UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

x

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED December 31, 20172020 OR

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM              TO

Commission file number 1-3701

001-03701

AVISTA CORPORATION

(Exact name of Registrant as specified in its charter)

WA

91-0462470

Washington91-0462470

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer


Identification No.)
1411 East Mission Avenue, Spokane, Washington99202-2600
(Address of principal executive offices)(Zip Code)

1411 East Mission Avenue, Spokane, WA 99202-2600

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 509-489-0500

Web site: http://www.avistacorp.com


Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock no par value

New York Stock Exchange

AVA

NYSE

Securities registered pursuant to Section 12(g) of the Act:

Title of Class

Preferred Stock, Cumulative, Without Par Value

__________________________________________________________________________________________ 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.     Yes  x    No  o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.  Yes o   No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:    Yes  x    No  o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  o



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filerAccelerated Filer

x

Accelerated filerFiler

o

Non-accelerated filerFiler

o (Do not check if a smaller reporting company)

Smaller reporting company

o

Emerging growth company

o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. 

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):   Yes  o    No  x

The aggregate market value of the Registrant’s outstanding Common Stock, no par value (the only class of voting stock), held by non-affiliates is $2,734,805,418$2,471,363,713 based on the last reported sale price thereof on the consolidated tape on June 30, 2017.

2020.

As of January 31, 2018, 65,628,1722021, 69,263,835 shares of Registrant’s Common Stock, no par value (the only class of common stock), were outstanding.

Documents Incorporated By Reference

Document

Document

Part of Form 10-K into Which

Document is Incorporated

Proxy Statement to be filed in connection with the annual meeting of shareholders to be held on May 10, 2018.

11, 2021.

Prior to such filing, the Proxy Statement filed in connection with the annual meeting of shareholders held on May 11, 2017.

2020.

Part III, Items 10, 11,

12, 13 and 14


AVISTA CORPORATION

INDEX


Item

No.

 

 

Page

No.

 

 

Acronyms and Terms

iv

 

 

Forward-Looking Statements

1

 

 

Available Information

4

 

 

Part I

 

1

 

Business

5

 

 

Company Overview

5

 

 

Avista Utilities

7

 

 

General

7

 

 

Electric Operations

7

 

 

Electric Requirements

7

 

 

Electric Resources

8

 

 

Hydroelectric Licenses

11

 

 

Future Resource Needs

11

 

 

Natural Gas Operations

14

 

 

Utility Regulation

16

 

 

Federal Laws Related to Wholesale Competition

17

 

 

Regional Transmission Planning

17

 

 

Regional Energy Markets

17

 

 

Reliability Standards

18

 

 

Vulnerability to Cyberattack

18

 

 

Avista Utilities Operating Statistics

19

 

 

Alaska Electric Light and Power Company

21

 

 

Alaska Electric Light and Power Company Operating Statistics

23

 

 

Other Businesses

24

1A.

 

Risk Factors

25

1B.

 

Unresolved Staff Comments

33

2

 

Properties

34

 

 

Avista Utilities

34

 

 

Alaska Electric Light and Power Company

35

3

 

Legal Proceedings

36

4

 

Mine Safety Disclosures

36

 

 

Part II

 

5

 

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

37

6

 

Removed and Reserved

37

7

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

38

 

 

Business Segments

38

 

 

Executive Level Summary

38

 

 

Regulatory Matters

40

 

 

Results of Operations - Overall

45

 

 

Non-GAAP Financial Measures

47

 

 

Results of Operations - Avista Utilities

48

 

 

Results of Operations - Alaska Electric Light and Power Company

54

 

 

Results of Operations - Other Businesses

54

 

 

Accounting Standards to Be Adopted in 2021

54

 

 

Critical Accounting Policies and Estimates

54

 

 

Liquidity and Capital Resources

57

i


AVISTA CORPORATION

 

 

Overall Liquidity

57

 

 

Review of Consolidated Cash Flow Statement

58

 

 

Capital Resources

59

 

 

Utility Capital Expenditures

61

 

 

Non-Regulated Investments and Capital Expenditures

61

 

 

Off-Balance Sheet Arrangements

62

 

 

Pension Plan

62

 

 

Credit Ratings

62

 

 

Dividends

63

 

 

Contractual Obligations

63

 

 

Competition

64

 

 

Economic Conditions and Utility Load Growth

65

 

 

Environmental Issues and Other Contingencies

66

 

 

Colstrip

72

 

 

Enterprise Risk Management

73

7A.

 

Quantitative and Qualitative Disclosures about Market Risk

80

8.

 

Financial Statements and Supplementary Data

80

 

 

Report of Independent Registered Public Accounting Firm

81

 

 

Financial Statements

83

 

 

Consolidated Statements of Income

83

 

 

Consolidated Statements of Comprehensive Income

84

 

 

Consolidated Balance Sheets

85

 

 

Consolidated Statements of Cash Flows

86

 

 

Consolidated Statements of Equity

88

 

 

Notes to Consolidated Financial Statements

89

 

 

Note 1. Summary of Significant Accounting Policies

89

 

 

Note 2. New Accounting Standards

96

 

 

Note 3. Balance Sheet Components

97

 

 

Note 4. Revenue

98

 

 

Note 5. Leases

102

 

 

Note 6. Variable Interest Entities

105

 

 

Note 7. Derivatives and Risk Management

106

 

 

Note 8. Jointly Owned Electric Facilities

110

 

 

Note 9. Property, Plant and Equipment

110

 

 

Note 10. Asset Retirement Obligations

111

 

 

Note 11. Pension Plans and Other Postretirement Benefit Plans

112

 

 

Note 12. Accounting for Income Taxes

117

 

 

Note 13. Energy Purchase Contracts

119

 

 

Note 14. Committed Lines of Credit

120

 

 

Note 15. Credit Agreement

121

 

 

Note 16. Long-Term Debt

121

 

 

Note 17. Long-Term Debt to Affiliated Trusts

122

 

 

Note 18. Fair Value

123

 

 

Note 19. Common Stock

127

 

 

Note 20. Accumulated Other Comprehensive Loss

127

 

 

Note 21. Earnings per Common Share Attributable to Avista Corporation Shareholders

128

 

 

Note 22. Commitments and Contingencies

128

 

 

Note 23. Regulatory Matters

131

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Table of Contents

 

 

Note 24. Information by Business Segments

134

 

 

Note 25. Termination of Proposed Acquisition by Hydro One

136

 

 

Note 26. Sale of METALfx

136

9.

 

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

*137

9A.

 

Controls and Procedures

137

9B.

 

Other Information

139

 

 

Part III

 

10.

 

Directors, Executive Officers and Corporate Governance

140

11.

 

Executive Compensation

141

12.

 

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

141

13.

 

Certain Relationships and Related Transactions, and Director Independence

142

14.

 

Principal Accounting Fees and Services

142

 

 

Part IV

 

15.

 

Exhibits, Financial Statement Schedules

143

 

 

Exhibit Index

144

 

 

Signatures

149


AVISTA CORPORATION



INDEX
Item
No.
  
Page
No.
 
   
   
   
  Part I  
1  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
1A.  
1B.  
2  
   
   
3  
4 *
  Part II  
5  
6  
7  
   
   
   
   
   
   
   
   
   
   
   
   

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7A.  
8.  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
9. *
9A.  
9B.  
  Part III  
10.  
11.  

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12.  
13.  
14.  
  Part IV  
15.  
   
   

* = not an applicable item in the 20172020 calendar year for Avista Corp.


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AVISTA CORPORATION



AVISTA CORPORATION

ACRONYMS AND TERMS

(The following acronyms and terms are found in multiple locations within the document)

Acronym/Term

Meaning

aMW

-

Average Megawatt - a measure of the average rate at which a particular generating source produces energy over a period of time

AEL&P

-

Alaska Electric Light and Power Company, the primary operating subsidiary of AERC, which provides electric services in Juneau, Alaska

AERC

-

Alaska Energy and Resources Company, the Company's wholly-owned subsidiary based in Juneau, Alaska

AFUDC

-

Allowance for Funds Used During Construction; represents the cost of both the debt and equity funds used to finance utility plant additions during the construction period

AM&D

-

Advanced Manufacturing and Development, doesdoing business as METALfx

ARAM

-

Average Rate Assumption Method

ASC

-

Accounting Standards Codification

ASU

-

Accounting Standards Update

Avista Capital

-

Parent company to the Company’s non-utility businesses, with the exception of AJT Mining Properties, Inc., which is a subsidiary of AERC.

Avista Corp.

-

Avista Corporation, the Company

Avista Energy-Avista Energy, Inc., an inactive electricity and natural gas marketing, trading and resource management business, subsidiary of Avista Capital

Avista Utilities

-

Operating division of Avista Corp. (not a subsidiary) comprising the regulated utility operations in the Pacific NorthwestWashington, Idaho, Oregon and Montana

BPA

-

Bonneville Power Administration

Capacity

-

The rate at which a particular generating source is capable of producing energy, measured in KW or MW

Cabinet Gorge

-

The Cabinet Gorge Hydroelectric Generating Project, located on the Clark Fork River in Idaho

CIAC

CETA

-

Contribution in aid of construction

Clean Energy Transformation Act

Colstrip

-

The coal-fired Colstrip Generating Plant in southeastern Montana

Cooling degree days

-

The measure of the warmness of weather experienced, based on the extent to which the average of high and low temperatures for a day exceeds 65 degrees Fahrenheit (annual degree days above historic indicate warmer than average temperatures)

Coyote Springs 2

-

The natural gas-fired combined-cycle Coyote Springs 2 Generating Plant located near Boardman, Oregon

CT

COVID-19

-

Combustion turbine

Coronavirus disease 2019, a respiratory illness that was declared a pandemic in March 2020

CT

-

Combustion turbine

Deadband or ERM deadband

-

The first $4.0 million in annual power supply costs above or below the amount included in base retail rates in Washington under the ERM in the state of Washington

Dekatherm

Ecology

-

Unit of measurement for natural gas; a dekatherm is equal to approximately one thousand cubic feet (volume) or 1,000,000 BTUs (energy)
Ecology-

The stateState of Washington’s Department of Ecology

Ecova

EIM

-

Ecova, Inc., a subsidiary of Avista Capital until June 30, 2014 when it was sold.
EIM-

Energy Imbalance Market

Energy

-

The amount of electricity produced or consumed over a period of time, measured in KWh or MWh. Also, refers to natural gas consumed and is measured in dekatherms.

EPA

-

Environmental Protection Agency

ERM

-

The Energy Recovery Mechanism, a mechanism for accounting and rate recovery of certain power supply costs accepted by the utility commission in the state of Washington

FASB

-

Financial Accounting Standards Board

FCA

-

Fixed Cost Adjustment, the electric and natural gas decoupling mechanism in Idaho.

iv


AVISTA CORPORATION

FERC

-

Federal Energy Regulatory Commission

GAAP

-

Generally Accepted Accounting Principles

GHG

-

Greenhouse gas

GS

-

Generating station

Heating degree days

-

The measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day falls below 65 degrees Fahrenheit (annual degree days above historic indicate warmer than average temperatures)

Hydro One

-

Hydro One Limited, based in Toronto, Ontario, Canada.

IPUC

-

Idaho Public Utilities Commission


iv

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IRP

-

IRP-

Integrated Resource Plan

Jackson Prairie

-

Jackson Prairie Natural Gas Storage Project, an underground natural gas storage field located near Chehalis, Washington

Juneau

-

The City and Borough of Juneau, Alaska

kV

-

Kilovolt (1000 volts): a measure of capacity on transmission lines

KW, KWh

-

Kilowatt (1000 watts): a measure of generating output or capability.  Kilowatt-hour (1000 watt hours): a measure of energy produced

Lancaster Plant

-

A natural gas-fired combined cycle combustion turbine plant located in Idaho

LNG

-

Liquefied Natural Gas

MPSC

-

Public Service Commission of the State of Montana

MW, MWh

-

Megawatt: 1000 KW. Megawatt-hour: 1000 KWh

NERC

-

North American Electricity Reliability Corporation

Noxon Rapids

-

The Noxon Rapids Hydroelectric Generating Project, located on the Clark Fork River in Montana

OPUC

-

The Public Utility Commission of Oregon

PCA

-

The Power Cost Adjustment mechanism, a procedure for accounting and rate recovery of certain power supply costs accepted by the utility commission in the state of Idaho

PGA

-

Purchased Gas Adjustment

PPA

-

Power Purchase Agreement

PUD

PSE

-

Puget Sound Energy

PUD

-

Public Utility District

PURPA

RCA

-

The Public Utility Regulatory Policies Act of 1978, as amended
RCA-

The Regulatory Commission of Alaska

REC

-

Renewable energy credit

Salix

ROE

-

Salix, Inc., a

Return on equity

ROR

-

Rate of return on rate base

ROU

-

Right-of-use lease asset

SEC

-

U.S. Securities and Exchange Commission

Talen Montana

-

Talen Montana, LLC, an indirect subsidiary of Avista Capital, launched in 2014 to explore markets that could be served with LNG, primarily in western North America.Talen Energy Corporation.

Spokane Energy

TCJA

-

Spokane Energy, LLC (dissolved in the third quarter of 2015), a special purpose limited liability company and all of its membership capital was owned by Avista Corp.
TCJA-

The "Tax Cuts and Jobs Act," signed into law onin December 22, 2017.2017

Therm

-

Unit of measurement for natural gas; a therm is equal to approximately one hundred cubic feet (volume) or 100,000 BTUs (energy)

Watt

-

Unit of measurement for electricity;of electric power or capability; a watt is equal to the rate of work represented by a current of one ampere under a pressure of one volt

WUTC

-

Washington Utilities and Transportation Commission


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AVISTA CORPORATION

Forward-Looking Statements

From time-to-time,time to time, we make forward-looking statements such as statements regarding projected or future:

financial performance;

financial performance;

cash flows;

cash flows;

capital expenditures;

capital expenditures;

dividends;

dividends;

capital structure;

capital structure;

other financial items;

other financial items;

strategic goals and objectives;

strategic goals and objectives;

business environment; and

business environment; and

plans for operations.

plans for operations.

