-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HU4lwiKfUB7t5sZhYNeDd+noqgGALyL9piCM+S0PLZ/HzAyVAWhUNtrdq3yoxJCZ aup0bYm5v2zjWKKl3NlBLg== 0000049648-96-000039.txt : 19960508 0000049648-96-000039.hdr.sgml : 19960508 ACCESSION NUMBER: 0000049648-96-000039 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960507 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: IDAHO POWER CO CENTRAL INDEX KEY: 0000049648 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 820130980 STATE OF INCORPORATION: ID FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-03198 FILM NUMBER: 96557298 BUSINESS ADDRESS: STREET 1: 1221 W IDAHO ST STREET 2: PO BOX 70 CITY: BOISE STATE: ID ZIP: 83707 BUSINESS PHONE: 2083882200 10-Q/A 1 MAIN DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q/A Amendment No. 1 X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 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 April 30, 1996 is 37,612,351. IDAHO POWER COMPANY Index Part I. Financial Information: Page No Item 1. Financial Statements Consolidated Statements of Income - Three Months and Twelve Months Ended March 31, 1996 and 1995 3, 4 Consolidated Balance Sheets - March 31, 1996 and December 31, 1995 5, 6 Consolidated Statements of Cash Flows - Three Months and Twelve Months Ended March 31, 1996 and 1995 7, 8 Consolidated Statements of Capitalization - March 31, 1996 and December 31, 1995 9 Notes to Consolidated Financial Statements 10-12 Independent Accountants' Report 13 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 14-24 Part II. Other Information: Item 1. Legal Proceedings 25-26 Item 6. Exhibits and Reports on Form 8-K 27-36 Signatures 37 PART I - FINANCIAL INFORMATION IDAHO POWER COMPANY CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995 Item 1. Financial Statements Three Months Ended March 31, Increase 1996 1995 (Decrease) (Thousands of Dollars) REVENUES (Notes 1 and 4) $146,629 $131,336 $ 15,293 EXPENSES (Notes 1 and 4): Operation: Purchased power 8,215 6,717 1,498 Fuel expense 8,532 15,492 (6,960) Power cost adjustment 6,852 (1,705) 8,557 Other 33,210 32,422 788 Maintenance 8,806 9,058 (252) Depreciation 17,395 16,674 721 Taxes other than income taxes 5,130 6,126 (996) Total expenses 88,140 84,784 3,356 INCOME FROM OPERATIONS 58,489 46,552 11,937 OTHER INCOME: Allowance for equity funds used during construction (Note 2) (1) (2) 1 Other - Net 3,342 1,944 1,398 Total other income 3,341 1,942 1,399 INTEREST CHARGES: Interest on long-term debt 12,963 12,789 174 Other interest 1,242 1,273 (31) Total interest charges 14,205 14,062 143 Allowance for borrowed funds used during construction (Note 2) (52) (529) 477 Net interest charges 14,153 13,533 620 INCOME BEFORE INCOME TAXES 47,677 34,961 12,716 INCOME TAXES (Note 6) 17,466 14,234 3,232 NET INCOME 30,211 20,727 9,484 Dividends on preferred stock 1,952 2,026 (74) EARNINGS ON COMMON STOCK $ 28,259 $ 18,701 $ 9,558 AVERAGE COMMON SHARES OUTSTANDING (000) 37,612 37,612 N/A Earnings per share of common stock $ 0.75 $ 0.50 $ 0.25 Dividends paid per share of common stock $ 0.465 $ 0.465 $ - The accompanying notes are an integral part of these statements. IDAHO POWER COMPANY CONSOLIDATED STATEMENTS OF INCOME FOR THE TWELVE MONTHS ENDED MARCH 31, 1996 AND 1995 Twelve Months Ended March 31, Increase 1996 1995 (Decrease) (Thousands of Dollars) REVENUES (Notes 1 and 4) $560,915 $546,184 $ 14,731 EXPENSES (Notes 1 and 4): Operation: Purchased power 56,084 61,720 (5,636) Fuel expense 47,731 84,893 (37,162) Power cost adjustment 15,849 (11,121) 26,970 Other 127,502 124,244 3,258 Maintenance 35,701 42,505 (6,804) Depreciation 68,136 60,843 7,293 Taxes other than income taxes 21,984 24,292 (2,308) Total expenses 372,987 387,376 (14,389) INCOME FROM OPERATIONS 187,928 158,808 29,120 OTHER INCOME: Allowance for equity funds used during construction (Note 2) (16) 951 (967) Other - Net 15,770 9,896 5,874 Total other income 15,754 10,847 4,907 INTEREST CHARGES: Interest on long-term debt 51,320 51,167 153 Other interest 5,278 3,815 1,463 Total interest charges 56,598 54,982 1,616 Allowance for borrowed funds used during construction (Note 2) (964) (1,795) 831 Net interest charges 55,634 53,187 2,447 INCOME BEFORE INCOME TAXES 148,048 116,468 31,580 INCOME TAXES 51,644 39,070 12,574 NET INCOME 96,404 77,398 19,006 Dividends on preferred stock 7,916 7,636 280 EARNINGS ON COMMON STOCK $ 88,488 $ 69,762 $ 18,726 AVERAGE COMMON SHARES OUTSTANDING (000) 37,612 37,590 N/A Earnings per share of common stock $ 2.35 $ 1.86 $ 0.49 Dividends paid per share of common stock $ 1.86 $ 1.86 $ - The accompanying notes are an integral part of these statements. IDAHO POWER COMPANY CONSOLIDATED BALANCE SHEETS ASSETS March 31, December 31, 1996 1995 (Thousands of Dollars) ELECTRIC PLANT: In service (at original cost) $2,492,091 $2,481,830 Accumulated provision for depreciation (846,666) (830,615) In service - Net 1,645,425 1,651,215 Construction work in progress 24,047 20,564 Held for future use 1,106 1,106 Electric plant - Net 1,670,578 1,672,885 INVESTMENTS AND OTHER PROPERTY 31,720 16,826 CURRENT ASSETS: Cash and cash equivalents 5,691 8,468 Receivables: Customer 38,105 33,357 Allowance for uncollectible accounts (1,397) (1,397) Notes 5,238 5,134 Employee notes receivable 4,490 4,648 Other 12,838 10,771 Accrued unbilled revenues (Note 1) 19,624 25,025 Materials and supplies (at average cost) 26,892 25,937 Fuel stock (at average cost) 15,578 13,063 Prepayments 18,599 20,778 Regulatory assets associated with income taxes 5,371 5,777 Total current assets 151,029 151,561 DEFERRED DEBITS: American Falls and Milner water rights 32,440 32,440 Company owned life insurance 55,425 56,066 Regulatory assets associated with income taxes 200,340 200,379 Regulatory assets - other 62,357 68,348 Other 42,613 43,248 Total deferred debits 393,175 400,481 TOTAL $2,246,502 $2,241,753 The accompanying notes are an integral part of these statements. IDAHO POWER COMPANY CONSOLIDATED BALANCE SHEETS CAPITALIZATION & LIABILITIES March 31, December 31, 1996 1995 (Thousands of Dollars) CAPITALIZATION (See Page 9): Common stock equity - $2.50 par value (shares authorized 50,000,000; shares outstanding March 31, 1996 - 37,612,351; December 31, 1995 - 37,612,351) $ 675,798 $ 682,775 Preferred stock (Note 5) 132,150 132,181 Long-term debt (Note 5) 682,624 672,618 Total capitalization 1,490,572 1,487,574 CURRENT LIABILITIES: Long-term debt due within one year 20,517 20,517 Notes payable 35,016 53,020 Accounts payable 23,762 40,483 Taxes accrued 36,598 15,409 Interest accrued 14,558 14,785 Accumulated deferred income