LIBERTY UTILITIES (ENERGYNORTH NATURAL GAS) CORP. d/b/a LIBERTY UTILITIES
CONCORD STEAM CORPORATION
ORDER No. 25, 965
DG 16-770
New Hampshire Public Utilities Commission
November 10, 2016
Joint
Petition for Approval of an Asset Purchase Agreement
Order
Approving Settlement Agreement and Transfer of Assets
Michael J. Sheehan, Esq., for Liberty Utilities (EnergyNorth
Natural Gas) Corp. d/b/a Liberty Utilities; Orr & Reno,
by Susan S. Geiger, Esq., for Concord Steam Corporation; The
New Hampshire Department of Justice, Office of the Attorney
General, by Christopher G. Aslin, Esq., for the Department of
Administrative Services; Upton & Hatfield, LLP, by John
F. Teague, Esq., for the Concord School District; James W.
Kennedy, Esq., City Solicitor, for the City of Concord;
Donald M. Kreis, Esq., the Office of the Consumer Advocate,
on behalf of residential ratepayers; and Alexander F.
Speidel, Esq., for the Staff of the New Hampshire Public
Utilities Commission.
Martin
P. Honigberg Chairman.
In this
order, the Commission approves an asset purchase agreement
between Liberty Utilities (EnergyNorth Natural Gas) Corp.
d/b/a Liberty Utilities and Concord Steam Corporation, filed
pursuant to RSA 374:30, and a settlement agreement regarding
the acquisition. The asset purchase agreement is related to
the filing made by Concord Steam Corporation, considered and
approved in Docket No. DG 16-769, by Order No. 25, 966, which
sets emergency rates and authorizes the termination of
service on or about May 31, 2017. The assets in question
include Concord Steam's customer information, provided
that customers provide their consent, to be used by Liberty
in facilitating conversions of Concord Steam customers to gas
service in an orderly fashion. The assets also include
certain real estate easements held by Concord Steam, to be
acquired by Liberty for the conversions. The assets are to be
acquired by Liberty pursuant to the asset purchase agreement,
and the companion settlement agreement, for $1.9 million.
Liberty will recover its cost of acquisition in its
distribution rates over five years as a regulatory asset.
I.
PROCEDURAL HISTORY
Liberty
Utilities (EnergyNorth Natural Gas) Corp. d/b/a Liberty
Utilities (Liberty) provides natural gas service to customers
in Concord and various other New Hampshire communities.
Concord Steam Corporation (Concord Steam), provides steam
service to customers in Concord. On July 21, 2016, the
companies filed a joint petition for approval of an asset
purchase agreement between them (Asset Purchase Agreement)
pursuant to RSA 374:30. The petitioners included the written
testimony of Peter Bloomfield, P.E., Concord Steam's
president, and Liberty personnel William Clark and Stephen
Hall in support of their petition. See Hearing
Exhibit 1. On July 26 the Commission issued an Order of
Notice scheduling a hearing regarding the petition on
September 9, and a technical session, held on August 19,
2016.
The
Office of the Consumer Advocate (OCA) filed a letter
notifying the Commission that it would participate on behalf
of residential customers consistent with RSA 363:28 on July
25, 2016.
On
August 15, 2016, Liberty filed a Settlement Agreement, also
executed by Concord Steam and Commission Staff (Staff),
outlining further conditions for the implementation of the
Asset Purchase Agreement. See Hearing Exhibit 2.
Petitions
to intervene were filed by the New Hampshire Department of
Administrative Services (Department of Administrative
Services), The Jordan Institute, the City of Concord, Mr.
Richard M. Husband of Litchfield, and the Concord School
District. The petitioners filed a joint objection to The
Jordan Institute's intervention request, to which the OCA
responded. Deputy Commissioner of the Department of
Administrative Services Michael P. Connor filed written
testimony with the Commission regarding the asset purchase
agreement and ancillary matters on September 9, 2016.
See Hearing Exhibit 3.
The
hearing was held as scheduled on September 9, 2016, at which
the Commission denied the intervention requests of The Jordan
Institute and Mr. Husband on the basis that they lack
standing. See Transcript of September 9, 2016 Public
Hearing (Tr.) at 11-12, 19-20. The Department of
Administrative Services, the Concord School District, and
City of Concord, all customers of Concord Steam, were granted
intervention by the Commission at the hearing. Tr. at 9.
On
October 27, 2016, Concord Steam filed a request for an
expedited Commission Order approving this petition and
Settlement Agreement, due to Concord Steam's perilous
financial condition. In addition, Concord Steam asserted that
it needs final orders from the Commission to secure
working-capital financing from Merrimack County Savings Bank.
From
August through October, 2016, Mr. Husband, The Jordan
Institute, and various other interested persons filed
comments regarding the proposals under consideration. The
petition and subsequent docket filings, other than any
information for...