These statements are based upon underlying assumptions (many of which are based, in turn, upon further assumptions). Such statements are made both in our reports filed under the Securities Exchange Act of 1934, as amended (including this Annual Report on Form 10-K), and elsewhere. Forward-looking statements are all statements except those of historical fact including, without limitation, those that are identified by the use of words that include “will,” “may,” “could,” “should,” “intends,” “plans,” “seeks,” “anticipates,” “estimates,” “expects,” “forecasts,” “projects,” “predicts,” and similar expressions.

Forward-looking statements (including those made in this Annual Report on Form 10-K) are subject to a variety of risks, uncertainties and other factors. Most of these factors are beyond our control and may have a significant effect on our operations, results of operations, financial condition or cash flows, which could cause actual results to differ materially from those anticipated in our statements. Such risks, uncertainties and other factors include, among others:

Financial Risk
weather conditions (temperatures, precipitation levels and wind patterns), which affect both energy demand and electric generating capability, including the effect of precipitation and temperature on hydroelectric resources, the effect of wind patterns on wind-generated power, weather-sensitive customer demand, and similar effects on supply and demand in the wholesale energy markets;
our ability to obtain financing through the issuance of debt and/or equity securities, which can be affected by various factors including our credit ratings, interest rates and other capital market conditions and the global economy;
changes in interest rates that affect borrowing costs, our ability to effectively hedge interest rates for anticipated debt issuances, variable interest rate borrowing and the extent to which we recover interest costs through retail rates collected from customers;
changes in actuarial assumptions, interest rates and the actual return on plan assets for our pension and other postretirement benefit plans, which can affect future funding obligations, pension and other postretirement benefit expense and the related liabilities;
deterioration in the creditworthiness of our customers;
the outcome of legal proceedings and other contingencies;
economic conditions in our service areas, including the economy's effects on customer demand for utility services;
declining energy demand related to customer energy efficiency and/or conservation measures;
changes in long-term climates, both globally and within our utilities' service areas, which can affect, among other things, customer demand patterns and the volume and timing of streamflows to our hydroelectric resources;

Utility Regulatory Risk

state and federal regulatory decisions or related judicial decisions that affect our ability to recover costs and earn a reasonable return including, but not limited to, disallowance or delay in the recovery of capital investments, operating costs, commodity costs, interest rate swap derivatives and discretion over allowed return on investment;

1


state and federal regulatory decisions or related judicial decisions that affect our ability to recover costs and earn a reasonable return including, but not limited to, disallowance or delay in the recovery of capital investments, operating costs, commodity costs, interest rate swap derivatives, the ordering of refunds to customers and discretion over allowed return on investment;

the loss of regulatory accounting treatment, which could require the write-off of regulatory assets and the loss of regulatory deferral and recovery mechanisms;

Operational Risk

AVISTA CORPORATION

pandemics (including the current COVID-19 pandemic), which could disrupt our business, as well as the global, national and local economy, resulting in a decline in customer demand, deterioration in the creditworthiness of our customers, increases in operating and capital costs, workforce shortages, delays in capital projects, disruption in supply chains, and disruption, weakness and volatility in capital markets. In addition, any of these factors could negatively impact our liquidity and limit our access to capital, among other implications;


wildfires ignited, or allegedly ignited, by Avista Corp. equipment or facilities could cause significant loss of life and property, thereby causing serious operational and financial harm to Avista Corp. and our customers;


severe weather or natural disasters, including, but not limited to, avalanches, wind storms, wildfires, earthquakes, snow and ice storms, that can disrupt energy generation, transmission and distribution, as well as the availability and costs of fuel, materials, equipment, supplies and support services;


explosions, fires, accidents, mechanical breakdowns or other incidents that could impair assets and may disrupt operations of any of our generation facilities, transmission, and electric and natural gas distribution systems or other operations and may require us to purchase replacement power or incur costs to repair our facilities. These incidents could also potentially cause injuries to the public or property damage;

possibility that our integrated resource plans

blackouts or disruptions of interconnected transmission systems (the regional power grid);

terrorist attacks, cyberattacks or other malicious acts that could disrupt or cause damage to our utility assets or to the national or regional economy in general, including any effects of terrorism, cyberattacks, ransomware, or vandalism that damage or disrupt information technology systems;

1


AVISTA CORPORATION

work-force issues, including changes in collective bargaining unit agreements, strikes, work stoppages, the loss of key executives, availability of workers in a variety of skill areas, and our ability to recruit and retain employees;

changes in the availability and price of purchased power, fuel and natural gas, as well as transmission capacity;

increasing costs of insurance, more restrictive coverage terms and our ability to obtain insurance;

delays or changes in construction costs, and/or our ability to obtain required permits and materials for present or prospective facilities;

increasing health care costs and cost of health insurance provided to our employees and retirees;

third party construction of buildings, billboard signs, towers or other structures within our rights of way, or placement of fuel containers within close proximity to our transformers or other equipment, including overbuild atop natural gas distribution lines;

the loss of key suppliers for materials or services or other disruptions to the supply chain;

adverse impacts to our Alaska electric utility (AEL&P) that could result from an extended outage of its hydroelectric generating resources or their inability to deliver energy, due to their lack of interconnectivity to any other electrical grids and the availability or cost of replacement power (diesel);

changing river regulation or operations at hydroelectric facilities not owned by us, which could impact our hydroelectric facilities downstream;

change in the use, availability or abundancy of water resources and/or rights needed for operation of our hydroelectric facilities;

Cyber and natural gas will not be acknowledged by the state commissions, which could result in future resource acquisitions based on the integrated resource plans that are later deemed imprudent;Technology Risk

cyberattacks on the operating systems that are used in the operation of our electric generation, transmission and distribution facilities and our natural gas distribution facilities, and cyberattacks on such systems of other energy companies with which we are interconnected, which could damage or destroy facilities or systems or disrupt operations for extended periods of time and result in the incurrence of liabilities and costs;

cyberattacks on the administrative systems that are used in the administration of our business, including customer billing and customer service, accounting, communications, compliance and other administrative functions, and cyberattacks on such systems of our vendors and other companies with which we do business, which could result in the disruption of business operations, the release of private information and the incurrence of liabilities and costs;

changes in costs that impede our ability to effectively implement new information technology systems or to operate and maintain current production technology;

changes in technologies, possibly making some of the current technology we utilize obsolete or introducing new cyber security risks;

insufficient technology skills, which could lead to the inability to develop, modify or maintain our information systems;

Strategic Risk

growth or decline of our customer base due to new uses for our services or decline in existing services, including, but not limited to, the effect of the trend toward distributed generation at customer sites;

the potential effects of negative publicity regarding our business practices, whether true or not, which could hurt our reputation and result in litigation or a decline in our common stock price;

changes in our strategic business plans, which could be affected by any or all of the foregoing, including the entry into new businesses and/or the exit from existing businesses and the extent of our business development efforts where potential future business is uncertain;

wholesale and retail competition including alternative energy sources, growth in customer-owned power resource technologies that displace utility-supplied energy or that may be sold back to the utility, and alternative energy suppliers and delivery arrangements;

entering into or growth of non-regulated activities may increase earnings volatility;

2


AVISTA CORPORATION

the risk of municipalization or other forms of service territory reduction;

External Mandates Risk

changes in environmental laws, regulations, decisions and policies, including present and potential environmental remediation costs and our compliance with these matters;

the potential effects of initiatives, legislation or administrative rulemaking at the federal, state or local levels, including possible effects on our generating resources, prohibitions or restrictions on new or existing services, or restrictions on greenhouse gas emissions to mitigate concerns over global climate changes;

political pressures or regulatory practices that could constrain or place additional cost burdens on our distribution systems through accelerated adoption of distributed generation or electric-powered transportation or on our energy supply sources, such as campaigns to halt fossil fuel fired power generation and opposition to other thermal generation, wind turbines or hydroelectric facilities;

failure to identify changes in legislation, taxation and regulatory issues that could be detrimental or beneficial to our overall business;

policy and/or legislative changes in various regulated areas, including, but not limited to, environmental regulation, healthcare regulations and import/export regulations;

Financial Risk

weather conditions, which affect both energy demand and electric generating capability, including the impact of precipitation and temperature on hydroelectric resources, the impact of wind patterns on wind-generated power, weather-sensitive customer demand, and similar impacts on supply and demand in the wholesale energy markets;

our ability to obtain financing through the issuance of debt and/or equity securities, which could be affected by various factors including our credit ratings, interest rates, other capital market conditions and global economic conditions;

changes in interest rates that affect borrowing costs, our ability to effectively hedge interest rates for anticipated debt issuances, variable interest rate borrowing and the extent to which we recover interest costs through retail rates collected from customers;

changes in actuarial assumptions, interest rates and the actual return on plan assets for our pension and other postretirement benefit plans, which could affect future funding obligations, pension and other postretirement benefit expense and the related liabilities;

the outcome of legal proceedings and other contingencies;

economic conditions in our service areas, including the economy's effects on customer demand for utility services;

economic conditions nationally may affect the valuation of our unregulated portfolio companies;

declining energy demand related to customer energy efficiency, conservation measures and/or increased distributed generation;

changes in the long-term climate and weather could materially affect, among other things, customer demand, the volume and timing of streamflows required for hydroelectric generation, costs of generation, transmission and distribution. Increased or new risks may arise from severe weather or natural disasters, including wildfires;

industry and geographic concentrations which could increase our exposure to credit risks due to counterparties, suppliers and customers being similarly affected by changing conditions;

deterioration in the creditworthiness of our customers;

Energy Commodity Risk

volatility and illiquidity in wholesale energy markets, including exchanges, the availability of willing buyers and sellers, changes in wholesale energy prices that could affect operating income, cash requirements to purchase electricity and natural gas, value received for wholesale sales, collateral required of us by individual

3


AVISTA CORPORATION

volatility and illiquidity in wholesale energy markets, including the availability of willing buyers and sellers, changes in wholesale energy prices that can affect operating income, cash requirements to purchase electricity and natural gas, value received for wholesale sales, collateral required of us by counterparties in wholesale energy transactions and credit risk to us from such transactions, and the market value of derivative assets and liabilities;
default or nonperformance on the part of any parties from whom we purchase and/or sell capacity or energy;
potential environmental regulations affecting our ability to utilize or resulting in the obsolescence of our power supply resources;
Operational Risk
severe weather or natural disasters, including, but not limited to, avalanches, wind storms, wildfires, earthquakes, snow and ice storms, that can disrupt energy generation, transmission and distribution, as well as the availability and costs of materials, equipment, supplies and support services;
explosions, fires, accidents, mechanical breakdowns or other incidents that may impair assets and may disrupt operations of any of our generation facilities, transmission, and electric and natural gas distribution systems or other operations and may require us to purchase replacement power;
explosions, fires, accidents or other incidents arising from or allegedly arising from our operations that may cause wildfires, injuries to the public or property damage;
blackouts or disruptions of interconnected transmission systems (the regional power grid);
terrorist attacks, cyber attacks or other malicious acts that may disrupt or cause damage to our utility assets or to the national or regional economy in general, including any effects of terrorism, cyber attacks or vandalism that damage or disrupt information technology systems;
work force issues, including changes in collective bargaining unit agreements, strikes, work stoppages, the loss of key executives, availability of workers in a variety of skill areas, and our ability to recruit and retain employees;
increasing costs of insurance, more restrictive coverage terms and our ability to obtain insurance;
delays or changes in construction costs, and/or our ability to obtain required permits and materials for present or prospective facilities;
increasing health care costs and cost of health insurance provided to our employees and retirees;
third party construction of buildings, billboard signs, towers or other structures within our rights of way, or placement of fuel receptacles within close proximity to our transformers or other equipment, including overbuild atop natural gas distribution lines;
the loss of key suppliers for materials or services or disruptions to the supply chain;
adverse impacts to our Alaska operations that could result from an extended outage of its hydroelectric generating resources or their inability to deliver energy, due to their lack of interconnectivity to any other electrical grids and the extensive cost of replacement power (diesel);
changing river regulation at hydroelectric facilities not owned by us, which could impact our hydroelectric facilities downstream;
Compliance Risk
compliance with extensive federal, state and local legislation and regulation, including numerous environmental, health, safety, infrastructure protection, reliability and other laws and regulations that affect our operations and costs;
the ability to comply with the terms of the licenses and permits for our hydroelectric or thermal generating facilities at cost-effective levels;

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counterparties and/or exchanges in wholesale energy transactions and credit risk to us from such transactions, and the market value of derivative assets and liabilities;

AVISTA CORPORATION

default or nonperformance on the part of any parties from whom we purchase and/or sell capacity or energy;


potential environmental regulations or lawsuits affecting our ability to utilize or resulting in the obsolescence of our power supply resources;


explosions, fires, accidents, pipeline ruptures or other incidents that could limit energy supply to our facilities or our surrounding territory, which could result in a shortage of commodities in the market that could increase the cost of replacement commodities from other sources;

Compliance Risk

changes in laws, regulations, decisions and policies at the federal, state or local levels, which could materially impact both our electric and gas operations and costs of operations; and


the ability to comply with the terms of the licenses and permits for our hydroelectric or thermal generating facilities at cost-effective levels.