taxes 5,371 5,777 Other 31,639 12,867 Total current liabilities 167,461 162,858 DEFERRED CREDITS: Accumulated deferred investment tax credits 70,152 70,507 Accumulated deferred income taxes 407,017 408,394 Regulatory liabilities associated with income taxes 34,429 34,554 Regulatory liabilities - other 698 789 Other 76,173 77,077 Total deferred credits 588,469 591,321 COMMITMENTS AND CONTINGENT LIABILITIES (Note 3) TOTAL $2,246,502 $2,241,753 The accompanying notes are an integral part of these statements. IDAHO POWER COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995 Three Months Ended March 31, 1996 1995 OPERATING ACTIVITIES: (Thousands of Dollars) Cash received from operations: Retail revenues $ 123,351 $ 118,958 Wholesale revenues 17,626 15,691 Other revenues 5,729 5,528 Fuel paid (14,795) (20,659) Purchased power paid (13,230) (11,966) Other operation & maintenance paid (41,323) (39,096) Interest paid (includes long and short-term debt only) (13,913) (14,168) Income taxes paid (1,771) (3,000) Taxes other than income taxes paid (2,012) (2,119) Other operating cash receipts and payments-Net (2,637) (4,001) Net cash provided by operating activities 57,025 45,168 FINANCING ACTIVITIES: PC bond fund requisitions/other long-term debt 10,000 - Short-term borrowings - Net (18,000) (7,500) Long-term debt retirement (17) (17) Preferred stock retirement (20) (38) Dividends on preferred stock (2,015) (2,091) Dividends on common stock (17,481) (17,498) Other sources/(uses) (1,257) (812) Net cash used in financing activities (28,790) (27,956) INVESTING ACTIVITIES: Additions to utility plant (16,535) (17,246) Conservation (107) (1,339) Increase in investments (14,525) - Other 155 903 Net cash used in investing activities (31,012) (17,682) Change in cash and cash equivalents (2,777) (470) Cash and cash equivalents beginning of period 8,468 7,748 Cash and cash equivalents end of period $ 5,691 $ 7,278 RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Net Income $ 30,211 $ 20,727 Adjustments to reconcile net income to net cash: Depreciation 17,395 16,674 Deferred income taxes (1,559) 3,920 Investment tax credit-Net (355) (67) Allowance for funds used during construction (50) (527) Postretirement benefits funding (excl pensions) (697) (1,037) Changes in operating assets and liabilities: Accounts receivable 77 8,841 Fuel inventory (6,263) (5,167) Accounts payable (5,015) (5,249) Taxes payable 20,734 11,395 Interest payable 288 (110) Other - Net 2,259 (4,232) Net cash provided by operating activities $ 57,025 $ 45,168 The accompanying notes are an integral part of these statements. IDAHO POWER COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE TWELVE MONTHS ENDED MARCH 31, 1996 AND 1995 Twelve Months Ended March 31, 1996 1995 OPERATING ACTIVITIES: (Thousands of Dollars) Cash received from operations: Retail revenues $ 473,214 $ 463,623 Wholesale revenues 61,195 59,691 Other revenues 23,027 23,625 Fuel paid (55,877) (89,926) Purchased power paid (53,790) (66,977) Other operation & maintenance paid (156,437) (169,566) Interest paid (includes long and short-term debt only) (54,048) (53,133) Income taxes paid (39,174) (17,488) Taxes other than income taxes paid (22,833) (21,934) Other operating cash receipts and payments-Net 5,010 2,612 Net cash provided by operating activities 180,287 130,527 FINANCING ACTIVITIES: PC bond fund requisitions/other long-term debt 10,000 - Common stock issued - 6,636 Short-term borrowings - Net (12,500) 45,500 Long-term debt retirement (519) (466) Preferred stock retirement (133) (129) Dividends on preferred stock (7,813) (7,841) Dividends on common stock (69,950) (69,848) Other sources/(uses) (1,225) (792) Net cash used in financing activities (82,140) (26,940) INVESTING ACTIVITIES: Additions to utility plant (83,254) (101,257) Conservation (4,455) (6,785) Increase in investments (14,525) - Other 2,500 6,929 Net cash used in investing activities (99,734) (101,113) Change in cash and cash equivalents (1,587) 2,474 Cash and cash equivalents beginning of period 7,278 4,804 Cash and cash equivalents end of period $ 5,691 $ 7,278 RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Net Income $ 96,404 $ 77,398 Adjustments to reconcile net income to net cash: Depreciation 68,136 60,843 Deferred income taxes 6,218 13,754 Investment tax credit-Net (1,374) (954) Allowance for funds used during construction (948) (2,746) Postretirement benefits funding (excl pensions) (2,516) (4,884) Changes in operating assets and liabilities: Accounts receivable (3,479) 755 Fuel inventory (8,147) (5,034) Accounts payable 2,294 (5,257) Taxes payable 6,821 11,266 Interest payable 2,499 1,641 Other - Net 14,379 (16,255) Net cash provided by operating activities $ 180,287 $ 130,527 The accompanying notes are an integral part of these statements. IDAHO POWER COMPANY CONSOLIDATED STATEMENTS OF CAPITALIZATION March 31, December 31, 1996 1995 (Thousands of Dollars) COMMON STOCK EQUITY: Common stock $ 94,031 $ 94,031 Premium on capital stock 362,769 363,044 Capital stock expense (4,126) (4,127) Retained earnings 223,125 229,827 Total common stock equity 675,798 45.3% 682,775 45.9% PREFERRED STOCK, cumulative, ($100 par or stated value) (Note 5): 4% preferred stock (authorized 215,000; shares outstanding: 1996-171,496; 1995-171,813) 17,150 17,181 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 132,150 8.9 132,181 8.9 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) (20,000) Net first mortgage bonds 470,000 470,000 Pollution control revenue bonds: 5.90 % Series due 2003 24,200* 24,200* 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 170,460 170,460 *Amount due within one year (450) (450) Net pollution control revenue bonds 170,010 170,010 REA Notes 1,683 1,700 Amount due within one year (67) (67) Net REA Notes 1,616 1,633 IdaWest Notes 10,000 - American Falls bond guarantee 20,740 20,740 Milner Dam note guarantee 11,700 11,700 Unamortized premium/discount - Net (1,442) (1,466) Total long-term debt 682,624 45.8 672,618 45.2 TOTAL CAPITALIZATION $1,490,572 100.0% $1,487,574 100.0% 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 March 31, 1996 and the consolidated results of operation for the three months, and twelve months ended March 31, 1996 and 1995 and the consolidated cash flows for the three months and twelve months ended March 31, 1996 and 1995. 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, 1995. 