future
earnings, ongoing operations, and financial conditions, are "forward-looking
statements" within the meaning of federal securities laws. Although IDACORP
and IPC believe that the expectations and assumptions reflected in these
forward-looking statements are reasonable, these statements involve a number of
risks and uncertainties, and actual results may differ materially from the
results discussed in the statements. Factors that could cause actual results
to differ materially from the forward-looking statements include: changes in
and compliance with governmental policies, including new interpretations of
existing policies, and regulatory actions and regulatory audits, including
those of the Federal Energy Regulatory Commission, the North American Electric
Reliability Corporation, the Western Electricity Coordinating Council, the
Idaho Public Utilities Commission, and the Oregon Public Utility Commission
with respect to allowed rates of return, industry and rate structure, day-to-day
business operations, acquisition and disposal of assets and facilities,
operation and construction of plant facilities, provision of transmission
services, including critical infrastructure protection and system reliability,
relicensing of hydroelectric projects, recovery of power supply costs, recovery
of capital investments, present or prospective wholesale and retail
competition, including but not limited to retail wheeling and transmission
costs, and other refund proceedings; changes arising from the Energy Policy Act
of 2005; changes in tax laws or related regulations or new interpretations of
applicable law by the Internal Revenue Service or other taxing jurisdiction,
litigation and regulatory proceedings, including those resulting from the
energy situation in the western United States, and penalties and settlements
that influence business and profitability; changes in and compliance with laws,
regulations and policies including changes in law and compliance with
environmental, natural resources, endangered species and safety laws,
regulations and policies and the adoption of laws and regulations addressing
greenhouse gas emissions or global climate change; global climate change and
regional weather variations affecting customer demand and hydroelectric
generation; over-appropriation of surface and groundwater in the Snake River
Basin resulting in reduced generation at hydroelectric facilities; construction
of power generation, transmission and distribution facilities, including an
inability to obtain required governmental permits and approvals, rights-of-way
and siting, and risks related to contracting, construction and start-up;
operation of power generating facilities including performance below expected
levels, breakdown or failure of equipment, availability of transmission and
fuel supply; changes in operating expenses and capital expenditures, including
costs and availability of materials, fuel and commodities; blackouts or other
disruptions of Idaho Power Company's transmission system or the western
interconnected transmission system; impacts from the formation of a regional
transmission organization or the development of another transmission group;
population growth rates and other demographic patterns; market prices and
demand for energy, including structural market changes; fluctuations in sources
and uses of cash; results of financing efforts, including the ability to obtain
financing on favorable terms, which can be affected by factors such as credit ratings
and general economic conditions; actions by credit rating agencies, including
changes in rating criteria and new interpretations of existing criteria;
changes in interest rates or rates of inflation; performance of the stock
market and changes in interest rates, which affect the amount of required
contributions to pension plans, and the reported costs of providing pension and
other postretirement benefits; increases in health care costs and the resulting
effect on medical benefits paid for employees; increasing costs of insurance,
changes in coverage terms and the ability to obtain insurance; homeland
security, acts of war or terrorism; natural disasters and other natural risks,
such as earthquake, flood, drought, lightning, wind and fire; adoption of or
changes in critical accounting policies or estimates; and new accounting or
Securities and Exchange Commission requirements, or new interpretation or
application of existing requirements. Any such forward-looking statement
should be considered in light of such factors and others noted in the companies'
Annual Report on Form 10-K for the year ended December 31, 2007, the Quarterly
Reports on Form 10-Q for the quarters ended March 31, 2008 and June 30, 2008
and other reports on file with the Securities and Exchange Commission. Any
forward-looking statement speaks only as of the date on which such statement is
made. New factors emerge from time to time and it is not possible for
management to predict all such factors, nor can it assess the impact of any
such factor on the business or the extent to which any factor, or combination
of factors, may cause results to differ materially from those contained in any
forward-looking statement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrants have duly caused this report to be signed on their
behalf by the undersigned hereunto duly authorized.
Dated: September 16, 2008
IDACORP,
Inc.
By: /s/
Darrel T. Anderson
Darrel T. Anderson
Senior Vice President -
Administrative Services
and Chief Financial Officer
IDAHO
POWER COMPANY
By:
/s/
Darrel T. Anderson
Darrel T. Anderson
Senior Vice President -
Administrative Services
and Chief Financial Officer