Technology Risk
cyber attacks on us or our vendors or other potential lapses that result in unauthorized disclosure of private information, which could result in liabilities against us, costs to investigate, remediate and defend, and damage to our reputation;
disruption to or breakdowns of information systems, automated controls and other technologies that we rely on for our operations, communications and customer service;
changes in costs that impede our ability to effectively implement new information technology systems or to operate and maintain current production technology;
changes in technologies, possibly making some of the current technology we utilize obsolete or introducing new cyber security risks;
insufficient technology skills, which could lead to the inability to develop, modify or maintain our information systems;
Strategic Risk
growth or decline of our customer base and the extent to which new uses for our services may materialize or existing uses may decline, including, but not limited to, the effect of the trend toward distributed generation at customer sites;
the potential effects of negative publicity regarding our business practices, whether true or not, which could hurt our reputation and result in litigation or a decline in our common stock price;
changes in our strategic business plans, which may be affected by any or all of the foregoing, including the entry into new businesses and/or the exit from existing businesses and the extent of our business development efforts where potential future business is uncertain;
non-regulated activities may increase earnings volatility;
failure to complete the proposed acquisition of the Company by Hydro One, which would negatively impact the market price of Avista Corp.'s common stock and could result in termination fees that would have a material adverse effect on our results of operations, financial condition, and cash flows;
External Mandates Risk
changes in environmental laws, regulations, decisions and policies, including present and potential environmental remediation costs and our compliance with these matters;
the potential effects of initiatives, legislation or administrative rulemaking at the federal, state or local levels, including possible effects on our generating resources of restrictions on greenhouse gas emissions to mitigate concerns over global climate changes;
political pressures or regulatory practices that could constrain or place additional cost burdens on our distribution systems through accelerated adoption of distributed generation or electric-powered transportation or on our energy supply sources, such as campaigns to halt coal-fired power generation and opposition to other thermal generation, wind turbines or hydroelectric facilities;
wholesale and retail competition including alternative energy sources, growth in customer-owned power resource technologies that displace utility-supplied energy or that may be sold back to the utility, and alternative energy suppliers and delivery arrangements;
failure to identify changes in legislation, taxation and regulatory issues which are detrimental or beneficial to our overall business;
the new federal income tax law and its intended and unintended consequences on financial results and future cash flows, including the potential impact to credit ratings, which may affect our ability to borrow funds or increase the cost of borrowing in the future;
policy and/or legislative changes resulting from the current presidential administration in various regulated areas, including, but not limited to, environmental regulation and healthcare regulations; and
the risk of municipalization in any of our service territories.

Our expectations, beliefs and projections are expressed in good faith. We believe they are reasonable based on, without limitation, an examination of historical operating trends, our records and other information available from third parties. There


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can be no assurance that our expectations, beliefs or projections will be achieved or accomplished. Furthermore, any forward-looking statement speaks only as of the date on which such statement is made. We undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances that occur after the date on which such statement is made or to reflect the occurrence of unanticipated events. New risks, uncertainties and other factors emerge from time-to-time,time to time, and it is not possible for us to predict all such factors, nor can we assess the effect of each such factor on our business or the extent that any such factor or combination of factors may cause actual results to differ materially from those contained in any forward-looking statement.

Available Information

Our

We file annual, quarterly and current reports and proxy statements with the SEC. The SEC maintains a website address is www.avistacorp.com.that contains these documents at www.sec.gov. We make annual, quarterly and current reports and proxy statements available on our website, www.avistacorp.com, as soon as practicable after electronically filing these reportsdocuments with the U.S. Securities and Exchange Commission (SEC). InformationSEC. Except for SEC filings or portions thereof that are specifically referred to in this report, the information contained on our websitethese websites is not part of this report.

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AVISTA CORPORATION

PART I

ITEM 1. BUSINESS

COMPANY OVERVIEW

Avista Corp., incorporated in the territory of Washington in 1889, is primarily an electric and natural gas utility with certain other business ventures. As of December 31, 2017, we employed 1,744 people inOur mission is to improve our Pacific Northwest utility operations (Avista Utilities)customers’ lives through innovative energy solutions, safely, responsibly and 204 people in our subsidiary businesses (including our Juneau, Alaska utility operations).affordably. Our corporate headquarters areis in Spokane, Washington, the second-largest city in Washington. Spokane serves as the business, transportation, medical, industrial and cultural hub of the Inland Northwest region (eastern Washington and northern Idaho). Regional services include government and higher education, medical services, retail trade and finance. Through our subsidiary AEL&P, we also provide electric utility services in Juneau, Alaska.

As of December 31, 2017,2020, we have two reportable business segments as follows:

Avista Utilities – an operating division of Avista Corp., comprising the regulated utility operations in Washington, Idaho, Oregon and Montana. Avista Utilities provides electric distribution and transmission, and natural gas distribution services in parts of eastern Washington and northern Idaho. Avista Utilities also provides natural gas distribution service in parts of northeastern and southwestern Oregon. Avista Utilities has electric generating facilities in Washington, Idaho, Oregon and Montana. Avista Utilities also supplies electricity to a small number of customers in Montana, most of whom are employees who operate Avista Utilities' Noxon Rapids generating facility. Avista Utilities also engages in wholesale purchases and sales of electricity and natural gas as an integral part of energy resource management and its load-serving obligation.

Avista Utilities – an operating division of Avista Corp., comprising the regulated utility operations in the Pacific Northwest. Avista Utilities provides electric distribution and transmission, and natural gas distribution services in parts of eastern Washington and northern Idaho. Avista Utilities also provides natural gas distribution service in parts of northeastern and southwestern Oregon. Avista Utilities has electric generating facilities in Washington, Idaho, Oregon and Montana. Avista Utilities also supplies electricity to a small number of customers in Montana, most of whom are employees who operate Avista Utilities' Noxon Rapids generating facility. Avista Utilities also engages in wholesale purchases and sales of electricity and natural gas as an integral part of energy resource management and its load-serving obligation.

AEL&P – a regulated utility providing electric services in Juneau, Alaska that is a wholly-owned subsidiary and the primary operating subsidiary of AERC.

AEL&P - a utility providing electric services in Juneau, Alaska that is a wholly-owned subsidiary and the primary operating subsidiary of AERC.

We have other businesses, including sheet metal fabrication, venture fund investments, real estate investments, as well as certain other investments ofmade by Avista Capital, which is a direct, wholly owned subsidiary of Avista Corp. These activities do not represent a reportable business segment and are conducted by various direct and indirect subsidiaries of Avista Corp.

Total Avista Corp. shareholders’ equity was $1,729.8 million$2.0 billion as of December 31, 2017, of2020, which $52.6includes a $100.8 million represented our investment in Avista Capital and $108.6a $106.6 million represented our investment in AERC.

See “Item 6. Selected Financial Data” and “Note 2124 of the Notes to Consolidated Financial Statements” for information with respect to the operating performance of each business segment (and other subsidiaries).

Human Capital

Our approach to people is a critical strategy and the priorities for this strategy include, among other things:

developing, retaining and attracting a diverse and skilled workforce;

providing opportunities for continuous learning, development, career growth, and movement within the Company;

supporting and rewarding our employees through competitive pay and benefits;

encouraging and supporting a community-minded Company culture;

investing in the physical, emotional, and financial health and safety of our employees.

The following is an overview of some of our key human capital initiatives intended to ensure the overall well-being of our employees and other stakeholders.

People Development, Retention and Attraction

We strive to hire and retain talented people who are innovative and skilled so that we can continue to provide safe, reliable and affordable service to our customers and advance our Company at the same time. We have continuous learning programs and development opportunities, including periodic job rotations, that are designed to prepare our employees for critical roles and leadership positions for the future. These programs encompass such topics as leadership development, diversity, equity and

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inclusion, communication skills, cross-functional learning and local community involvement. We also offer tuition assistance programs for continuing education.

Critical to retaining our people and being attractive to new employees is the employee experience, and we regularly conduct employee engagement surveys to gauge employee satisfaction and to understand the effectiveness of our systems and culture. We use the information from the surveys to improve our ability to develop, retain and attract talented employees. We reward our employees by providing market competitive compensation and benefits, including health benefits, incentives and recognition plans that extend to all levels in our organization.

Diversity, Equity and Inclusion

We strive to create a workplace culture that values trust and respect and helps guide our overall commitment to doing what is right. With a strong workplace culture as a foundation, we actively engage and listen to our employees, customers and communities in order to help measure and inform our diversity, equity and inclusion and racial and social justice practices. Our diversity, equity and inclusion initiatives are focused on employee recruitment, employee training and development, and employee engagement, including participation in employee resource groups. Employee resource groups are voluntary, employee led groups that foster a diverse and inclusive workplace aligned with our organizational mission, values and goals and business practices.  

Avista Utilities employee profile as of December 31, 2020:

 

 

Women

 

 

Under Represented Groups (a)

 

Bargaining Unit

 

3%

 

 

5%

 

Non-bargaining Unit

 

45%

 

 

9%

 

Executives (b)

 

16%

 

 

8%

 

Overall

 

29%

 

 

8%

 

(a)

As defined by our Affirmative Action Plan and through employee self-identification.

(b)

Executive is defined as vice president or higher.

Bargaining Unit employees comprise 37 percent of Avista Utilities’ employees.

Workplace Safety

Safety is an essential part of our mission. We have a variety of programs and initiatives in place that are intended to help employees complete their work with minimal accidents, injuries or incidents through heightened vigilance, hazard recognition, defensive strategies, continuous learning, human process improvement, lessons learned, and other tools intended to ensure resilience in varying and unpredictable conditions. We work with our employees to build personal responsibility regarding safety and health, and to implement measures to create and maintain a safe work environment.

Throughout the COVID-19 pandemic, the Company has focused, and continues to focus, on the well-being and safety of its employees, customers and communities. Among other things, the Company developed a pandemic response plan, through which it facilitated more than 1,200 of its employees to work remotely in order to protect employees and limit the spread of the virus, while still delivering electric and natural gas service to customers. Essential employees, necessary to work on site maintaining electricity and natural gas for our customers, are continuing to work under guidelines for social distancing, face-coverings and staggered shifts. The Company also created contact-tracing, testing and vaccination efforts, giving employees quick access to necessary resources and information as soon as they are available in order to stay safe.

Additional Information

Additional information highlighting Avista’s commitments to corporate responsibility and ethical governance is available on the Company’s website at www.avistacorp.com. Material on the Company’s website is not part of this report.

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AVISTA CORPORATION

AVISTA UTILITIES

General

At the end of 2017,2020, Avista Utilities supplied retail electric service to approximately 382,000400,000 customers and retail natural gas service to approximately 347,000367,000 customers across its service territory. Avista Utilities' service territory covers 30,000 square miles with a population of 1.6 million.1.7 million. See “Item 2. Properties” for further information on our utility assets. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Economic Conditions and Utility Load Growth” for information on economic conditions in our service territory.


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Electric Operations

General Avista Utilities generates, transmits and distributes electricity, serving electric customers in eastern Washington and northern Idaho and a small number of customers in Montana.

Montana, most of whom are employees who operate Avista Utilities' Noxon Rapids generating facility.

Avista Utilities generates electricity from facilities that we own and purchases capacity, energy and fuel for generation under long-term and short-term contracts to meet customer load obligations. We also sell electric capacity and energy, as well as surplus fuel in the wholesale market in connection with our resource optimization activities as described below.

As part of Avista Utilities' resource procurement and management operations in the electric business, we engage in an ongoing process of resource optimization, which involves the economic selection offrom available energy resources from those available to serve our load obligations and the captureuse of additionalthese resources to capture economic value through wholesale market transactions. These transactions include sales and purchases of electric capacity and energy, fuel for electric generation, and derivative instrumentscontracts related to capacity, energy, fuel and fuel transportation. Such transactions are part of the process of matching available resources with load obligations and hedging a portion of the related financial risks. In order to implement this process, we make continuing projections of:

electric loads at various points in time (ranging from intra-hour to multiple years) based on, among other things, estimates of customer usage and weather, historical data and contract terms, and

electric loads at various points in time (ranging from intra-hour to multiple years) based on, among other things, estimates of customer usage and weather, historical data

resource availability at these points in time based on, among other things, fuel choices and fuel markets, estimates of streamflows, availability of generating units, historic and forward market information, contract terms and experience.

resource availability at these points in time based on, among other things, fuel choices and fuel markets, estimates of streamflows, availability of generating units, historic and forward market information, contract terms and experience.

On the basis of these projections, we make purchases and sales of electric capacity and energy, fuel for electric generation, and related derivative instrumentscontracts to match expected resources to expected electric load requirements and reduce our exposure to electricity (or fuel) market price changes. The process of resource optimization involves scheduling and dispatching available resources as well as the following:

purchasing fuel for generation,

purchasing fuel for generation,

when economical, selling fuel and substituting wholesale electric purchases, and

when economical, selling fuel and substituting wholesale electric purchases,

other wholesale transactions to capture the value of generating resources, transmission contract rights and fuel delivery (transport) capacity contracts.

other wholesale transactions to capture the value of generating resources, transmission contract rights and fuel delivery (transport) capacity contracts.

This optimization process includes entering into hedging transactions to manage risks. Transactions include both physical energy contracts and related derivative instruments, and the terms range from intra-hour up to multiple years.

Avista Utilities' generation assets are interconnected through the regional transmission system and are operated on a coordinated basis to enhance load-serving capability and reliability. We acquire both long-term and short-term transmission capacity to facilitate all of our energy and capacity transactions. We provide transmission and ancillary services in eastern Washington, northern Idaho and western Montana.

Electric Requirements

Avista Utilities' peak electric native load requirement for 20172020 was 1,6811,721 MW, which occurred on January 5, 2017.August 17, 2020. In 2016,2019, our peak electric native load was 1,6551,656 MW, which occurred during the winter,summer, and in 2015,2018, it was 1,6381,716 MW, which occurred during the summer.

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AVISTA CORPORATION

Electric Resources

Avista Utilities has a diverse electric resource mix of Company-owned and contracted hydroelectric, thermal and wind generation facilities, and other contracts for power purchases and exchanges.

At the end As of 2017, our Company-owned facilities had a total net capability of 1,875 MW, of which 56December 31, 2020, Avista Utilities' electric generation resource mix (including contracts for power purchases) was approximately 49 percent was hydroelectric, 42 percent thermal and 449 percent was thermal. other renewables. See “Item 2. Properties” for detailed information on Company-owned generating facilities.

