Pursuant to the Wyoming Administrative Procedure Act and the Wyoming Public Service Commission’s (Commission) Rules, the Commission hereby gives notice of the Application of Cheyenne, Light, Fuel and Power Company (CLFP); Black Hills Energy, a Division of Cheyenne Light Fuel and Power Company (BHE); Black Hills Northwest Wyoming Gas Utility Company, LLC (BHE-NW); Black Hills Gas Distribution, LLC (BHGD); and, Black Hills Wyoming Gas, LLC (BHWG) (collectively Joint Applicants), for approval of a reorganization and merger of public utilities, as more fully described below.
CLFP, BHE, BHE-NW, and BHGD are public utilities as defined by Wyo. Stat. § 37-1-101(a)(vi)(D), subject to the Commission’s jurisdiction pursuant to Wyo. Stat. § 37-2-112.
On March 6, 2019, the Joint Applicants filed an Application requesting authorization for a reorganization of CLFP, BHE, BHE-NW, and BHGD, including certain internal transfers of stock/ownership interests, assets, liabilities and certificates of public convenience and necessity (CPCN), for the purpose of consolidating Black Hills Corporation’s (BHC) Wyoming natural gas utility assets, liabilities and operations of the Joint Applicants into one newly created public utility entity, BHWG (Reorganization).
According to the Joint Applicants, there will be no new gain or loss, goodwill, acquisition premium, or acquisition adjustment recorded on the regulatory books of the BHWG as a direct result of the Reorganization or the proposed transactions. BHWG agrees to not seek recovery of any transaction costs associated with the Reorganization in any future proceeding.
The Joint Applicants state BHWG is fit, willing, and able in terms of experience, management, resources, financial strength, and otherwise to operate and maintain the utility properties and to continue to perform the services authorized by the CPCNs issued to CLFP, BHE, BHE-NW, and BHGD.
Upon receipt of Commission approval and the consummation of the Reorganization and above-described transactions, BHWG will assume ownership and control of the natural gas assets and operations of CLFP, BHE, BHE-NW, and BHGD. BHWG will continue to abide by all applicable rate case, ring-fencing and other Commission orders in effect for the business operations of CLFP, BHE, BHE-NW, and BHGD.
CLFP (gas and electric utilities) currently has an indenture with $202 million of debt issued under it. The indenture is currently secured by CLFP’s gas and electric assets. Immediately following the Reorganization, and upon approval of the Commission, BHWG will assume a portion of the debt issued under this indenture. BHWG will make a separate securities filing pursuant to Commission Rule Chapter 3, Section 21(g), outlining this assumption of debt. Effective with the Reorganization, BHWG’s long-term and short-term financing needs will be wholly provided and managed by BHC through inter-company assignments (with the exception of the assumption of debt issued under this indenture) and the BHC Utility Money Pool, similar to how BHC supports and manages the financing needs of all of its Wyoming utility subsidiaries.
The Joint Applicants state the Reorganization of BHC’s gas utility business in Wyoming will result in the simplification of the regulation of the combined gas operations for the benefit of all stakeholders. There will be no change to BHC’s corporate control over the gas systems operated by CLFP, BHE, BHE-NW and BHGD in Wyoming.
This is not a complete description of the Joint Application. Interested persons may inspect the Application at the Commission’s offices in Cheyenne, Wyoming, and at any Joint Applicant’s offices located in Wyoming.
Anyone wishing to file a statement, intervention petition, protest or request for a public hearing in this matter must do so in writing filed with the Commission on or before April 19, 2019. Any intervention request filed with the Commission shall set forth the grounds of the proposed intervention or request for hearing as well as the position and the interest of the petitioner in this proceeding. Please be sure to mention Docket No. 30026-1-GA-19 (Record No. 15218) in all correspondence with the Commission.
If you wish to intervene in this matter or request a public hearing which you will attend and you require reasonable accommodation for a disability, call the Commission at (307) 777-7427 or write to the Commission, 2515 Warren Avenue, Suite 300, Cheyenne, Wyoming 82002. Communications-impaired persons may contact the Commission through Wyoming Relay at 711.
Dated: March 19, 2019.
Public Notice No. 6998 published in the Torrington Telegram March 22, and 29, 2019.