N.H. Admin. Code § Puc 412.02

Current through Register No. 50, December 12, 2024

Section Puc 412.02 - Form ILEC-2 Petition for Authority to Issue Securities

The "Petition for Authority to Issue Securities" required by Puc 411.09(a) shall include:

(a) Utility filing information;

(b) Contact information for the person responsible for the information on the form;

(c) The following attachments:

(1) A petition for authority to issue securities including;

a. A description of authorized and outstanding long term debt and capital stock;

b. The amount of short term notes outstanding;

c. A description of new securities;

d. A description of what proceeds will be used for; and

e. The petitioner's prayer asking for the relief requested;

(2) A statement in reasonable detail of any proposed additions, construction or working capital requirements together with any proposed construction budget;

(3) Testimony by a qualified person that:

a. Explains the purpose of the financing:

b. Shows the effect of the financing on the company's financial rating(s);

c. Provides the proposed method of issuance and sale of the securities; and

d. Indicates how the financing will be consistent with the public good, pursuant to RSA 369:1;

(d) The following exhibits:

(1) Exhibit 1, "Authorized and Outstanding Long-Term Debt," detailing each of the company's long-term debts in tabular format, with the following for each:

a. The type of debt;

b. If applicable, the coupon rate;

c. Issue and maturity dates;

d. Amount outstanding; and

e. If applicable, call prices on the start date and end date of the issue period of the proposed financing;

(2) Exhibit 2, "Authorized and Outstanding Capital Stock," providing a description of each type of outstanding stock;

(3) Exhibit 3, "Capital Expenditures," listing for the entire company and for New Hampshire:

a. A breakdown of capital expenditures made during the most recent calendar; and

b. An estimate of capital expenditures for the current calendar year;

(4) Exhibit 4, "Estimated Cost of Financing," listing each cost associated with issuing the securities;

(5) Exhibit 5, "Proforma Balance Sheet," providing a balance sheet for the most recent calendar year, adjusted for the effects of the proposed financing, with columns showing:

a. Balance sheet amounts for the most recent year;

b. Proforma adjustments resulting from the proposed financing; and

c. Totals of the balance sheet amounts and the proforma adjustments in a. and b. above;

(6) Exhibit 6, "Proforma Income Statement," providing an income statement for the most recent calendar year, adjusted for the effects of the proposed financing, with columns showing:

a. Income statement amounts for the most recent year;

b. Proforma adjustments resulting from the proposed financing; and

c. Totals of the income statement amounts and the proforma adjustments in a. and b. above;

(7) Exhibit 7, "Proforma Adjustments to Balance Sheet and Income Statement," listing proforma adjustments to the balance sheets and income statements of each calendar year that the proposed securities could be issued;

(8) Exhibit 8, "Source and Application of Funds and Capitalization" showing for the most recent calendar year:

a. Cash flows from operations, investing activities, and financing activities, adjusted for the effects of the proposed financing; and

b. A schedule of the company's capital structure that includes the effects of the proposed financing;

(9) Exhibit 9, "Terms and Conditions of Proposed Securities," listing the terms and conditions of each proposed security;

(10) If applicable, Exhibit 10, "Purchase and Sale Agreement and Commitment Letter," containing copies of:

a. Purchase and sale agreement(s) associated with the financing; and

b. Letter(s) of commitment from lender(s) that the company is approved for the financing; and

(11) If applicable, Exhibit 11, "Proposed Promissory Note and/or Mortgage" providing a copy of any promissory note or mortgage agreement associated with the financing; and

(e) Signature of the authorized representative of the ILEC, with date, certifying that:

(1) The information on the form is true and correct to the best of the individual's knowledge and belief, subject to the penalty for making unsworn false statements under RSA 641:3; and

(2) The petitioner utility company believes and, therefore, alleges that the securities to be issued will be consistent with the public good and that it is entitled to issue said securities under RSA 369 for the purposes set forth in its petition.

N.H. Admin. Code § Puc 412.02

#8348, eff 5-10-05 (See Revision Note at chapter heading for Puc 400)

Ss by #10542, eff 3/12/2014 (See Revision Note #2 at chapter heading for Puc 400).