Hydroelectric Resources Avista Utilities owns and operates Noxon Rapids and Cabinet Gorge on the Clark Fork River and six smaller hydroelectric projects on the Spokane River and two hydroelectric projects on the Clark Fork River. Hydroelectric generation is typically our lowest cost source per MWh of electric energy and the availability of hydroelectric generation has a significant effect on total power supply costs. Under normal streamflow and operating conditions, we estimate that we would be able to meet approximately one-half of our total average electric requirements (both retail and long-term wholesale) with the combination of our hydroelectric generation and long-term hydroelectric purchase contracts with certain PUDs in the state of Washington. Our estimate of normal annual hydroelectric


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generation for 20182021 (including resources purchased under long-term hydroelectric contracts with certain PUDs) is 547586 aMW (or 4.85.2 million MWhs).

The following graph shows Avista Utilities' hydroelectric generation (in thousands of MWhs) during the year ended December 31:

(1)

(1)Normal

"Normal" hydroelectric generation is determined by reference to the effect of upstream dam regulation on median natural water flow. Natural water flow is the flow of the rivers without the influence of dams, whereas regulated water flow takes into account any water flow changes from upstream dams due to releasing or holding back water. The calculation of normal"normal" varies annually due to the timing of upstream dam regulation throughout the year.year, as well as changes in PUD contracts.

Thermal Resources Avista Utilities owns the following thermal generating resources:

the combined cycle natural gas-fired CT, known as Coyote Springs 2, located near Boardman, Oregon,

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AVISTA CORPORATION

a 15 percent interest in Units 3 & 4 of Colstrip, a coal-fired boiler generating facility located in southeastern Montana, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Colstrip” for discussion on Colstrip,

the combined cycle CT natural gas-fired Coyote Springs 2 located near Boardman, Oregon,

a wood waste-fired boiler generating facility known as the Kettle Falls GS in northeastern Washington,

a 15 percent interest in a twin-unit, coal-fired boiler generating facility, Colstrip 3 & 4, located in southeastern Montana,

a two-unit natural gas-fired CT generating facility, located in northeastern Spokane (Northeast CT),

a wood waste-fired boiler generating facility known as the Kettle Falls Generating Station (Kettle Falls GS) in northeastern Washington,

a two-unit natural gas-fired CT generating facility in northern Idaho (Rathdrum CT), and

a two-unit natural gas-fired CT generating facility, located in northeastern Spokane (Northeast CT),

two small natural gas-fired generating facilities (Boulder Park GS and Kettle Falls CT).

a two-unit natural gas-fired CT generating facility in northern Idaho (Rathdrum CT), and
two small natural gas-fired generating facilities (Boulder Park GS and Kettle Falls CT).

Coyote Springs 2, which is operated by Portland General Electric Company, is supplied with natural gas under a combination of term contracts and spot market purchases, including transportation agreements with bilateral renewal rights.

Colstrip, which is operated by Talen Montana, is supplied with fuel from adjacent coal reserves under coal supply and transportation agreements in effectagreements. Several of the co-owners of Colstrip, including us, have negotiated an extension to the coal contract that runs through 2029. In addition, seeDecember 31, 2025. See “Item 7. Management's Discussion and Analysis Environmental Issues and Contingencies"– Colstrip " for further discussion regarding environmental and other issues surrounding Colstrip.


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The primary fuel for the Kettle Falls GS is wood waste generated as a by-product and delivered by trucks from forest industry operations within 100 miles of the plant. A combination of long-term contracts and spot purchases has provided, and is expected to meet, fuel requirements for the Kettle Falls GS.

The Northeast CT, Rathdrum CT, Boulder Park GS and Kettle Falls CT generating units are primarily used to meet peaking electric requirements. We also operate these facilities when marginal costs are below prevailing wholesale electric prices. These generating facilities have access to natural gas supplies that are adequate to meet their respective operating needs.

See "Item 2. Properties - Avista Utilities - Generation Properties" for the nameplate rating and present generating capabilities of the above thermal resources.

We have the exclusive rights to all the capacity of the Lancaster Plant, a 270 MW natural gas-fired combined cycle combustion turbine plant located in northern Idaho, owned by an unrelated third-party. All of the output from the Lancaster Plant is contracted to us through 2026 under a PPA. Under the terms of the PPA, we make the dispatch decisions, provide all natural gas fuel and receive all of the electric energy output from the Lancaster Plant; therefore, we consider this plant in our baseload resources. See "Note 36 of the Notes to Consolidated Financial Statements" for further discussion of this PPA.

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AVISTA CORPORATION

The following graph shows Avista Utilities' thermal generation (in thousands of MWhs) during the year ended December 31:

Wind Resources We have exclusive rights to all the capacity of Palouse Wind, a wind generation project developed, owned and managed by an unrelated third-party and located in Whitman County, Washington. We have aThe PPA that expires in 2042 thatand requires us to acquire all of the power and renewable attributes produced by the project at a fixed price per MWh with a fixed escalation of the price over the term of the agreement. The project has a nameplate capacity of 105 MW. Generation from Palouse Wind was 300,380370,142 MWhs in 2017, 349,7712020, 302,136 MWhs in 20162019 and 293,563327,172 MWhs in 2015.2018. We have an annual option to purchase the wind project beginning in December 2022. The purchase price is a fixed price per KW of in-service capacity with a fixed decline in the price per KW over the remaining 20-year term of the PPA. Under the terms of the PPA, we do not have any input into the day-to-day operation of the project, including maintenance decisions. All such rights are held by the owner.

We have exclusive rights to all of the capacity of Rattlesnake Flat Wind project developed, owned and managed by an unrelated third party and located in Adams County, Washington. The facility has a nameplate capacity of 144 MW and is expected to generate approximately 50 aMW annually. The PPA is a 20-year agreement that began in December 2020 and requires us to acquire all of the power and renewable attributes produced by the project at a fixed price per MWh with a fixed escalation of the price over the term of the agreement. Under the terms of the PPA, we do not have any input into the day-to-day operation of the project, including maintenance decisions. All such rights are held by the owner.

Solar ResourcesWe have exclusive rights to all the capacity of the Lind Solar Farm, a solar generation project developed, owned and managed by an unrelated third-party and located in Lind, Washington. The PPA expires in 2038 and requires us to acquire all the power and renewable attributes produced by the project at a fixed price per MWh. The project has a nameplate capacity of 28 MW. The facility generated 45,281 MWhs in 2020, 42,346 MWhs in 2019, and 584 MWhs in 2018. Under the terms of the PPA, we do not have any input into the day-to-day operation of the project, including maintenance decisions. All such rights are held by the owner. In addition to the Lind Solar Farm, we also own a community solar project located in Spokane Valley, Washington with a nameplate capacity of 0.4 MW. The community solar project generated 534 MWhs in 2020, 561 MWhs in 2019, and 538 MWhs in 2018.

Other Purchases, Exchanges and Sales In addition to the resources described above, we purchase and sell power under various long-term contracts, and we also enter into short-term purchases and sales. Further, pursuant to PURPA,The Public Utility Regulatory Policies Act of 1978, as amended, we are required to purchase generation from qualifying facilities. This includes,

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AVISTA CORPORATION

among other resources, hydroelectric projects, cogeneration projects and wind generation projects at rates approved by the WUTC and the IPUC.


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See “Avista Utilities Electric Operating Statistics – Electric Operations” below for annual quantities of purchased power, wholesale power sales and power from exchanges in 2017, 20162020, 2019 and 2015.2018. See “Electric Operations” above for additional information with respect to the use of wholesale purchases and sales as part of our resource optimization process and also see "Future Resource Needs" below for the magnitude of these power purchase and sales contracts in future periods.

Avista Corp. understands that there are many coal-fired electric generating stations throughout the western United States that are scheduled for retirement in the next several years. Depending upon a variety of factors, these retirements could have an impact upon the availability and price of purchased power in, and the dynamics of, the market in which we conduct our wholesale purchases and sales. At the same time, the retirement of Colstrip Units 3 & 4, if it were effected, could increase the volume of energy that we are required to purchase in this marketplace. However, after December 31, 2025, we will be effectively prohibited by Clean Energy Transformation Act (CETA) from using energy produced by coal-fired plants to serve our retail customers in Washington, and, to the extent necessary for that purpose, we will have to obtain energy produced by other resources. See “Item 7. Management's Discussion and Analysis – Environmental Matters and Contingencies – Climate Change – Washington Legislation and Regulatory Actions – Clean Energy Transformation Act” and “Colstrip."

Hydroelectric Licenses

Avista Corp. is a licensee under the Federal Power Act (FPA) as administered by the FERC, which includes regulation of hydroelectric generation resources. Excluding the Little Falls Hydroelectric Generating Project (Little Falls), our other seven hydroelectric plants are regulated by the FERC through two project licenses. The licensed projects are subject to the provisions of Part I of the FPA. These provisions include payment for headwater benefits, condemnation of licensed projects upon payment of just compensation, and take-over by the federal government of such projects after the expiration of the license upon payment of the lesser of “net investment” or “fair value” of the project, in either case, plus severance damages. In the unlikely event that a take-over occurs, it could lead to either the decommissioning of the hydroelectric project or offering the project to another party (likely through sale and transfer of the license).

Cabinet Gorge and Noxon Rapids are under one 45-year FERC license issued in 2001. See “Cabinet Gorge Total Dissolved Gas Abatement Plan” in “Note 19 of the Notes to Consolidated Financial Statements”“Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies" for discussion of dissolved atmospheric gas levels that exceed the state of Idaho and federal numeric water quality standards downstream of Cabinet Gorge during periods when we must divert excess river flows over the spillway, as well as our mitigation plans and efforts.

Five of our six hydroelectric projects on the Spokane River (Long Lake, Nine Mile, Upper Falls, Monroe Street and Post Falls) are under one 50-year FERC license issued in 2009 and are referred to collectively as the Spokane River Project. The sixth, Little Falls, is operated under separate Congressional authority and is not licensed by the FERC.

Future Resource Needs

Avista Utilities has operational strategies to provide sufficient resources to meet our energy requirements under a range of operating conditions. These operational strategies consider the amount of energy needed, which varies widely because of the factors that influence demand over intra-hour, hourly, daily, monthly and annual durations. Our average hourly load was 1,0701,064 aMW in 2017, 1,0332020, 1,081 aMW in 20162019 and 1,0471,034 aMW in 2015.

2018.

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The following graph shows our forecast of our average annual energy requirements and our available resources for 20182021 through 2021:



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2024:

AVISTA CORPORATION



(1)

(1)

The contracts for power sales decrease due to certain contracts expiring in each of these years. We are evaluating the future plan for the additional resources made available due to the expiration of these contracts.

(2)

The combined maximum capacity of Boulder Park GS, Kettle Falls CT, Northeast CT and Rathdrum CT is 278 MW, with estimated available energy production as indicated for each year.

(2)

(3)

Other contracts for power purchases includes power purchase agreements for solar and wind energy.

(4)

The forecast assumes near normal hydroelectric generation.

(5)

(3)

Includes the Lancaster Plant PPA. Excludes Boulder Park GS, Kettle Falls CT, Northeast CT and Rathdrum CT, as these are considered peaking facilities and are generally not used to meet our base load requirements.

(4)The combined maximum capacity of Boulder Park GS, Kettle Falls CT, Northeast CT and Rathdrum CT is 278 MW, with estimated available energy production as indicated for each year.
In August 2017, we filed our 2017 Electric

We are required to file an IRP with the WUTC and the IPUC.IPUC every two years. The WUTC and IPUC review the IRPsIRP and give the public the opportunity to comment. The WUTC and IPUC do not approve or disapprove of the content in the IRPs;IRP; rather, they acknowledge that the IRPs wereIRP was prepared in accordance with applicable standards if that is the case. The IRP details projected growth in demand for energy and the new resources needed to serve customers over the next 20 years. We regard the IRP as a tool for resource evaluation, rather than an acquisition plan for a particular project.

We filed petitions with the WUTC and IPUC in January 2019 to extend the current electric IRP from August 31, 2019 to February 28, 2020 because of the uncertainty created by new clean energy laws in Washington. The WUTC and IPUC approved our petitions. Subsequent to these approvals, the WUTC issued an order extending the deadline to file the IRP until April 2021. We filed an IRP in Idaho in February 2020. Our resource strategy includes additional clean energy resources and potential for existing resource retirements. This plan, embodied in the 2020 IRP, is subject to change in the 2021 IRP to be filed in Washington due to rulemaking in Washington State to implement the CETA.

Highlights of the 20172020 IRP filed in Idaho include the following expectations and/or assumptions:

Models the clean energy requirements of CETA in Washington State.

Our current generation resources will remain cost effective and reliable sources

Optimizes a resource portfolio for 25 years instead of power to meet future customer needs over the next 20 years.

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AVISTA CORPORATION

Assumes Colstrip no longer included in the portfolio in 2025.

Energy storage costs are significantly lower than those assumed in the 2015 IRP, which, for the first time, makes the energy storage technology operationally attractive in meeting energy needs in the 20-year timeframe of the 2017 IRP.

The resource strategy reduces greenhouse gas emissions between 80-90 percent from present levels.

A power purchase agreement for a solar facility of at least 15 MW for our new Solar Select Program for commercial and industrial customers.

A combination of new wind, storage, and demand response will meet the capacity losses from coal and natural gas-fired generation by 2026.

Conservation will effectively provide 53 percent of the requirements of future load growth.

A larger portfolio of new resources than in previous IRPs to meet expected resource retirements and new renewable energy goals.

Colstrip will remain a cost effective and reliable source of power to meet future customer needs.

As much as 300 MW of new renewable generation by 2023 and a further 200 MW by 2027.