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 and Cash Equivalents 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. Management Estimates The preparation of financial statements, in conformity with generally accepted accounting principles, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 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 three months ended March 31, 1996, was 5.0 percent and was 6.1 percent for the entire year of 1995. 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 $1.8 million at March 31, 1996. 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 material 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 $5.4 million at March 31, 1996. The current balance is adjusted monthly as actual conditions are compared to the forecasted net power supply costs. The Company filed its 1996 PCA application on April 15, 1996, requesting a decrease in the Idaho jurisdiction PCA rate. The PCA change will decrease Idaho rates by approximately $24.5 million (5.6 percent), including the true-up for 1995. The 1996 PCA reflects costs below the normalized or base rates established for PCA expenses. 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 three months decreased from 40.7% in 1995 to 36.6% in 1996. A reconciliation between the statutory federal income tax rate and the effective rate for the three months ended March 31, 1996 is as follows: Amount Rate Computed income taxes based on statutory federal income tax rate $16,687 35.0% Changes in taxes resulting from: Current State Income taxes. 2,239 4.7 Net Depreciation 1,099 2.3 Investment Tax Credits restored (703) (1.5) Repair Allowance (880) (1.8) Other (976) (2.1) $17,466 36.6% 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 March 31, 1996, and the related consolidated statements of income for the three-, and twelve- month periods ended March 31, 1996 and 1995 and condensed consolidated statements of cash flows for the three- and twelve-month periods ended March 31, 1996 and 1995. These 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 condensed 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, 1995, 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, 1996, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet and statement of capitalization as of December 31, 1995 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 April 30, 1996 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OVERVIEW 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 (Stellar). 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 Pacific 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 - primarily because of 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 Company uses a Power Cost Adjustment (PCA) mechanism in Idaho, its primary jurisdiction. The PCA provides recovery for a major portion of those operating expenses that have the greatest potential for variation. With the PCA, the Company's operating results and earnings per share 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 $0.75 for the quarter, an increase of $0.25 (50.0 percent) from the same quarter last year. The twelve months ended March 31, 1996 yielded earnings of $2.35 per share, an increase of $0.49 (26.3 percent) from the twelve months ended March 31, 1995. The twelve-month earnings represent a 13.1 percent earned return on year-end March 31 common equity, compared to the 10.6 percent earned through March 31 last year. At March 31, 1996, the book value per share of common stock was $17.97, compared to $17.48 for the same period a year ago. RESULTS OF OPERATIONS Precipitation and Streamflows Idaho Power analyzes precipitation and streamflow conditions based on their effect 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. Precipitation in the Company's service territory was above normal for the first three months of 1996. At April 1, 1996, reservoir storage above Brownlee was 71 percent of capacity, compared to 63 percent at this time last year and to the normal capacity of 70 percent for the same period. Inflows into Brownlee result from a combination of precipitation, storage, and ground water conditions. At April 1, 1996, the Company estimated that 7.5 million acre-feet (MAF) of water will flow into Brownlee Reservoir during the April-July runoff period. This figure represents approximately 156 percent of the 68-year median of 4.8 MAF. Energy Requirements For the first three months of 1996, the Company met its total system energy requirements from the following sources: hydro generation (67 percent), thermal generation (22 percent), and purchased power and other interchanges (11 percent). For the same period of 1995, these figures were 54 percent hydro, 35 percent thermal, and 11 percent purchased power and other interchanges. With precipitation, streamflows, and reservoir storage above average, the Company estimates that 63 percent of its 1996 energy requirements will come from hydro generation, 23 percent from thermal generation, and 14 percent from purchased power and other interchanges. Under normal conditions, Idaho Power's hydro system would contribute approximately 57 percent of the Company's total system energy requirements, with thermal generation accounting for approximately 34 percent, and the remaining 9 percent coming from purchased power and other interchanges. Economy Over the last seven years, Idaho's economy has consistently ranked among the fastest growing in the U.S. The average annual compound rate of growth over the last five years was nearly 4.6 percent. It was inevitable, therefore, that this growth rate would begin to slacken. In 1995, Idaho experienced a 3.2 percent rate of growth in non- agricultural employment. This figure compares to 5.0 percent in 1993 and 4.6 percent in 1994. Economic forecasts estimate that Idaho's employment growth for 1996 and 1997 will be 2.8 percent and 2.9 percent respectively. In addition, Idaho's population growth is expected to be moderate in the near-term as the rate of job creation slows. Still, Idaho will likely maintain a rate of population growth that is nearly twice that of the national average. Power Cost Adjustment Since 1993, the Idaho Public Utilities Commission (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. The current balance is adjusted monthly as actual conditions are compared to the PCA forecasted net power supply costs. At March 31, 1996, the Company had recorded $5.4 million of power supply costs above those projected in the 1995 PCA forecast that were included in the true-up portion of the 1996 PCA filing. The Company filed its 1996 PCA application on April 15, 1996, requesting a decrease in the Idaho jurisdiction PCA rate. The PCA change will decrease Idaho rates by approximately $24.5 million (5.6 percent), including the