Letter Agreement, effective as of November 7, 2017, among IDACORP, Inc., Wells Fargo Bank, National Association, as administrative agent, swingline lender, and LC issuer, JPMorgan Chase Bank, N.A., as syndication agent and LC issuer, KeyBank National Association and MUFG Union Bank, N.A., as documentation agents and LC Issuers, and Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, Keybanc Capital Markets, Inc. and MUFG Union Bank, N.A. as joint lead arrangers and joint book runners, and the other lenders named therein, extending the term of the Credit Agreement
EX-10.12 2 ida123117ex_1012.htm LETTER AGREEMENT, EFFECTIVE AS OF NOVEMBER 7, 2017, AMONG IDACORP, INC., WELLS F Exhibit
Exhibit 10.12
September 27, 2017
To: | Idaho Power Company/IDACORP, Inc. Bank Group |
From: | Wells Fargo Bank, National Association, as Administrative Agent |
Re: | (i) Idaho Power Company $300 Million Credit Agreement dated as of November 6, 2015 (the “Idaho Power Credit Agreement”) and (ii) IDACORP, Inc. $100 Million Credit Agreement dated as of November 6, 2015 (the “IDACORP, Inc. Credit Agreement” and together with the Idaho Power Credit Agreement, the “Credit Agreements”) |
Reference is hereby made to the Credit Agreements described above. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Credit Agreements.
Pursuant to Section 2.21(a) of the Idaho Power Credit Agreement, Idaho Power Company has requested that the Facility Termination Date be extended for an additional year until November 4, 2022. Idaho Power Company has agreed to pay each Lender approving the extension a fee equal to 0.06% of such Lender’s Commitment; provided that such fee shall be payable only in the event that the extension of the Facility Termination Date until November 4, 2022 is approved in accordance with Section 2.21(b) of the Idaho Power Credit Agreement.
Pursuant to Section 2.21(a) of the IDACORP, Inc. Credit Agreement, IDACORP, Inc. has requested that the Facility Termination Date be extended for an additional year until November 4, 2022. IDACORP, Inc. has agreed to pay each Lender approving the extension a fee equal to 0.06% of such Lender’s Commitment; provided that such fee shall be payable only in the event that the extension of the Facility Termination Date until November 4, 2022 is approved in accordance with Section 2.21(b) of the IDACORP, Inc. Credit Agreement.
Please insert your institution’s name and indicate on the following page whether you consent to the requested extension of the Facility Termination Date for each of the Idaho Power Credit Agreement and the IDACORP, Inc. Credit Agreement until November 4, 2022, and email a PDF copy of this letter to Kader Crawford at Robinson, Bradshaw & Hinson, P.A. ( ***@***).
Your response is requested prior to 5:00 p.m. (ET) on October 12, 2017.
Please contact Catherine Coles (phone: 415 ###-###-####; email: catherine.coles@wellsfargo.com) and Rally Killian (phone: 704 ###-###-####; email: ***@***) if you have any questions.
Thank you for your attention to this matter.
Wells Fargo Bank, N.A. hereby:
Lender Name
___X_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___X_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Keith Luettel
Name: Keith Luettel
Title: Director
Date: October 12, 2017
JPMorgan Chase Bank, N.A. hereby:
___ü_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___ü_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Nancy R. Barwig
Name: Nancy R. Barwig
Title: Credit Risk Director
Date: October 10, 2017
KeyBank N.A. hereby:
Lender Name
___X_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___X_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Keven D Smith
Name: Keven D. Smith
Title: Senior Vice President
Date: October 12, 2017
MUFG UNION BANK, N.A. hereby:
Lender Name
___X_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___X_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Eric Otieno
Name: Eric Otieno
Title: Vice President
Date: October 12, 2017
Bank of America, N.A. hereby:
Lender Name
___X_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___X_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Timothy G. Holsapple
Name: Timothy G. Holsapple
Title: Senior Vice President
Date: October 11, 2017
U.S. Bank National Association hereby:
___ü_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___ü_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Michael E. Temnick
Name: Michael E. Temnick
Title: Vice President
Date: October 11, 2017
THE BANK OF NEW YORK MELLON hereby:
___X_ | CONSENTS to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the Idaho Power Credit Agreement to November 4, 2022.
___X_ | CONSENTS to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022. |
______ DOES NOT consent to the extension of the Facility Termination Date under the IDACORP, Inc. Credit Agreement to November 4, 2022.
By: /s/ Mark W. Rogers
Name: Mark W. Rogers
Title: Vice President
Date: October 11, 2017