If Colstrip were retired in 2030, total customer bills would increase approximately $50.0 million in the first year following retirement.

Includes cost of upstream greenhouse gas emissions from the natural gas-fired projects at the social cost of carbon for Washington share of resources.

Major changes from the 2015 IRP include the following expectations and/or assumptions:

Modeled wind, solar, pumped hydro storage, nuclear, and geothermal as purchase power agreements; whereas previous IRPs assumed these resources would be modeled as an owned resource.

The 2017 Expected Case energy forecast will grow at 0.47 percent per year, replacing the 0.6 percent annual growth rate in the 2015 IRP. See "Item 7. Management Discussion and Analysis – Economic Conditions and Utility Load Growth" for further discussion regarding utility customer growth, load growth, and the general economic conditions in our service territory. The estimates of future load growth in the IRP and at "Item 7. Management Discussion and Analysis – Economic Conditions and Utility Load Growth" differ slightly due to the timing of when the two estimates were prepared and due to the time period that each estimate is focused on.

Modeled several energy storage options whereas the previous IRP modeled storage generically.

Peak load growth will be lower than energy growth, at 0.42 percent for the winter and 0.46 percent for the summer.
Lower expected load growth combined with recent Mid-Columbia hydroelectric contracts, energy efficiency, and demand response will delay the need for additional resources from the end of 2020 until 2026.
Demand response (temporarily reducing the demand for energy) is a viable strategy for meeting future energy needs and energy storage and solar have been added as future resources.
We expect lower emissions from Avista Corp. owned and controlled resources due to lower utilization of natural-gas fired peaking plants and no new combined-cycle plants.
We are required to file an electric IRP every two years, with the next IRP expected to be filed during the third quarter of 2019. Our resource strategy may change from the 2017 IRP based on market, legislative and regulatory developments.

We are subject to the Washington stateState Energy Independence Act, which requires us to obtain a portion of our electricity from qualifying renewable resources or through purchase of RECs and acquiring all cost effective conservation measures. Future generation resource decisions will be affected by legislation for restrictions on greenhouse gas emissions and renewable energy requirements.

While not specifically addressed in the IRP, regionally, there are potential regulatory or legislative initiatives that could introduce carbon pricing or cap-and-trade mechanisms related to greenhouse gas emissions. If any of these initiatives are implemented, they could change the economics associated with operating Colstrip 3 & 4 such that the units are no longer cost effective for future customer needs. We cannot currently determine the likelihood or impact of those initiatives, but we believe if Colstrip 3 & 4 are no longer cost effective, it is reasonable to expect that there would be a regulatory process to address any

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undepreciated assets associated with Colstrip 3 & 4, as well as the costs associated with replacement generation and any other unforeseen closure costs that might be incurred.

See “Item 7. Management’s Discussion and Analysis of Financial Condition – Environmental Issues and Contingencies” and “Colstrip” for information related to existing and proposed laws and regulations, and issues relating to Colstrip.

Additional generating resources that we will require will either be owned by us or be owned by other parties who will sell the capacity and energy to us under PPAs. The decision as wellto ownership will be made as to each project at the appropriate time and will depend on, among other things, the type of project and the related economics, including tax and ratemaking treatment.

Request for Proposals for Renewable Energy

We sought proposals from renewable energy project developers who are capable of constructing, owning, and operating up to 120 aMWs whether through one or multiple proposals with a minimum net annual output of 20 aMW. We did not consider a self-build option for this facility or facilities.

Our intent is to secure the output from renewable generation resources, including electricity, capacity and associated environmental attributes. Our interest in acquiring new renewable energy resources is to offset market purchases and fossil-fuel thermal generation. This is consistent with our 2020 IRP which identifies that we will consider acquiring additional resources if such resources have lower long-term cost than electric market alternatives. Final bidders were selected for review in October 2020 and the Company is engaged in negotiating contracts with the successful bidders.

Wildfire Resiliency Plan

We are implementing additional measures to enhance our ability to mitigate the potential legislationfor, and impact of, wildfires within our service territories. Building on prevention and response strategies that could influence our have been in place for many years, we created a new comprehensive 10-year Wildfire Resiliency Plan that includes improved defense strategies and operating practices for a more resilient system.

We have developed the Wildfire Resiliency Plan through a series of internal workshops, industry research and engagement with state and local fire agencies. Improvements to infrastructure and operational practices were identified as key components to the plan. These key components are categorized into the following categories: grid hardening, vegetation management, situational awareness, operations and emergency response, and worker and public safety.

We expect to spend approximately $330 million implementing the plan components over the life of the 10-year plan. We filed deferred accounting requests in Washington and Idaho to defer the cost of the wildfire resiliency plan and seek recovery in

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future electric resource mix.

rate filings. In 2020, the IPUC issued an accounting order that allows us to defer the cost of the wildfire resiliency plan and seek recovery in future rate filings. Washington has consolidated this request with the 2020 general rate case proceedings.

See “Note 22 of the Notes to Consolidated Financial Statements” for further discussion on wildfires.

Natural Gas Operations

General Avista Utilities provides natural gas distribution services to retail customers in parts of eastern Washington, northern Idaho, and northeastern and southwestern Oregon.

Market prices for natural gas, like other commodities, can be volatile. Our natural gas procurement strategy is to provide a reliable supply to our customers with some level of price certainty. We procure natural gas from various supply basins and over varying time periods. The resulting portfolio is a diversified mix of forward fixed price purchases, index and spot market purchases, and utilizing physical and financial derivative instruments. We also use natural gas storage to support high demand periods and to procure natural gas when prices may be lower. Securing prices throughout the year and even into subsequent years provides a level of price certainty and can mitigate price volatility to customers between years.

Weather is a key component of our natural gas customer load. This load is highly variable and daily natural gas loads can differ significantly from the monthly forecasted load projections. We make continuing projections of our natural gas loads and assess available natural gas resources. On the basis of these projections, we plan and execute a series of transactions to hedge a portion of our customers' projected natural gas requirements through forward market transactions and derivative instruments. These transactions may extend for multiple years into the future. We also leave a portion of our natural gas supply requirements unhedged for purchase in the short-term spot markets.

Our purchase of natural gas supply is governed by our procurement plan and is reviewed and approved annually by the Risk Management Committee (RMC), which is comprised of certain officers and other management personnel. Once approval is received, the plan is implemented and monitored by our gas supply and risk management groups.

The plan’s progress is also presented to the WUTC and IPUC staff in semi-annual meetings, and updates are given to the OPUC staff quarterly. Other stakeholders, such as the Public Counsel Unit of the Office of the Attorney General or the Citizen Utility Board, are invited to participate. The RMC is provided with an update on plan results and changes in their monthly meetings. These activities provide transparency for the natural gas supply procurement plan. Any material changes to the plan are documented and communicated to RMC members.

As part of the process of balancing natural gas retail load requirements with resources, we engage in the wholesale purchase and sale of natural gas. We plan for sufficient natural gas delivery capacity to serve our retail customers for a theoretical peak day event. As such, weWe generally have more pipeline and storage capacity than what is needed during periods other than a peak day. We optimize our natural gas resources by using market opportunities to generate economic value that helps mitigate fixed costs. Wholesale sales are delivered through wholesale market facilities outside of our natural gas distribution system. Natural gas resource optimization activities include, but are not limited to:

wholesale market sales of surplus natural gas supplies,

wholesale market sales of surplus natural gas supplies,

purchases and sales of natural gas to optimize use of pipeline and storage capacity, and

purchases and sales of natural gas to optimize use of pipeline and storage capacity, and

participation in the transportation capacity release market.

participation in the transportation capacity release market.

We also provide distribution transportation service to qualified, large commercial and industrial natural gas customers who purchase natural gas through third-party marketers. For these customers, we receive their purchased natural gas from such third-party marketers into our distribution system and deliver it to the customers’ premise.

premises. These customers generally pay the same rates as other customers in the same class, without any charge for the cost of the natural gas delivered.

Optimization transactions that we engage in throughout the year are included in our annual purchased gas cost adjustment filings with the various commissions and are subject to review for prudence during this process.

Natural Gas Supply Avista Utilities purchases all of its natural gas in wholesale markets. We are connected to multiple supply basins in the western United States and Canada through firm capacity transportation rights on six different pipeline networks.

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Access to this diverse portfolio of natural gas resources allows us to make natural gas procurement decisions that benefit our natural gas customers. These interstate pipeline transportation rights provide the capacity to serve approximately 25 percent of peak natural gas customer demands from domestic sources and 75 percent from Canadian sourced supply. Natural gas prices in the Pacific Northwest are affected by global energy markets, as well as supply and demand factors in other regions of the United States and Canada. Future prices and delivery constraints may cause our resource mix to vary.


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Natural Gas Storage Avista Utilities owns a one-third interest in Jackson Prairie, an underground aquifer natural gas storage field located near Chehalis, Washington. Jackson Prairie has a total peak day deliverability of 12 million therms, with a total working natural gas capacity of 256 million therms. As an owner, our share is one-third of the peak day deliverability and total working capacity. We also contract for additional storage capacity and delivery at Jackson Prairie from Northwest Pipeline for a portion of their one-third share of the storage project.

We optimize our natural gas storage capacity throughout the year by executing transactions that capture favorable market price spreads. Natural gas buyers identify opportunities to purchase lower cost natural gas in the immediate term to inject into storage, and then sell the gas in a forward market to be withdrawn at a later time. The reverse of this type of transaction also occurs. These transactions lock in incremental value for customers. Jackson Prairie is also used as a variable peaking resource, and to protect from extreme daily price volatility during cold weather or other events affecting the market.

Future Resource Needs In August 2016,2018, we filed our 20162018 Natural Gas IRP with the WUTC, the IPUC and the OPUC. The natural gas IRPs are similar in nature to the electric IRPs and the process for preparation and review by the state commissions of both the electric and natural gas IRPs is similar. The IRP details projected growth in demand for energy and the new resources needed to serve customers over the next 20 years. We regard the IRP as a tool for resource evaluation, rather than an acquisition plan for a particular project.

Highlights of the 20162018 natural gas IRP include the following expectations and/or assumptions:

We will need no additional natural gas transportation resources during the 20-year planning horizon in Washington, Idaho, or Oregon.

Due to expected carbon legislation at the state levels through a cap and trade mechanism (Oregon) or a fee mechanism (Washington), we expect our retail natural gas rates to include a carbon price adder in Oregon and Washington, but not in Idaho.

North American supplies of natural gas will continue to be abundant led by shale gas development.

Customer growth in our service territory will increase slightly compared to the 2016 IRP. There will be increasing interest from customers to utilize natural gas for heating due to its abundant supply and consequent low cost.

We anticipate that any increased demand for natural gas regionally will primarily come from power generation as natural gas is increasingly being used to back up solar and wind technology, and also to replace retired coal plants. There is also potential for increased usage in other markets, such as LNG exports or exports to Mexico.

Slightly higher customer growth will continue to be offset by lower use per customer and an increased amount of demand side management (DSM). The combination of low-priced natural gas in addition to carbon fees or other programs has led to a higher potential for DSM measures as compared to the previous three IRPs.

The availability of natural gas in North America will continue to change global LNG dynamics. Existing and new LNG facilities will look to export low cost North American natural gas to the higher-priced foreign markets. This could alter the price of natural gas and/or transportation in U.S. markets, constrain existing pipeline networks, stimulate development of new pipeline resources and change flows of natural gas across North America.

We will have sufficient natural gas transportation resources well into the future withmonitor these assumptions on an on-going basis and adjust our resource needs not occurring during the 20-year planning horizon in Washington, Idaho, or Oregon.

Natural gas commodity prices will continue to be relatively stable due to robust North American supplies led by shale gas development.
Future customer growth in our service territory will increase slightly compared to the 2014 IRP. There will be increasing interest from customers to utilize natural gas due to its abundant supply and subsequent low cost. We anticipate that any increased demand in the region will primarily come from power generation as natural gas is increasingly being used to back up solar and wind technology, as well as replace retired coal plants. There is also potential for increased usage in other markets, such as transportation and as an industrial feedstock.
The availability of natural gas in North America will continue to change global LNG dynamics. Existing and new LNG facilities will look to export low cost North American natural gas to the higher priced Asian and European markets. This could alter the price of natural gas and/or transportation, constrain existing pipeline networks, stimulate development of new pipeline resources, and change flows of natural gas across North America.
Since forecasted demand is relatively flat, we will monitor actual demand for signs of increased growth which could accelerate resource needs.
requirements accordingly.

We are required to file a natural gas IRP every two years with theand we anticipate our next IRP expected to be filed duringin 2021. We filed petitions with the third quarterWUTC, IPUC and the OPUC in January 2020 to extend the current natural gas IRP from August 31, 2020 to April 1, 2021 because of 2018. Our resource strategythe uncertainty created by new clean energy laws in Washington and Oregon. Each commission has approved the request. The most notable change in the 2021 IRP compared to the 2018 IRP is that we expect customer growth to decrease slightly from our 2018 IRP may change from the 2016 IRP based on market, legislative and regulatory developments.

Regulatory Issues
due to carbon reduction policies within our service territory.

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Utility Regulation

General As a public utility, Avista Corp. is subject to regulation by state utility commissions for prices,retail electric and natural gas rates, accounting, the issuance of securities and other matters. The retail electric and natural gas operations are subject to the jurisdiction of the WUTC, IPUC, OPUC and MPSC. Approval of the issuance of securities is not required from the MPSC. We are also subject to the jurisdiction of the FERC for licensing of hydroelectric generation resources, and for electric transmission services and wholesale sales.