true-up for 1995. The 1996 PCA reflects costs below the normalized or base rates established for PCA expenses. Revenues General business revenues were up by $10.9 million (10.0 percent) for the quarter, and by $8.6 million (1.9 percent) for the twelve months ended March 31, 1996. The quarterly gain reflects increases in rate levels, the total number of customers served, and customer usage when compared to the first quarter of 1995. The Company posted gains in three customer classes. Residential revenues increased $7.3 million (13.5 percent); industrial sales rose $0.8 million (3.1 percent); and commercial sales increased $2.7 million (10.5 percent). The increase for the twelve-month period represents the continuing strength of economic growth in the Company's service territory, increases in new customers, energy usage patterns, and rate increases in the Idaho and Oregon jurisdictions. Idaho Power added 11,303 new general business customers a 3.4 percent increase over the total number of customers served at this time last year. Total surplus sales rose $3.2 million during the first quarter and $9.4 million for the twelve-month period. These increases reflect improved hydroelectric generating conditions in 1995 and 1996. The increased sales were partially offset by a $4.2 million decline in firm sales for resale during the twelve-month period. This decline is due to the expiration of a short-term firm sales agreement with another utility for sales during July and August of 1994. Firm sales for resale increased $0.4 million during the first three months of 1996. When compared to the corresponding periods a year ago, total operating revenues increased $15.3 million (11.6 percent) for the first quarter of 1996, and $14.7 million (2.7 percent) for the twelve months ended March 31, 1996. Expenses Total operation and maintenance expenses were up $3.6 million (5.9 percent) for the quarter, but down $19.4 million (6.4 percent) for the twelve months ended March 31, 1996. Purchased power expenses were up for the three-month period by $1.5 million, but were down for the twelve-month period by $5.6 million. The increase for the three-month period reflects economy purchases Idaho Power made while prices for off-system energy were lower, allowing the Company to reduce the need for generation at its thermal facilities. The decrease for the twelve-month period reflects good hydroelectric generating conditions throughout that period of time. Fuel expenses were lower for both periods: $7.0 million and $37.2 million respectively. Again, these decreases reflect good hydroelectric generating conditions during 1995 and 1996. PCA expenses increased by $8.6 million and $27.0 million for the three- and twelve-month periods respectively. The PCA mechanism reduces expenses when power supply costs are above normal, and increases them when power supply costs are below normal (see Note 4). PCA component expenses were lower than base amounts; therefore, PCA expenses increased when compared to the same periods a year ago. All other operation and maintenance expenses were up $0.5 million for the first quarter, but down $3.5 million for the twelve months ended March 31, 1996. The decrease reflects reduced thermal operation and maintenance expenses, reduced accruals for injury and damage expense, and the successful efforts of the Company's employees to reduce operating costs. Total interest costs increased $0.1 million and $1.6 million for the three - and twelve-month periods respectively. These increases are the result of varying levels of short-term borrowings throughout the reported periods, as well as an increase in long-term debt resulting from the recent purchase of bonds by the Company's Ida-West subsidiary. Income taxes increased during both periods because of a corresponding increase in pre-tax income. Depreciation expense increased as a result of greater plant investment. Ida-West Energy Company This wholly owned subsidiary of the Company holds investments in eight operating hydroelectric plants with a total generating capacity of 60.8 megawatts (MW). Ida-West owns, through various partnerships, a 50 percent equity interest in five of these projects. Ida-West's wholly- owned subsidiaries also operate and maintain the five projects, all of which are located in Idaho. Ida-West holds 100 percent of the subordinated debt relating to one of these Idaho projects. In January 1996, Ida-West purchased all of the outstanding bonds (approximately $33 million) that were issued to finance three hydroelectric plants known collectively as the Friant Power Project. This project is located at the U.S. Bureau of Reclamation's Friant Dam on the headwaters of the San Joaquin River in Madera and Fresno Counties, California. It has an aggregate generating capacity of 27.4 MW. The project is owned and operated by Friant Power Authority, a quasi-governmental entity consisting of six irrigation districts, a water district, and a municipal utility district. In addition, Ida-West owns, together with two other equal partners, the Hermiston Power Project, a 460 MW gas-fired cogeneration project to be located near Hermiston, Oregon. The Bonneville Power Administration (BPA) selected the project to be a part of its Resource Contingency Program. In 1993, the partnership and the BPA signed an option development agreement granting the BPA an option to acquire energy and capacity from the project any time during a five-year option hold period after all option development period tasks, including permitting, have been completed. The agreement also entitles the partnership to reimbursement from the BPA for certain development costs, based on the achievement of certain milestones. Ida-West has been responsible for managing all permitting and development activities relating to the project since its inception. In March 1996, the Oregon Energy Facility Siting Council issued a site certificate for the project, the last major permit necessary for construction and operation of the project. Therefore, the partnership has completed all of its option development responsibilities and has entered the option hold period, which expires on June 30, 2000. The partnership and the BPA are exploring various alternatives for marketing the project's output. Project financing for construction costs would be non-recourse to Idaho Power. To date, the Company has invested $20 million in Ida-West. Ida-West continues an active search for new projects. IDACORP, Inc. Through this wholly-owned subsidiary, Idaho Power is participating in four affordable housing programs. These investments provide