FERC Issues Order to Blue Canyon Windpower LLC on Order Authorizing Disposition of Jurisdictional Facilities
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Docket No. EC13-58-000
ORDER AUTHORIZING DISPOSITION OF JURISDICTIONAL FACILITIES On
Blue Canyon is a
Blue Canyon has two classes of membership interests, Class A non-managing membership interests and Class B managing membership interests. All of the Class A non-managing membership interests are held by
Threshold Wind I, in turn, will form a wholly-owned
Following the consummation of the Transaction, Threshold Holding III will directly own 25 percent of the Class B managing membership interests in Applicant.
Applicant also states that neither
Trust is owned 6.296 percent by
In addition, Trust is owned 6.296 percent by the
Trust also is owned 44.073 percent by
NGEN III owns 0.9 percent of
NGEN III holds a passive, indirect interest, through
The Trust is also owned by three individuals,
Applicant states that the Transaction is consistent with the public interest and will not adversely affect competition, rates or regulations. With respect to competition, Applicant states that the Transaction will have no adverse effect on horizontal market power. Applicant states that neither
Therefore, Applicant asserts that the Transaction will not result in any new combination of electric generating assets that could have an impact on the competitive situation in the relevant market.
In addition, Applicant states that the Transaction will have no adverse effect on vertical market power. Applicant states that
With respect to rates, Applicant states that the Transaction will have no adverse effect on rates. Applicant's rates will continue to be market-driven, rather than cost-based. Applicant states that it currently sells all of the output of its facility under a long-term agreement with WFEC.
Applicant notes that the Transaction does not involve transmission rates or transmission customers. Therefore, Applicant concludes that the Transaction will have no adverse effect on wholesale ratepayers or transmission customers.
With respect to regulation, Applicant states that the Transaction will not affect the manner or extent to which the Commission, any state, or any other federal agency may regulate Applicant and its affiliates. Applicant also states that the extent to which Blue Canyon and its affiliates are subject to the jurisdiction of the Commission (or any other regulatory agency or office) will not change as a result of the Transaction. Applicant states that the Transaction will not result in cross-subsidization of a non-utility associate company or the pledge or encumbrance of utility assets for the benefit of an associate company. Applicant asserts that the Transaction falls within one of the "safe harbors" adopted by the Commission for which detailed explanation and evidentiary support to demonstrate a lack of cross-subsidization is not required. Applicant more specifically states that the Transaction does not involve a franchised public utility with captive customers.
Additionally, Applicant verifies that based on the facts and circumstances known to them or that are reasonably foreseeable, the Transaction will not result in, at the time of the Transaction or in the future: (1) any transfer of facilities between a traditional public utility associate company that has captive customers or that owns or provides transmission service over jurisdictional transmission facilities, and an associate company; (2) any new issuance of securities by a traditional public utility associate company that has captive customers or that owns or provides transmission service over jurisdictional transmission facilities, for the benefit of an associate company; (3) any new pledge or encumbrance of assets of a traditional public utility associate company that has captive customers or that owns or provides transmission service over jurisdictional transmission facilities, for the benefit of an associate company; or (4) any new affiliate contract between a non-utility associate company and a traditional public utility associate company that has captive customers or that owns or provides transmission service over jurisdictional transmission facilities, other than non-power goods and services agreements subject to review under Sections 205 and 206 of the FPA.
This filing was noticed on
When a controlling interest in a public utility is acquired by another company, whether a domestic company or a foreign company, the Commission's ability to adequately protect public utility customers against inappropriate cross-subsidization may be impaired absent access to the parent company's books and records. Section 301(c) of the FPA gives the Commission authority to examine the books and records of any person who controls, directly or indirectly, a jurisdictional public utility insofar as the books and records relate to transactions with or the business of such public utility. The approval of the transaction is based on such examination ability.
Information and/or systems connected to the bulk power system involved in this Transaction may be subject to reliability and cybersecurity standards approved by the Commission pursuant to FPA section 215. Compliance with these standards is mandatory and enforceable regardless of the physical location of the affiliates or investors, information databases, and operating systems. If affiliates, personnel or investors are not authorized for access to such information and/or systems connected to the bulk power system, a public utility is obligated to take the appropriate measures to deny access to this information and/or the equipment/software connected to the bulk power system. The mechanisms that deny access to information, procedures, software, equipment, etc., must comply with all applicable reliability and cybersecurity standards.
The Commission, NERC or the relevant regional entity may audit compliance with reliability and cybersecurity standards.
Order No. 652 requires that sellers with market-based rate authority timely report to the Commission any change in status that would reflect a departure from the characteristics the Commission relied upon in granting market-based rate authority. The foregoing authorization may result in a change in status. Accordingly, Applicants are advised that it must comply with the requirements of Order No.652. In addition, Applicants shall make appropriate filings under section 205 of the FPA, to implement the Transaction.
After consideration, it is concluded that the proposed Transaction is consistent with the public interest and is hereby authorized, subject to the following conditions:
(1) The Transaction is authorized upon the terms and conditions and for the purposes set forth in the application;
(2) The foregoing authorization is without prejudice to the authority of the Commission or any other regulatory body with respect to rates, service, accounts, valuation, estimates or determination of cost or any other matter whatsoever now pending or which may come before the Commission;
(3) Nothing in this order shall be construed to imply acquiescence in any estimate or determination of cost or any valuation of property claimed or asserted;
(4) The Commission retains authority under sections 203(b) and 309 of the FPA, to issue supplemental orders as appropriate;
(5) If the Transaction results in changes in the status or the upstream ownership of Applicant's affiliated Qualifying Facilities, if any, an appropriate filing for recertification pursuant to 18 C.F.R. section 292.207 shall be made;
(6) Applicant shall make appropriate filings under section 205 of the FPA, as necessary, to implement the proposed Transaction;
(7) Applicant must inform the Commission of any changes in circumstances that would reflect a departure from the facts the Commission relied upon in authorizing the Transaction; and
(8) Applicant shall notify the Commission within 10 days of the date that the disposition of jurisdictional facilities has been consummated.
This action is taken pursuant to the authority delegated to the Director,
TNS CT21CT-130202-4188569 61ChengTacorda
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