Since Avista Corp. is a “holding company” (in addition to being itself an operating utility), we are also subject to the jurisdiction of the FERC under the Public Utility Holding Company Act of 2005, which imposes certain reporting and other requirements.record-keeping requirements on Avista Corp. and its subsidiaries. We and all of our subsidiaries (whether or not engaged in any energy related business), are required to maintainmake books accounts and other records in accordance with the FERC regulations and to make them available to the FERC and the state utility commissions. In addition, upon the request of any jurisdictional state utility commission, the FERC would have the authority to review assignment of costs of non-power goods and administrative services among us and our subsidiaries. The FERC has the authority generally to require that rates subject to its jurisdiction be just and reasonable and in this context would continue to be able to, among other things, review transactions of any affiliated company.


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Our rates for retail electric and natural gas services (other than specially negotiated retail rates for industrial or large commercial customers, which are subject to regulatory review and approval) are generally determined on a “cost of service” basis.

Rates

Retail rates are designed to provide an opportunity for us to recover allowable operating expenses and earn a return of and a reasonable return on “rate base.” Rate base is generally determined by reference to the original cost (net of accumulated depreciation) of utility plant in service, subject to various adjustments for deferred income taxes and other items. Over time, rate base is increased by additions to utility plant in service and reduced by depreciation and retirement of utility plant and write-offs as authorized by the utility commissions. Our operating expenses and rate base are allocated or directly assigned to five regulatory jurisdictions: electric in Washington and Idaho, and natural gas in Washington, Idaho and Oregon. In general, requests for new retail rates are made on the basis of revenues, operating expenses and net investment for a test year that ended prior to the date of the request, subject to possible adjustments, which differ among the various jurisdictions, designed to reflect the expected revenues, operating expenses and net investment during the period new retail rates will be in effect. The retail rates approved by the state commissions in a rate proceeding may not provide sufficient revenues to provide recovery of costs and a reasonable return on investment for a number of reasons, including, but not limited to, ongoing capital expenditures and unexpected changes in revenues expenses and investmentexpenses following the time new retail rates are requested in the rate proceeding (known as “regulatory lag”), the denial by the commission of recovery, or timely recovery, of certain expenses or investment and the limitation by the commission of the authorized return on investment.

Our rates for wholesale electric sales and electric transmission services, as well as certain natural gas transmissiontransportation services, are based on either “cost of service” principles or market-based rates as set forth by the FERC. See “Notes 1, 12 and 2023 of the Notes to Consolidated Financial Statements” for additional information about regulation, depreciation and deferred income taxes.

General Rate Cases Avista Utilities regularly reviews the need for electric and natural gas rate changes in each state in which we provide service. See “Item 7. Management’s Discussion and Analysis – Regulatory Matters – General Rate Cases” for information on general rate case activity.

Power Cost Deferrals Avista Utilities defers the recognition in the income statement of certain power supply costs that vary from the level currently recovered from our retail customers as authorized by the WUTC and the IPUC. See “Item 7. Management’s Discussion and Analysis – Regulatory Matters – Power Cost Deferrals and Recovery Mechanisms” and “Note 2023 of the Notes to Consolidated Financial Statements” for information on power cost deferrals and recovery mechanisms in Washington and Idaho.

Purchased Gas AdjustmentAdjustments (PGA) Under established regulatory practices in each state, Avista Utilities defers the recognition in the income statement of the natural gas costs that vary from the level currently recovered from our retail customers as authorized by each of our jurisdictions. See “Item 7. Management’s Discussion and Analysis – Regulatory Matters

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– Purchased Gas Adjustments” and “Note 2023 of the Notes to Consolidated Financial Statements” for information on natural gas cost deferrals and recovery mechanisms in Washington, Idaho and Oregon.

Decoupling and Earnings Sharing Mechanisms Decoupling (also known as FCA in Idaho) is a mechanism designed to sever the link between a utility's revenues and consumers' energy usage. In each of Avista Utilities'its jurisdictions, each month Avista Utilities' electric and natural gas revenues are adjusted so as to be based on the number of customers in certain customer rate classes and assumed "normal" kilowatt hour and therm sales,usage, rather than being based on actual kilowatt hour and therm sales.usage. The difference between revenues based on the number of customers and "normal" sales and revenues based on actual usage is deferred and either surcharged or rebated to customers beginning in the following year. Only the residential and commercial customer classes are included in our decoupling mechanisms. In conjunction with the decoupling mechanisms, Washington includes an after-the-fact earnings test. At the end of each calendar year, earnings calculations are made for the prior calendar year and a portion of any earnings above a certain threshold are deferred and later returned to customers. Oregon also has an annual earnings review, not directly associated with the decoupling mechanism, where earnings above a certain threshold are deferred and later returned to customers. See “Item 7. Management’s Discussion and Analysis – Regulatory Matters – Decoupling and Earnings Sharing Mechanisms” for further discussion of these mechanisms.

Federal law promotes practices that foster competition in the electric wholesale energy market. The FERC requires electric utilities to transmit power and energy to or for wholesale purchasers and sellers, and requires electric utilities to enhance or construct transmission facilities to create additional transmission capacity for the purpose of providing these services. Public utilities (through subsidiaries or affiliates) and other entities may participate in the development of independent electric generating plants for sales to wholesale customers.


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Public utilities operating under the FPA are required to provide open and non-discriminatory access to their transmission systems to third parties and establish an Open Access Same-Time Information System to provide an electronic means by which transmission customers can obtain information about available transmission capacity and purchase transmission access. The FERC also requires each public utility subject to the rules to operate its transmission and wholesale power merchant operating functions separately and to comply with standards of conduct designed to ensure that all wholesale users, including the public utility’s power merchant operations, have equal access to the public utility’s transmission system. Our compliance with these standards has not had any substantive impact on the operation, maintenance and marketing of our transmission system or our ability to provide service to customers.

See “Item 7. Management’s Discussion and Analysis – Competition” for further information.

Regional Transmission Planning

Beginning with FERC Order No. 888 and continuing with subsequent rulemakings and policies, the FERC has encouraged better coordination and operational consistency aimed to capture efficiencies that might otherwise be gained through the formation of a Regional Transmission Organization or an independent system operator (ISO).

Avista Utilities

The Company currently meets its FERC requirements to coordinate transmission planning activities with other regional entities through ColumbiaGrid. ColumbiaGridNorthernGrid. Launched January 1, 2020, NorthernGrid is a Washington nonprofit membership corporation with an independent board formed to improve the operational efficiency, reliability, and planned expansionassociation of theall major transmission grid inproviders throughout the Pacific Northwest. We became a member of ColumbiaGridNorthwest and Intermountain West, with facilities in 2006 duringCalifornia, Idaho, Montana, Oregon, Utah, Washington and Wyoming. Through its formation. ColumbiaGridparticipation in NorthernGrid, the Company is not an ISO, but fills the role of facilitatingable to meet the regional transmission planning requirements of FERC Order No.Nos. 890 and 1000, and other clarifying FERC Orders, for its members. ColumbiaGridtheir follow-on orders. NorthernGrid and its members also work with other western organizations, to address transmission planning, including WestConnect and the Northern Tier Transmission Group (NTTG). In 2011, we became a registered Planning Participant of the NTTG. We will continue to assess the benefits of entering into other functional agreements with ColumbiaGrid and/or participating in other forums to attain operational efficiencies and to meet FERC policy objectives.

Regional Energy Markets
The California Independent System Operator (CAISO) has an EIM, to address broader interregional planning. Neither the costs nor requirements of participating in NorthernGrid’s coordinated transmission planning activities are expected to materially impact the Company’s operations or financial performance.

Regional Energy Markets

The CAISO operates the Western Energy Imbalance Market (EIM) in the western United States. Most investor-owned utilities in the Pacific Northwest are either participants in the CAISOWestern EIM or plan to integrate into the market in the near future. The Company has announced its decision to participate in the Western EIM and is slated to commence EIM operations by April 2022. The decision to join the CAISOWestern EIM is based on a number of factors, including the amount of expected variable generating resources the Company will need to integrate within its balancing authority area in the utilities’ systems, the ability to manage the variable generating resources within the utilities’ systems, the costs associated with joining the CAISO EIM,foreseeable future, and the economicexpected costs and benefits associated with joining the CAISOWestern EIM. We have conducted analyses with respectThe EIM, among other things, facilitates regional load balancing by allowing certain generating plants to joiningreceive automated dispatch signals from the CAISO EIM, and we currently do not believe there is a compelling case to do so. As additional utilities join the CAISO EIM, there could be a reduction in bilateral market liquidity and opportunities for wholesale transactions in the Pacific Northwest. We will continue to monitor the CAISO EIM expansion and the associated impacts. As market fundamentals and our business needs evolve, we will weigh the advantages and disadvantages of joining the CAISO EIM or other organized energy markets in the future.

five-minute intervals.

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Reliability Standards

Among its other provisions, the U.S. Energy Policy Act provides for the implementation of mandatory reliability standards and authorizes the FERC to assess penalties for non-compliance with these standards and other FERC regulations.

The FERC has certified the NERC as the single Electric Reliability Organization authorized to establish and enforce reliability standards and delegate authority to regional entities for the purpose of establishing and enforcing reliability standards.standards, including but not limited to cybersecurity measures. The FERC approves NERC Reliability Standards, including western region standards that make up the set of legally enforceable standards for the United States bulk electric system. The first of these reliability standards became effective in 2007. From time to time new standards are developed or existing standards are updated, revised, consolidated or eliminated pursuant to an industry-involved process. We are required to self-certify our compliance with these standards on an annual basis and undergo regularly scheduled periodic reviews by the NERC and its regional entity, the Western Electricity Coordinating Council (WECC). Failure to comply with NERC reliability standards could result in substantial financial penalties of up to $1 million per day per violation.penalties. We have a robust internal compliance program in place to manage compliance activities and mitigate the risk of potential noncompliance with these standards. We do not expect the costs associated with compliance with these standards to have a material impact on our financial results.

Peak Reliability

As both a balancing authority and transmission operator, the Company must operate under the oversight of a reliability coordinator per NERC reliability standards. RC West is the reliability coordinator of record for 41 balancing authorities and transmission operators in the Western Interconnection, that performs reliability coordinator functions for its funding parties, including Avista Corp. The CAISO,RC West oversees grid compliance with federal and regional grid standards, and can determine measures to prevent or mitigate system emergencies in day-ahead or real-time operations.

Executive Order re Securing the United States Bulk Power System

In May 2020, then-President Donald Trump signed an Executive Order titled “Securing the United States Bulk-Power System,” which ispurports to limit the acquisition, importation, transfer or installation of bulk power system equipment sourced from foreign adversaries. On January 20, 2021, newly-elected President Joe Biden suspended the Executive Order for 90 days and directed the Secretary of Energy and the Director of the Office of Management and Budget to recommend whether a significant Peak Reliability funding party recently submitted its noticereplacement order should be issued. Pending the outcome of withdrawal from Peak Reliability, effective on September 2, 2019.that review, as well as future rulemaking that may occur in relation to the same, we cannot predict the potential impacts of the order. We are evaluatingwill seek recovery of any associated costs through the impact of CAISO’s


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withdrawal on our cost of obtaining reliability coordinator services, which impact cannot be accurately determined at this time. We are also evaluating all alternatives for obtaining the required reliability coordinator services.
ratemaking process.

Vulnerability to Cyber Attack

It has been widely reported that theCyberattack

The energy sector, particularly electric and natural gas utility companies in the United States and abroad, have become the subject of cyber-attackscyberattacks and ransomware attacks with increased frequency. The Company’s administrative and operating networks are targeted by hackers on a regular basis.

A successful attack on the Company’s administrative networks could compromise the security and privacy of data, including operating, financial and personal information. A successful attack on the Company’s operating networks could impair the operation of the Company’s electric and/or natural gas utility facilities, possibly resulting in the inability to provide electric and/or natural gas service for extended periods of time.

The Company continually reinforces and updates its defensive systems and is in compliance with NERC’s reliability standards. See “Reliability Standards," "Item 1A. Risk Factors – Cyber and Technology Risk Factors” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Enterprise Risk Management – Cyber and Technology Risks” for further information.