a return to IDACORP by reducing federal income taxes and by assuring a return on investment through tax credits and tax depreciation benefits. Stellar Dynamics During the first quarter of 1996, Idaho Power invested $1.0 million in Stellar Dynamics. As Stellar's capital requirements increase, the Company has approved additional equity investments up to a total of $3.0 million. Stellar's core business is to provide products and services to control, protect, and monitor utility and industry processes and equipment. Stellar offers design and integration of high- quality modular process control systems backed with field support, training, documentation, and customer service. LIQUIDITY AND CAPITAL RESOURCES Cash Flow For the three months ended March 31, 1996, the Company generated $57.0 million in net cash from operations. After deducting for both common and preferred dividends, net cash generation from operations provided approximately $37.5 million for the Company's construction program and other capital requirements. This is a 46.7 percent increase over the same period in 1995. Cash Expenditures Idaho Power estimates that its cash construction program for 1996 will require approximately $85.4 million. This estimate is subject to revision in light of changing economic, regulatory, environmental, and conversation factors. During the first three months of 1996, the Company expended approximately $16.5 million for construction. Idaho Power's primary financial commitments and obligations are related to contracts and purchase orders associated with its ongoing construction program. The Company expects to finance these commitments and obligations by 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 $85 million. The Company may use these lines of credit to finance a portion of its construction program on an interim basis. At March 31, 1996, the Company's short-term borrowings totaled $35.0 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. After reviewing the Company's financial condition, Standard & Poors (S&P) raised its rating on the Company's first mortgage bonds from A to A+ effective April 16, 1996. S&P also raised its rating on the Company's preferred stock and other unsecured debt from A- to A, while reaffirming the Company's A1 rating for commercial paper. Idaho Power'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. For the twelve-month period ended March 31, 1996, the Company's consolidated pre-tax interest coverage was 3.62 times. Construction Program Idaho Power continues to study the economic feasibility of constructing the Southwest Intertie Project (SWIP) to capitalize on its strategic location between the Intermountain West and the Pacific Northwest. The Company's SWIP proposal calls for a 500-mile, 500 kilovolt (kV) transmission line that would serve as a major north-south transmission artery, interconnecting the Company's system with those of utilities in California and the Southwest. In December 1994, the U.S. Bureau of Land Management (BLM) issued a favorable record of decision on the Company's environmental impact statement and granted the project a right-of-way across public lands in Idaho, Nevada, and Utah. Idaho Power intends to retain up to 20 percent of ownership and capacity in the 1,200 MW project. The SWIP may be built in segments as warranted by demand for its transmission services. 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. During the fourth quarter of 1995, the Company sent participation packages to interested parties and received requests for capacity. The Company and the six interested parties have completed ownership allocation and negotiations for the execution of the Memorandum of Agreement (MOA). When the MOA is executed, the Company will require each party to pay its share of the approximately $8.5 million expended for environmental permitting, right-of-way acquisition, and related development activities. The SWIP owners will then form an Executive Committee, with voting rights proportional to each share of the project. The Executive Committee will oversee development activities for the SWIP and related projects. The Company has put the SWIP on hold, pending an order from the Public Service Commission of Nevada to allow Nevada Power to participate in the project. 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. Idaho Power fully supports and actively participates in this regional effort. In March of 1995, the National Marine Fisheries Service (NMFS) released a Proposed Recovery Plan for the listed Snake River Salmon. The NMFS accepted public comment on the Plan through December of 1995. As drafted, the Plan would not require any changes to the Company's current operations for salmon. Pending completion of a final recovery plan by the NMFS, the U.S. Army Corps of Engineers and other governmental agencies operating federally-owned dams and reservoirs on the Snake and Columbia Rivers will continue to consult with the NMFS regarding ongoing system operations. The Company does not expect these interim operations to change its current operations for salmon. Idaho Power is negotiating with the BPA to obtain reimbursement for costs associated with lost energy generation and storage resulting from recovery plans that impact the Company's power supply costs. Nez Perce Lawsuit Idaho Power's Board of Directors and the Nez Perce Tribe have approved an Agreement in Principle between the Company and the Tribe, which tentatively resolves a four-and-a-half year-old lawsuit regarding alleged damages to the Tribe's treaty-reserved fishing rights. The suit arose from the construction, maintenance, and operation of Idaho Power's three-dam Hells Canyon Complex and the project's alleged impact both on fish and the Tribe's treaty-reserved fishing rights. The Agreement requires the approval of the United States government acting in its capacity as trustee for the Tribe. In addition, the Idaho and Oregon public utility commissions must issue orders authorizing specific accounting measures for the Agreement. Under the terms of the proposed agreement, Idaho Power would pay the Nez Perce Tribe $11.5 million in the following manner: - $5 million in 1996. At the time of the payment of the initial $5 million, the Nez Perce would move for dismissal, with prejudice, their legal action against the Company. - $1,625,000 each year for the next four years beginning in 1997. In connection with settling the litigation, the Company and the Tribe also reached a provisional settlement regarding the relicensing of the Hells Canyon Complex. In return for the Tribe's support of the Company's