Section 1220-04-14-.08 - APPLICATION FOR ACQUISITION AND FILING REQUIREMENTS(1) The Commission shall approve or deny an application for acquisition within 120 days of the filing of a complete application by the acquiring utility. For good cause shown, the Commission or Hearing Officer may extend this period up to an additional 60 days either on its own motion or by request of any party to the acquisition proceeding.(2) An application for acquisition shall, at a minimum, contain all the following information prior to such application being deemed complete unless a provision is waived by the Commission or Hearing Officer upon request by the applicant(s):(a) A fully executed acquisition agreement, including all attachments, reflecting the terms and provisions of the acquisition transaction;(b) Financial statements, including a balance sheet and income statement, of the selling utility's three most recently completed fiscal years or reporting periods at the time the application for acquisition is filed;(c) All tariffs, schedules or lists detailing the rates, charges and terms of service in effect for the selling utility at the time the application for acquisition is filed;(d) A schedule detailing the number of customers by customer class served by the selling utility at the time the application for acquisition is filed;(e) A statement and, if available, maps that comprehensively describe the service area of the selling utility;(f) A forecasted income statement detailing the projected operating revenues, expenses, taxes and net income attributable to the selling utility's operations for the twelve-month period following the estimated closing date of the acquisition transaction;(g) Anticipated capital budgets based on due diligence detailing by project all projected post acquisition capital investments in property, plant and equipment attributable to the selling utility's system or service area for the three-year period following the estimated closing date of the acquisition transaction;(h) A schedule detailing the computation of regulatory, transaction and closing costs related to the proposed acquisition and the amount of such costs requested for recovery from the acquiring utility's customers;(i) A statement fully explaining the proposed methodology for valuing the acquired assets to be incorporated into the acquired rate base under Rule 1220-04-14-.03;(j) A schedule and supporting workpapers detailing the computation of the value of the acquired assets requested for inclusion in the acquired rate base under Rule 1220-0414-.03;(k) A schedule and supporting workpapers detailing the computation of any proposed acquisition adjustment requested for inclusion in the acquired rate base under Rule 1220-04-14-.04;(l) A statement discussing the factor(s) supporting any proposed acquisition adjustment to be incorporated in the acquired rate base under Rule 1220-04-14-.04, including the particular benefits, costs, or service changes, if any, that affect acquired customers and/or existing customers;(m) A schedule identifying any assets that were contributed or donated to the selling utility that are included in the acquisition transaction;(n) A statement discussing the proposed methodology and rate design for recovery from customers of any requested (i) acquisition adjustment; (ii) costs of post-acquisition capital investments; or (iii) regulatory, transaction and closing costs;(o) A schedule detailing the pro-forma accounting entries for recording the proposed acquisition transaction in accordance with the Uniform System of Accounts;(p) A schedule detailing the computation of post-acquisition rates and charges proposed for acquired customers by customer class;(q) A schedule comparing the pre-acquisition and proposed post-acquisition rates and charges for acquired customers by customer class;(r) A schedule detailing the computation of post-acquisition rates and charges proposed for existing customers by customer class;(s) A schedule comparing the pre-acquisition and proposed post-acquisition rates and charges for existing customers by customer class;(t) A statement describing in detail how the proposed public utility acquisition furthers the public interest; and(u) Written testimony supporting the application for acquisition.(3) The acquiring utility shall possess a Certificate of Public Convenience and Necessity (CCN) or demonstrate its eligibility for a CCN to operate the selling utility's system in accordance with applicable statutory law and Commission rules and regulations.(4) The acquiring utility shall file a proposed tariff incorporating the acquired customers into the acquiring utility's rates, charges and terms of provisioning public utilities services.(5) The acquiring utility shall provide public notice of the proposed acquisition in accordance with applicable statutory law and Commission rules and regulations, as well as any additional public notice requirements ordered by the Commission or the Hearing Officer.(6) The acquiring utility shall furnish any other pertinent information as determined and requested by the Commission or in accordance with the discovery phase of the acquisition proceeding.(7) The Commission shall approve the acquiring utility's acquisition of the selling utility if, after public notice and hearing, the Commission finds the acquisition to be in the public interest.Tenn. Comp. R. & Regs. 1220-04-14-.08
New rules filed August 10, 2021; effective 11/8/2021.Authority: T.C.A. §§ 65-2-102 and 65-5-101, et seq.