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AVISTA CORPORATION

AVISTA UTILITIES ELECTRIC OPERATING STATISTICS

 

 

Years Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

ELECTRIC OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING REVENUES (Dollars in Thousands):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

$

377,785

 

 

$

369,102

 

 

$

368,753

 

Commercial

 

 

303,972

 

 

 

317,589

 

 

 

314,532

 

Industrial

 

 

103,103

 

 

 

105,802

 

 

 

109,846

 

Public street and highway lighting

 

 

7,303

 

 

 

7,448

 

 

 

7,539

 

Total retail

 

 

792,163

 

 

 

799,941

 

 

 

800,670

 

Wholesale

 

 

77,277

 

 

 

73,232

 

 

 

84,956

 

Sales of fuel

 

 

28,773

 

 

 

48,040

 

 

 

62,219

 

Other

 

 

30,149

 

 

 

28,995

 

 

 

29,301

 

Alternative revenue programs

 

 

(4,361

)

 

 

8,699

 

 

 

4,870

 

Deferrals and amortizations for rate refunds to customers

 

 

3,539

 

 

 

3,141

 

 

 

(11,477

)

Total electric operating revenues

 

$

927,540

 

 

$

962,048

 

 

$

970,539

 

ENERGY SALES (Thousands of MWhs):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

3,807

 

 

 

3,766

 

 

 

3,627

 

Commercial

 

 

2,995

 

 

 

3,170

 

 

 

3,156

 

Industrial

 

 

1,615

 

 

 

1,691

 

 

 

1,772

 

Public street and highway lighting

 

 

18

 

 

 

18

 

 

 

18

 

Total retail

 

 

8,435

 

 

 

8,645

 

 

 

8,573

 

Wholesale

 

 

2,680

 

 

 

2,787

 

 

 

3,632

 

Total electric energy sales

 

 

11,115

 

 

 

11,432

 

 

 

12,205

 

ENERGY RESOURCES (Thousands of MWhs):

 

 

 

 

 

 

 

 

 

 

 

 

Hydro generation (from Company facilities)

 

 

3,651

 

 

 

3,520

 

 

 

4,029

 

Thermal generation (from Company facilities)

 

 

3,474

 

 

 

4,054

 

 

 

3,424

 

Purchased power

 

 

4,922

 

 

 

4,833

 

 

 

5,349

 

Power exchanges

 

 

(446

)

 

 

(504

)

 

 

(109

)

Total power resources

 

 

11,601

 

 

 

11,903

 

 

 

12,693

 

Energy losses and Company use

 

 

(486

)

 

 

(471

)

 

 

(488

)

Total energy resources (net of losses)

 

 

11,115

 

 

 

11,432

 

 

 

12,205

 

NUMBER OF RETAIL CUSTOMERS (Average for Period):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

350,669

 

 

 

345,064

 

 

 

340,308

 

Commercial

 

 

43,497

 

 

 

42,930

 

 

 

42,618

 

Industrial

 

 

1,277

 

 

 

1,305

 

 

 

1,318

 

Public street and highway lighting

 

 

639

 

 

 

612

 

 

 

594

 

Total electric retail customers

 

 

396,082

 

 

 

389,911

 

 

 

384,838

 

RESIDENTIAL SERVICE AVERAGES:

 

 

 

 

 

 

 

 

 

 

 

 

Annual use per customer (KWh)

 

 

10,857

 

 

 

10,914

 

 

 

10,658

 

Revenue per KWh (in cents)

 

 

9.92

 

 

 

9.80

 

 

 

10.17

 

Annual revenue per customer

 

$

1,077.33

 

 

$

1,069.66

 

 

$

1,083.58

 

AVERAGE HOURLY LOAD (aMW)

 

 

1,064

 

 

 

1,081

 

 

 

1,034

 

 Years Ended December 31,
 2017 2016 2015
ELECTRIC OPERATIONS     
OPERATING REVENUES (Dollars in Thousands):     
Residential$381,682
 $339,210
 $335,552
Commercial311,593
 305,613
 308,210
Industrial110,982
 107,296
 111,770
Public street and highway lighting7,484
 7,662
 7,277
Total retail811,741
 759,781
 762,809
Wholesale81,512
 112,071
 127,253
Sales of fuel64,925
 78,334
 82,853
Other31,614
 28,492
 25,839
Decoupling(8,220) 17,349
 4,740
Provision for earnings sharing(1,182) 932
 (5,621)
Total electric operating revenues$980,390
 $996,959
 $997,873
ENERGY SALES (Thousands of MWhs):     
Residential3,840
 3,528
 3,571
Commercial3,222
 3,183
 3,197
Industrial1,815
 1,763
 1,812
Public street and highway lighting20
 23
 23
Total retail8,897
 8,497
 8,603
Wholesale2,881
 2,998
 3,145
Total electric energy sales11,778
 11,495
 11,748
ENERGY RESOURCES (Thousands of MWhs):     
Hydro generation (from Company facilities)3,978
 3,836
 3,434
Thermal generation (from Company facilities)3,476
 3,626
 3,983
Purchased power4,809
 4,597
 4,899
Power exchanges(6) (6) (2)
Total power resources12,257
 12,053
 12,314
Energy losses and Company use(479) (558) (566)
Total energy resources (net of losses)11,778
 11,495
 11,748
NUMBER OF RETAIL CUSTOMERS (Average for Period):     
Residential334,848
 330,699
 327,057
Commercial42,154
 41,785
 41,296
Industrial1,328
 1,342
 1,353
Public street and highway lighting569
 558
 529
Total electric retail customers378,899
 374,384
 370,235
RESIDENTIAL SERVICE AVERAGES:     
Annual use per customer (KWh)11,469
 10,667
 10,827
Revenue per KWh (in cents)9.94
 9.62
 9.40
Annual revenue per customer$1,139.87
 $1,025.74
 $1,017.21
AVERAGE HOURLY LOAD (aMW)1,070
 1,033
 1,047


15

19



AVISTA CORPORATION



AVISTA CORPORATION

AVISTA UTILITIES ELECTRIC OPERATING STATISTICS

 

 

Years Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

RETAIL NATIVE LOAD at time of system peak (MW):

 

 

 

 

 

 

 

 

 

 

 

 

Winter

 

 

1,613

 

 

 

1,577

 

 

 

1,555

 

Summer

 

 

1,721

 

 

 

1,656

 

 

 

1,716

 

COOLING DEGREE DAYS: (1)

 

 

 

 

 

 

 

 

 

 

 

 

Spokane, WA

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

546

 

 

 

488

 

 

 

517

 

Historical average

 

 

537

 

 

 

531

 

 

 

544

 

% of average

 

 

102

%

 

 

92

%

 

 

95

%

HEATING DEGREE DAYS: (2)

 

 

 

 

 

 

 

 

 

 

 

 

Spokane, WA

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

6,187

 

 

 

6,817

 

 

 

6,159

 

Historical average

 

 

6,651

 

 

 

6,613

 

 

 

6,593

 

% of average

 

 

93

%

 

 

103

%

 

 

93

%

 Years Ended December 31,
 2017 2016 2015
RETAIL NATIVE LOAD at time of system peak (MW):     
Winter1,681
 1,655
 1,529
Summer1,596
 1,587
 1,638
COOLING DEGREE DAYS: (1)     
Spokane, WA     
Actual743
 474
 805
Historical average529
 545
 545
% of average140% 87% 148%
HEATING DEGREE DAYS: (2)     
Spokane, WA     
Actual6,783
 5,790
 5,614
Historical average6,578
 6,680
 6,726
% of average103% 87% 83%

(1)

(1)

Cooling degree days are the measure of the warmness of weather experienced, based on the extent to which the average of high and low temperatures for a day exceeds 65 degrees Fahrenheit (annual degree days above historichistorical average indicate warmer than average temperatures). During 2017, we modified

(2)

Heating degree days are the calculationmeasure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day falls below 65 degrees Fahrenheit (annual degree days below historical averages indicate warmer than average cooling degree days. We have recalculated 2016 and 2015 using the updated methodology to be consistent with 2017.temperatures).

20


AVISTA CORPORATION

AVISTA UTILITIES NATURAL GAS OPERATING STATISTICS

 

 

Years Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

NATURAL GAS OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING REVENUES (Dollars in Thousands):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

$

213,612

 

 

$

196,430

 

 

$

194,340

 

Commercial

 

 

94,937

 

 

 

92,168

 

 

 

89,341

 

Interruptible

 

 

4,285

 

 

 

2,257

 

 

 

1,886

 

Industrial

 

 

2,843

 

 

 

3,006

 

 

 

2,867

 

Total retail

 

 

315,677

 

 

 

293,861

 

 

 

288,434

 

Wholesale

 

 

104,910

 

 

 

135,039

 

 

 

137,070

 

Transportation

 

 

7,917

 

 

 

8,674

 

 

 

9,103

 

Other

 

 

5,034

 

 

 

7,375

 

 

 

6,824

 

Alternative revenue programs

 

 

547

 

 

 

915

 

 

 

(3,962

)

Deferrals and amortizations for rate refunds to customers

 

 

1,797

 

 

 

1,368

 

 

 

(6,764

)

Total natural gas operating revenues

 

$

435,882

 

 

$

447,232

 

 

$

430,705

 

THERMS DELIVERED (Thousands of Therms):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

219,988

 

 

 

231,238

 

 

 

208,344

 

Commercial

 

 

127,659

 

 

 

140,578

 

 

 

124,670

 

Interruptible

 

 

14,854

 

 

 

9,138

 

 

 

5,750

 

Industrial

 

 

5,424

 

 

 

6,212

 

 

 

5,801

 

Total retail

 

 

367,925

 

 

 

387,166

 

 

 

344,565

 

Wholesale

 

 

542,372

 

 

 

590,802

 

 

 

503,913

 

Transportation

 

 

180,361

 

 

 

187,514

 

 

 

176,439

 

Interdepartmental and Company use

 

 

369

 

 

 

421

 

 

 

412

 

Total therms delivered

 

 

1,091,027

 

 

 

1,165,903

 

 

 

1,025,329

 

NUMBER OF RETAIL CUSTOMERS (Average for Period):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

327,125

 

 

 

321,343

 

 

 

314,800

 

Commercial

 

 

36,164

 

 

 

35,804

 

 

 

35,488

 

Interruptible

 

 

40

 

 

 

45

 

 

 

39

 

Industrial

 

 

225

 

 

 

241

 

 

 

246

 

Total natural gas retail customers

 

 

363,554

 

 

 

357,433

 

 

 

350,573

 

RESIDENTIAL SERVICE AVERAGES:

 

 

 

 

 

 

 

 

 

 

 

 

Annual use per customer (therms)

 

 

672

 

 

 

720

 

 

 

662

 

Revenue per therm (in dollars)

 

$

0.97

 

 

$

0.85

 

 

$

0.93

 

Annual revenue per customer

 

$

653.00

 

 

$

611.28

 

 

$

617.35

 

HEATING DEGREE DAYS: (1)

 

 

 

 

 

 

 

 

 

 

 

 

Spokane, WA

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

6,187

 

 

 

6,817

 

 

 

6,159

 

Historical average

 

 

6,651

 

 

 

6,613

 

 

 

6,593

 

% of average

 

 

93

%

 

 

103

%

 

 

93

%

Medford, OR

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

4,181

 

 

 

4,439

 

 

 

4,155

 

Historical average

 

 

4,281

 

 

 

4,291

 

 

 

4,297

 

% of average

 

 

98

%

 

 

103

%

 

 

97

%

(1)

(2)

Heating degree days are the measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day falls below 65 degrees Fahrenheit (annual degree days below historic indicate warmer than average temperatures). During 2017, we modified the calculation for historical average heating degree days. We have recalculated 2016 and 2015 using the updated methodology to be consistent with 2017.


16


AVISTA CORPORATION




AVISTA UTILITIES NATURAL GAS OPERATING STATISTICS
 Years Ended December 31,
 2017 2016 2015
NATURAL GAS OPERATIONS     
OPERATING REVENUES (Dollars in Thousands):     
Residential$220,176
 $195,275
 $193,825
Commercial104,240
 92,978
 96,751
Interruptible1,901
 2,179
 2,782
Industrial3,756
 3,348
 3,792
Total retail330,073
 293,780
 297,150
Wholesale142,722
 153,446
 204,289
Transportation9,208
 8,339
 7,988
Other6,412
 5,787
 5,578
Decoupling(11,374) 12,309
 6,004
Provision for earnings sharing(2,392) (2,767) 
Total natural gas operating revenues$474,649
 $470,894
 $521,009
THERMS DELIVERED (Thousands of Therms):     
Residential221,982
 186,565
 176,613
Commercial133,343
 112,686
 107,894
Interruptible5,465
 5,700
 4,708
Industrial6,340
 5,234
 5,070
Total retail367,130
 310,185
 294,285
Wholesale545,348
 684,317
 809,132
Transportation186,222
 178,377
 164,679
Interdepartmental and Company use441
 378
 335
Total therms delivered1,099,141
 1,173,257
 1,268,431
NUMBER OF RETAIL CUSTOMERS (Average for Period):     
Residential307,375
 300,883
 296,005
Commercial35,192
 34,868
 34,229
Interruptible37
 37
 35
Industrial251
 255
 261
Total natural gas retail customers342,855
 336,043
 330,530
RESIDENTIAL SERVICE AVERAGES:     
Annual use per customer (therms)722
 620
 593
Revenue per therm (in dollars)$0.99
 $1.05
 $1.10
Annual revenue per customer$716.31
 $649.01
 $650.83
HEATING DEGREE DAYS: (1)     
Spokane, WA     
Actual6,783
 5,790
 5,614
Historical average6,578
 6,680
 6,726
% of average103% 87% 83%
Medford, OR     
Actual4,254
 3,637
 3,534
Historical average4,305
 4,325
 4,461
% of average99% 84% 79%
(1)Heating degree days are the measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day falls below 65 degrees Fahrenheit (annual degree days below historic indicate warmer than average temperatures). During 2017, we modified the calculation for historical average heating degree days. We have recalculated 2016 and 2015 using the updated methodology to be consistent with 2017.

17


AVISTA CORPORATION



ALASKA ELECTRIC LIGHT AND POWER COMPANY

AEL&P is the primary operating subsidiary of AERC. AEL&P is the sole utility providing electrical energy in Juneau, Alaska. Juneau is a geographically isolated community with no electric interconnections with the transmission facilities of other utilities

21


AVISTA CORPORATION

and no pipeline access to natural gas or other fuels. Juneau’s economy is primarily driven by government activities, tourism, commercial fishing, and mining, as well as activities as the commercial hub of southeast Alaska.

AEL&P owns and operates electric generation, transmission and distribution facilities located in Juneau. AEL&P operates five hydroelectric generation facilities with 102.7 MW of hydroelectric generation capacity as of December 31, 2017.2020. AEL&P owns four of these generation facilities (totaling 24.5 MW of capacity) and has a PPA for the entire output of the Snettisham hydroelectric project (totaling 78.2 MW of capacity).

The Snettisham hydroelectric project is owned by the Alaska Industrial Development and Export Authority (AIDEA), a public corporation of the State of Alaska. AIDEA issued revenue bonds in 1998 (which were refinanced in 2015) to finance its acquisition of the project. These bonds were outstanding in the amount of $59.7$51.8 million at December 31, 20172020 and mature in January 2034. AEL&P has a PPA and operating and maintenance agreement with the AIDEA to operate and maintain the facility. This PPA is a take-or-pay obligation, expiring in December 2038, to purchase all of the output of the project. AIDEA's bonds are payable solely out of the revenues received under the PPA.

For accounting purposes, this Amounts payable by AEL&P under the PPA are equal to the required debt service on the bonds plus operating and maintenance costs.