application to relicense the project, the Company will place $5 million in an escrow account on August 3, 2003, the date by which the Company must file its relicense application. The Tribe will be entitled to earnings from investments on this account until the Company accepts or rejects a new federal license for the project. If the Company accepts the new federal license, the Tribe will take ownership of the money in the account. If the Company rejects the license, the money will be returned to the Company. This settlement is provisional because the Tribe retains the right to opt out of this relicensing settlement at any time prior to the Company's acceptance of a new federal license. All payments under the Agreement in Principle will be made in 1996 dollars, which allows for future inflation within a range of 3 percent to 7 percent. Company Transformation and Regulatory Initiative On August 3, 1995, Idaho Power filed a new regulatory proposal with the IPUC to support the Company's organizational redesign and corporate vision. In response to the Company's proposal, the IPUC approved a Settlement Stipulation that provides for a general rate freeze through the end of 1999 and allows, as necessary, for the accelerated amortization of regulatory liabilities associated with accumulated deferred investment tax credits (ADITCs) to provide a minimum 11.5 percent return on actual year-end common equity. The new freeze and the accelerated amortization of regulatory liabilities associated with ADITCs gives the Company time to pursue and to implement its efficiency and growth initiatives with the assurance of at least a reasonable level of financial performance apart from the need to change customer prices. On November 22, 1995, the Idaho State Tax Commission approved the accounting treatment for the Idaho ADITCs; the Internal Revenue Service granted its approval on March 5, 1996. As of March 31, 1996, no accumulated amortization of ADITCs has occurred. New Business Opportunities - Technologies and Services Idaho Power and representatives from the government of Indonesia signed a Memorandum of Understanding on March 6, 1996 that clears the way for the Company to conduct a detailed feasibility study on using solar photovoltaic (PV) technology, micro hydroelectric systems, and other renewable energy systems to provide electricity to various locations throughout Indonesia's complex of islands . The Company expects to complete the feasibility study by July of this year. If the project is deemed workable, Idaho Power would likely begin to develop services in 1997. The Company intends to pursue similar opportunities outside of the United States through the formation of a non-regulated joint venture company to be called Idaho Power International (IPI). IPI will seek to establish successful long-term business operations in markets where public policy supports the establishment of sustainable, private-sector energy projects. IPI will focus on markets where individuals can pay for the electricity services delivered. The World Bank estimates that two billion people around the world currently do not have access to an electric grid. IPUC Workshops Regarding Industry Changes The IPUC has scheduled workshops to address changes in the electric utility industry and their possible effects on the state of Idaho. The workshop participants will discuss a number of issues, including: - How will competition affect service? - How will competition benefit utility customers? - What are the economic transitional issues and how should they be addressed? In addition, the IPUC will use the workshops to try to determine what its next investigative steps should be. The commissioners want to learn whether or not people believe that it will be necessary to change the existing regulatory and legal framework in which regulated electric utilities operate in Idaho. The Company will actively participate in these workshops to facilitate its transition to a more competitive business environment. FERC Proposed Rule On April 24, 1996, the FERC issued its Order Nos. 888 and 889 dealing with Open-Access Non-Discriminatory Transmission Services by Public and Transmitting Utilities, and standards of conduct regarding the same. These orders require utilities owning transmission lines to file non- discriminatory rates available to all buyers and sellers of electricity, require utilities to use that tariff for their own wholesale sales and purchases, and allow utilities to recover stranded costs, subject to certain conditions Every utility owning transmission lines must file compliance tariffs within 60 days after Order No. 888 is published in the Federal Register. Idaho Power has long had an informal open-access transmission policy, and is experienced in providing reliable, high-quality, economical transmission service. The Company provides various firm and non-firm wheeling services for several surrounding utilities. In November of 1995, the Company filed with the FERC open-access tariffs for Point-to- Point and Network transmission service. The Company requested and received permission to implement these tariffs beginning February 1, 1996. The substance of these tariffs is to offer the same quality and character of transmission services to anyone seeking them as those the Company uses in its own operations. The FERC set the proposed rates for service under the tariffs for hearing, and the Company may provide service at these proposed rates subject to refund. PART II - OTHER INFORMATION Item 1. Legal Proceedings On December 6, 1991, a complaint entitled Nez Perce Tribe, Plaintiff, vs. Idaho Power Company, Defendant, Civil No. CIV 91-0517-S-EJL, was filed against the Company in the United States District Court for the District of Idaho. On September 11, 1992, the Tribe filed an Amended Complaint in which it amplified its original Complaint by asserting that Brownlee, Oxbow and Hells Canyon Dams were "constructed, operated and maintained in such a manner as to damage plaintiff's rights" to harvest fish, which rights the Tribe asserts to be "present, possessory property right(s)". As the basis for its alleged right to recover damages from the Company, the Tribe asserts that the Company negligently constructed, operated and maintained Brownlee, Oxbow and Hells Canyon Dams, that the Company negligently failed to prevent or mitigate harm to the Tribe, that the Company intentionally and willfully destroyed, interfered with, and dispossessed the Tribe of its property rights, and that the Company improperly exercised dominion over the Tribe's property, thus depriving the Tribe of its possession. The Tribe seeks through its Amended Complaint to secure actual, incidental, consequential and punitive damages in amounts to be proven at trial. On September 18, 1992, the Company filed a motion for summary judgment in the hope of securing dismissal of the Tribe's action. The District Court issued an Order of Reference sending the case to a Federal Magistrate. On July 30, 1993, the Magistrate issued a Report and Recommendation that the District Judge granted that portion of the Company's motion for summary judgment regarding the loss of fish. On November 30, 1993, the District Court entered a Second Order of Reference, in which the Court sent the case back to the Magistrate for the Magistrate to make additional findings with respect to the Tribe's contention that it is entitled to compensation based on physical exclusion from its usual and accustomed fishing places. On February 28, 1994, the Magistrate issued a Second Report and Recommendation wherein it was recommended that the District Court deny the Company's motion for summary judgment as to the Tribe's claim for damages arising from precluding the Tribe's access to its usual and accustomed fishing places and reaffirmed its recommendation in the original Report and Recommendation dated July 30, 1993, to grant the Company's motion for summary judgment as to all other claims. On September 28, 1994, the Federal District Judge issued an Order rejecting the Second Report and Recommendation of the Magistrate granting, in its entirety, the Company's motion for summary judgment. On November 8, 1994, the Tribe filed its Notice of Appeal with the Ninth Circuit Court of Appeals. No date for oral argument on the appeal has yet been set. The Company and the Tribe have reached agreement on a proposed settlement of this case. The Nez Perce Tribal Executive Committee and the Company's Board of Directors has approved the settlement, and the Company has submitted the proposed settlement to appropriate state and federal regulators for their approval (see Management's Discussion section regarding the Nez Perce lawsuit). This matter has been previously reported in Form 10-K dated March 16, 1992, March 12, 1993, March 10, 1994, March 9, 1995, March 14, 1996, and other reports filed with the Commission. 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(a)(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(i)(ii) Third Restated and Amended Coal Sales Agreement, dated January 1, 1996, 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 for 1994 and 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 Form 10-K Plan for officers and key for 1994 executives effective July 1, 1994. *10(o) 33-65720 10(f) Residential Purchase and Sale Agreement, dated August 22, 1981, among the United Stated of American Department of Energy acting by and through the Bonneville Power Administration, and the Company. *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. 1 Compensatory Plan *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. *10(x) 1-3198 10(x) Agreement for design of Form 10-Q substation dated October 4, for 9/30/95 1995, between the Company and Micron Technology, Inc. 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. The following report on Form 8-K was filed for the three months ended March 31, 1996. 1. Item 7. Financial Statements and Exhibits - A report on Form 8-K dated February 27, 1996 was filed by the Company containing Financial Statements and certain exhibits. *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 amendment to be signed on its behalf by the undersigned thereunto duly authorized. IDAHO POWER COMPANY (Registrant) Date May 7, 1996 By: /s/ J LaMont Keen J LaMont Keen Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer) EX-12 2
Exhibit 12 Idaho Power Company Consolidated Financial Information Ratio of Earnings to Fixed Charges Twelve Months Twelve Months Ended December 31, Ended (Thousands of Dollars) March 31, 1991 1992 1993 1994 1995 1996 Computation of Ratio of Earnings to Fixed Charges: Consolidated net income $ 57,872 $ 59,990 $ 84,464 $ 74,930 $ 86,921 $ 96,404 Income taxes: Income taxes (includes amounts charged to other income and deductions) 24,321 24,601 38,057 35,307 49,497 53,018 Investment tax credit adjustment (3,177) (1,439) (1,583) (1,064) (1,086) (1,374) Total income taxes 21,144 23,162 36,474 34,243 48,412 51,644 Income before income taxes 79,016 83,152 120,938 109,173 135,333 148,048 Fixed Charges: Interest on long-term debt 54,370 53,408 53,706 51,173 51,146 51,320 Amortization of debt discount, expense and premium - net 374 392 507 567 567 570 Interest on short-term bank loans 935 647 220 1,157 3,144 2,982 Other interest 3,297 1,011 2,023 1,537 1,598 1,726 Interest portion of rentals 884 683 1,077 794 925 994 Total fixed charges 59,860 56,141 57,533 55,228 57,381 57,592 Earnings - as defined $138,876 $139,293 $178,471 $164,401 $192,714 $205,640 Ratio of earnings to fixed charges 2.32X 2.48X 3.10X 2.98X 3.36X 3.57X
EX-12.A 3
Exhibit 12(a) Idaho Power Company Consolidated Financial Information Supplemental Ratio of Earnings to Fixed Charges Twelve Months Twelve Months Ended December 31, Ended (Thousands of Dollars) March 31, 1991 1992 1993 1994 1995 1996 Computation of Ratio of Earnings to Fixed Charges: Consolidated net income $ 57,872 $ 59,990 $ 84,464 $ 74,930 $ 86,921 $ 96,404 Income taxes: Income taxes (includes amounts charged to other income and deductions) 24,321 24,601 38,057 35,307 49,497 53,018 Investment tax credit adjustment (3,177) (1,439) (1,583) (1,064) (1,086) (1,374) Total income taxes 21,144 23,162 36,474 34,243 48,412 51,644 Income before income taxes 79,016 83,152 120,938 109,173 135,333 148,048 Fixed Charges: Interest on long-term debt 54,370 53,408 53,706 51,173 51,146 51,320 Amortization of debt discount, expense and premium - net 374 392 507 567 567 570 Interest on short-term bank loans 935 647 220 1,157 3,144 2,982 Other interest 3,297 1,011 2,023 1,537 1,598 1,726 Interest portion of rentals 884 683 1,077 794 925 994 Total fixed charges 59,860 56,141 57,533 55,228 57,381 57,592 Suppl increment to fixed charges* 1,599 2,487 2,631 2,622 2,611 2,609 Total supplemental fixed charges 61,459 58,628 60,164 57,850 59,992 60,201 Supplemental earnings - as defined $140,475 $141,780 $181,102 $167,023 $195,325 $208,499 Supplemental ratio of earnings to fixed charges 2.29X 2.42X 3.01X 2.89X 3.26X 3.46X * Explanation of increment: Interest on the guaranty of American Falls Reservoir District Bonds and Milner Dam Inc. notes which are already included in operating expense.
EX-12.B 4
Exhibit 12(b) Idaho Power Company Consolidated Financial Information Ratio of Earnings to Combined Fixed Charges and Preferred Dividend Requirements Twelve Months Twelve Months Ended December 31, Ended (Thousands of Dollars) March 31, 1991 1992 1993 1994 1995 1996 Computation of Ratio of Earnings to Fixed Charges: Consolidated net income $ 57,872 $ 59,990 $ 84,464 $ 74,930 $ 86,921 $ 96,404 Income taxes: Income taxes (includes amounts charged to other income and deductions) 24,321 24,601 38,057 35,307 49,497 53,018 Investment tax credit adjustment (3,177) (1,439) (1,583) (1,064) (1,086) (1,374) Total income taxes 21,144 23,162 36,474 34,243 48,412 51,644 Income before income taxes 79,016 83,152 120,938 109,173 135,333 148,048 Fixed Charges: Interest on long-term debt 54,370 53,408 53,706 51,173 51,146 51,320 Amortization of debt discount, expense and premium - net 374 392 507 567 567 570 Interest on short-term bank loans 935 647 220 1,157 3,144 2,982 Other interest 3,297 1,011 2,023 1,537 1,598 1,726 Interest portion of rentals 884 683 1,077 794 925 994 Total fixed charges 59,860 56,141 57,533 55,228 57,381 57,592 Preferred dividends requirements 6,663 7,611 8,547 10,682 12,392 12,110 Total fixed charges and preferred dividends 66,523 63,752 66,080 65,910 69,773 69,702 Earnings - as defined $138,876 $139,293 $178,471 $164,401 $192,714 $205,640 Ratio of earnings to fixed charges and preferred dividends 2.09X 2.18X 2.70X 2.49X 2.76X 2.95X
EX-12.C 5
Exhibit 12(c) Idaho Power Company Consolidated Financial Information Supplemental Ratio of Earnings to Combined Fixed Charges and Preferred Dividend Requirements Twelve Months Twelve Months Ended December 31, Ended (Thousands of Dollars) March 31, 1991 1992 1993 1994 1995 1996 Computation of Ratio of Earnings to Fixed Charges: Consolidated net income $ 57,872 $ 59,990 $ 84,464 $ 74,930 $ 86,921 $ 96,404 Income taxes: Income taxes (includes amounts charged to other income and deductions) 24,321 24,601 38,057 35,307 49,497 53,018 Investment tax credit adjustment (3,177) (1,439) (1,583) (1,064) (1,086) (1,374) Total income taxes 21,144 23,162 36,474 34,243 48,412 51,644 Income before income taxes 79,016 83,152 120,938 109,173 135,333 148,048 Fixed Charges: Interest on long-term debt 54,370 53,408 53,706 51,173 51,146 51,320 Amortization of debt discount, expense and premium - net 374 392 507 567 567 570 Interest on short-term bank loans 935 647 220 1,157 3,144 2,982 Other interest 3,297 1,011 2,023 1,537 1,598 1,726 Interest portion of rentals 884 683 1,077 794 925 994 Total fixed charges 59,860 56,141 57,533 55,228 57,381 57,592 Suppl increment to fixed charges* 1,599 2,487 2,631 2,622 2,611 2,609 Supplemental fixed charges 61,459 58,628 60,164 57,850 59,992 60,201 Preferred dividend requirements 6,663 7,611 8,547 10,682 12,392 12,110 Total supplemental fixed charges and preferred dividends 68,122 66,239 68,711 68,532 72,384 72,311 Supplemental earnings - as defined $140,475 $141,780 $181,102 $167,023 $195,325 $208,249 Supplemental ratio of earnings to fixed charges and preferred dividends 2.06X 2.14X 2.64X 2.44X 2.70X 2.88X * Explanation of increment: Interest on the guaranty of American Falls Reservoir District Bonds and Milner Dam Inc. Notes which are already included in operating expense.
EX-15 6 Exhibit 15 Idaho Power Company Boise, Idaho We have made a review, in accordance with standards established by the American Institute of Certified Public Accountants, of the unaudited interim financial information of Idaho Power Company and subsidiaries for the periods ended March 31, 1996 and 1995, as indicated in our report dated April 30, 1996; because we did not perform an audit, we expressed no opinion on that information. We are aware that our report referred to above, which is included in Amendment No. 1 to your Quarterly Report on Form 10-Q/A for the quarter ended March 31, 1996, is incorporated by reference in Registration Statement Nos. 33-65720, 333-00139, and 33-51215 on Form S-3, and Registration Statement No. 33-56071 on Form S-8. We also are aware that the aforementioned report, pursuant to Rule 436(c) under the Securities Act, is not considered a part of the Registration Statement prepared or certified by an accountant or a report prepared or certified by an accountant within the meaning of Sections 7 and 11 of that Act. DELOITTE & TOUCHE LLP Portland, Oregon May 7, 1996 EX-27 7
UT This schedule contains summary financial information extracted from (balance sheets, income statements and cash flow statements) and is qualified in its entirety by reference to such financial statements. 1,000 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 PER-BOOK 1,670,578 31,720 151,029 393,175 0 2,246,502 94,031 358,643 223,125 675,798 0 132,150 659,191 1,016 23,383 34,000 20,517 0 0 0 700,447 2,246,502 146,629 17,466 88,139 105,605 41,024 3,341 44,365 14,153 30,211 1,952 28,259 34,962 0 57,025 0.75 0.75
EX-10 8 Exhibit 10 (i) (ii) In connection with the construction, ownership and operation of the Jim Bridger plant located in Sweetwater County, Wyoming, PacifiCorp and Idaho Power Company created a joint venture, Bridger Coal Company, to own and operate the coal mine adjacent to the Jim Bridger plant. Recently, the Second Restated and Amended Coal Sales Agreement dated March 7, 1988 ("Second Restated Amendment"), among PacifiCorp, Idaho Power Company and Bridger Coal Company, covering the delivery of coal from the Jim Bridger Coal Mine to the Jim Bridger plant was amended with the Third Restated and Amended Coal Sales Agreement dated January 1, 1996 ("Third Restated Agreement"). The Third Restated Agreement incorporates previous amendments to the Second Restated Agreement and some additional amendments. Those amendments update price components and related indices, make changes to reflect new operational practices as a result of the installation of an overland conveyor system by Bridger Coal Company, extend the term of the Second Restated Agreement for an additional 10 years to the year 2024, subject additional coal purchases by PacifiCorp and Idaho Power Company from Bridger Coal Company to the terms and conditions of the Third Restated Agreement except for price, revise limitations on the maximum amount of coal which can be delivered and replace price reviews with the then current cost of coal study results. -----END PRIVACY-ENHANCED MESSAGE-----