This PPA is treated as a capitalfinance lease and, as of December 31, 2017,2020, the capitalfinance lease obligation was $59.7$51.8 million. Snettisham Electric Company, a non-operating subsidiary of AERC, has the option to purchase the Snettisham project at any time for a price equal to the principal amount of the bonds outstanding at that time. See "Note 145 of the Notes to Consolidated Financial Statements" for further discussion of the Snettisham capitalfinance lease obligation.

As of December 31, 2017,2020, AEL&P also had 107.5 MW of diesel generating capacity from four facilities to provide back-up service to firm customers when necessary.

The following graph shows AEL&P's hydroelectric generation (in thousands of MWhs) during the time periods indicated below:

(1)

(1)

Normal hydroelectric generation is defined as the energy output of the plant during a year with average inflows to the reservoir.

As of December 31, 2017,2020, AEL&P served approximately 17,000 customers. Its primary customers include city, state and federal governmental entities located in Juneau, as well as a mine located in the Juneau area. Most of AEL&P’s customers are

22


AVISTA CORPORATION

served on a firm basis while certain of its customers, including its largest customer, are served on an interruptible sales basis. AEL&P maintains separate rate tariffs for each of its customer classes, as well as seasonal rates.


18


AVISTA CORPORATION



AEL&P’s operations are subject to regulation by the RCA with respect to rates, standard of service, facilities, accounting and certain other matters, but not with respect to the issuance of securities. Rate adjustments for AEL&P’s customers require approval by the RCA pursuant to RCA regulations. See "Item 7. Management's Discussion and Analysis – Regulatory Matters" for further discussion of AEL&P's latest general rate case filing, including its capital structure.

AEL&P is also subject to the jurisdiction of the FERC concerning thewith respect to permits and licenses necessary to operate certain of its hydroelectric facilities. One of these licenses (for the Salmon Creek and Annex Creek hydroelectric projects) expires in August 2018, but AEL&P is in the process of renewing and expects thewas renewed license to befor 40 years, effective in September 1, 2018. Since AEL&P has no electric interconnection with other utilities and makes no wholesale sales, it is not subject to general FERC jurisdiction, other than the reporting and other requirements of the Public Utility Holding Company Act of 2005 as an Avista Corp. subsidiary.

The Snettisham hydroelectric project is subject to regulation by the State of Alaska with respect to dam safety and certain aspects of its operations. In addition, AEL&P is subject to regulation with respect to air and water quality, land use and other environmental matters under both federal and state laws.

AEL&P ELECTRIC OPERATING STATISTICS

 

 

Years Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

ELECTRIC OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING REVENUES (Dollars in Thousands):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

$

18,618

 

 

$

17,134

 

 

$

18,506

 

Commercial and government

 

 

23,754

 

 

 

19,391

 

 

 

25,989

 

Public street and highway lighting

 

 

251

 

 

 

254

 

 

 

263

 

Total retail

 

 

42,623

 

 

 

36,779

 

 

 

44,758

 

Other

 

 

186

 

 

 

486

 

 

 

(1,159

)

Total electric operating revenues

 

$

42,809

 

 

$

37,265

 

 

$

43,599

 

ENERGY SALES (Thousands of MWhs):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

157

 

 

 

143

 

 

 

149

 

Commercial and government

 

 

227

 

 

 

193

 

 

 

241

 

Public street and highway lighting

 

 

1

 

 

 

1

 

 

 

1

 

Total electric energy sales

 

 

385

 

 

 

337

 

 

 

391

 

NUMBER OF RETAIL CUSTOMERS (Average for Period):

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

14,840

 

 

 

14,755

 

 

 

14,677

 

Commercial and government

 

 

2,271

 

 

 

2,280

 

 

 

2,234

 

Public street and highway lighting

 

 

228

 

 

 

228

 

 

 

224

 

Total electric retail customers

 

 

17,339

 

 

 

17,263

 

 

 

17,135

 

RESIDENTIAL SERVICE AVERAGES:

 

 

 

 

 

 

 

 

 

 

 

 

Annual use per customer (KWh)

 

 

10,581

 

 

 

9,692

 

 

 

10,152

 

Revenue per KWh (in cents)

 

 

11.86

 

 

 

11.98

 

 

 

12.42

 

Annual revenue per customer

 

$

1,254.58

 

 

$

1,161.23

 

 

$

1,260.88

 

HEATING DEGREE DAYS: (1)

 

 

 

 

 

 

 

 

 

 

 

 

Juneau, AK

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

8,119

 

 

 

7,476

 

 

 

7,973

 

Historical average

 

 

8,351

 

 

 

8,041

 

 

 

8,351

 

% of average

 

 

97

%

 

 

93

%

 

 

95

%

 Years Ended December 31,
 2017 2016 2015
ELECTRIC OPERATIONS     
OPERATING REVENUES (Dollars in Thousands):     
Residential$20,504
 $18,207
 $18,017
Commercial and government31,726
 27,322
 26,049
Public street and highway lighting279
 266
 215
Total retail52,509
 45,795
 44,281
Other518
 481
 497
Total electric operating revenues$53,027
 $46,276
 $44,778
ENERGY SALES (Thousands of MWhs):     
Residential151
 139
 139
Commercial and government262
 253
 258
Public street and highway lighting1
 1
 1
Total electric energy sales414
 393
 398
NUMBER OF RETAIL CUSTOMERS (Average for Period):     
Residential14,575
 14,448
 14,285
Commercial and government2,210
 2,181
 2,179
Public street and highway lighting217
 211
 210
Total electric retail customers17,002
 16,840
 16,674
RESIDENTIAL SERVICE AVERAGES:     
Annual use per customer (KWh)10,360
 9,621
 9,730
Revenue per KWh (in cents)13.58
 13.10
 12.96
Annual revenue per customer$1,406.79
 $1,260.17
 $1,261.25
HEATING DEGREE DAYS: (1)     
Juneau, AK     
Actual8,515
 7,301
 7,395
Historical average8,351
 8,351
 8,351
% of average102% 87% 89%

(1)

(1)

Heating degree days are the measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day falls below 65 degrees Fahrenheit (annual heating degree days below historical average indicate warmer than average temperatures).


19


AVISTA CORPORATION




23


AVISTA CORPORATION

OTHER BUSINESSES

The following table shows our assets related to our other businesses, including intercompany amounts as of December 31,, 2017 2020 and 20162019 (dollars in thousands):

Entity and Asset Type

 

2020

 

 

2019

 

Avista Capital

 

 

 

 

 

 

 

 

Unconsolidated equity investments

 

$

59,318

 

 

$

51,259

 

Note receivable - parent

 

 

8,743

 

 

 

14,722

 

Real estate investments

 

 

11,252

 

 

 

16,374

 

Notes receivable - third parties

 

 

18,065

 

 

 

17,591

 

Other assets

 

 

2,477

 

 

 

3,919

 

Alaska companies (AERC and AJT Mining)

 

 

9,803

 

 

 

9,525

 

Total

 

 

109,658

 

 

 

113,390

 

Entity and Asset Type 2017 2016
Avista Capital    
Salix - wholly-owned subsidiary $4,392
 $3,842
Equity investments 2,561
 3,000
Other assets 2,826
 123
Avista Development    
Equity investments 19,573
 11,530
Real estate 17,102
 11,359
Notes receivable and other assets 6,385
 5,444
METALfx - wholly-owned subsidiary 11,599
 11,568
Alaska companies (AERC and AJT Mining) 8,803
 8,390
Total $73,241
 $55,256

Avista Capital

Unconsolidated equity investments are primarily in emerging technology venture capital funds and companies, including an investment in a joint venture focused on local real estate development and economic growth.

Salix is a wholly-owned subsidiary of Avista Capital that explores markets that could be served with LNG.

Real estate consists of mixed use commercial, retail office space, and land.

Equity investments are primarily in an emerging technology venture capital fund.

Other assets that consist of income tax receivables, cash and other deferred charges.

Avista Development
Equity investments are primarily in emerging technology venture capital funds and companies, including an investment in a technology company that delivers scalable smart grid solutions to global partners and customers, and a predictive data science company.
Real estate consists primarily of mixed use commercial and retail office space.
Notes receivable and other assets are primarily long-term notes receivable made to a company focused on spurring economic development throughout Washington State and to a smart grid solutions company.
AM&D, doing business as METALfx, performs custom sheet metal fabrication of electronic enclosures, parts and systems for the computer, construction, telecom, renewable energy and medical industries. The asset balance above excludes an intercompany loan from METALfx to Avista Corp. The loan balance was $5.6 million as of December 31, 2017 and $4.0 million as of December 31, 2016.

Alaska companies

Includes AERC and AJT Mining, which is a wholly-owned subsidiary of AERC and is an inactive mining company holding certain real estate.

Includes AERC and AJT Mining, which is a wholly-owned subsidiary of AERC and is an inactive mining company holding certain real estate.
Over time as opportunities arise, we dispose of investments and phase out operations that do not fit with our overall corporate strategy. However, we may invest incremental funds to protect our existing investments and invest in new businesses that we believe fit with our overall corporate strategy.

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ITEM 1A. RISK FACTORS

RISK FACTORS

The following factors could have a significant impact on our operations, results of operations, financial condition or cash flows. These factors could cause future results or outcomes to differ materially from those discussed in our reports filed with the SEC (including this Annual Report on Form 10-K), and elsewhere. Please also see “Forward-Looking Statements” for additional factors which could have a significant impact on our operations, results of operations, financial condition or cash flows and could cause actual results to differ materially from those anticipated in such statements.


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our costs or allow a reasonable rate of return for our shareholders.

Avista Utilities' annual operating expenses and the costs associated with incremental investments in utility assets continue to grow at a faster rate than revenue. Our ability to recover these expenses and capital costs depends on the adequacy and timeliness of retail rate increases allowed by regulatory agencies. We expect to periodically file for rate increases with regulatory agencies to recover our expenses and capital costs and provide an opportunity to earn a reasonable rate of return for shareholders. If regulators do not grant rate increases or grant substantially lower rate increases than our requests in the future or if recovery of deferred expenses is disallowed, it could have a negative effect on our financial condition, results of operations or cash flows. See further discussion of regulatory matters in "Item 7. Management's Discussion and Analysis – Regulatory Matters."

In the future, we may no longer meet the criteria for continued application of regulatory accounting principles for all or a portion of our regulated operations.

If we could no longer apply regulatory accounting principles, we could be:


required to write off our regulatory assets, and be

precluded from the future deferral of costs or decoupled revenues not recovered through rates at the time such amounts are incurred, even if we are expected to recover these amounts from customers in the future.

See further discussion at "Note 1 of the Notes to Consolidated Financial Statements – Regulatory Deferred Charges and Credits."

Operational Risk Factors

Wildfires ignited, or allegedly ignited, by Avista Corp. equipment or facilities, could cause significant loss of life and property, thereby causing serious operational and financial harm to Avista Corp. and our customers.

Our equipment may be the ignition, or alleged cause of ignition, source for wildfires and in the event of a fire caused by our equipment, we could potentially be held liable for resulting damages to life and property, as well as fire suppression costs. Also, wildfires could lead to extended operational outages of our equipment while we wait for the wildfire to be extinguished before restoring power, and the cost to implement rapid response or any repair to such facilities could be significant. Any wildfires caused by our equipment could cause significant damage to our reputation, which could erode shareholder, customer and community satisfaction with our Company. In addition, wildfires caused by our equipment could lead to increased insurance costs, loss of insurance coverage, the need to be self-insured or the need to consider non-traditional insurance coverage or other risk mitigation procedures.

The COVID 19 pandemic is disrupting our business and could have a negative effect on our results of operations, financial condition and cash flows.

The COVID-19 pandemic is currently impacting our business, as well as the global, national and local economy. We cannot predict the full extent to which COVID-19 will impact our operations, results of operations, cash flows, financial condition or capital resources. It is possible that the continued spread of COVID-19 and efforts to contain the virus will continue to cause an economic slowdown, resulting in significant disruptions in various public, commercial or industrial activities and causing

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employee absences which could interfere with operation and maintenance of the Company’s facilities. Any of these circumstances could adversely affect our operations, results of operations, financial condition and cash flows in many ways, including, but not limited to:

a decrease in customer demand and revenues due to a reduction in economic activity,


an increase in operating expenses, including bad debt expense due to our customers’ inability to pay amounts due to us,


a decrease in net operating cash inflows, which could negatively impact our liquidity and limit our ability to fund capital expenditures, dividends, and other contractual commitments,


a negative impact on the ability of suppliers, vendors or contractors to perform, which could increase costs and delay capital projects,

possible reluctance on the part of regulatory commissions to approve our requests to defer and recover increased expenses,

delays in regulatory filings and the regulatory approval process, which could impact our ability to timely recover our operating expenses and costs associated with investments in utility assets,

an increase in cyber and technology risks, including the impact on internal controls, due to a significant number of employees working remotely,

disruption, weakness and volatility in the financial markets, which could increase our costs to fund capital requirements, and

possible limited access to the capital markets, that could require us to seek alternative sources of funding for operations and for working capital, any of which could increase our cost of capital.

We cannot predict the duration and severity of the COVID-19 pandemic. The longer and more severe the economic restrictions and business disruptions are, the greater the impact on our operations, results of operations, financial condition and cash flows will be.

We are subject to various operational and event risks.

Our operations are subject to operational and event risks that include:

severe weather or natural disasters, including, but not limited to, avalanches, wind storms, wildfires, earthquakes, snow and ice storms, which could disrupt energy generation, transmission and distribution, as well as the availability and costs of materials, equipment, supplies, support services and general business operations,

blackouts or disruptions of interconnected transmission systems (the regional power grid),

unplanned outages at generating plants,

changes in the availability and cost of purchased power, fuel and natural gas, including delivery constraints,

explosions, fires, accidents, or mechanical breakdowns that could occur while operating and maintaining our generation, transmission and distribution systems,

property damage or injuries to third parties caused by our generation, transmission and distribution systems,

natural disasters that can disrupt energy generation, transmission and distribution, and general business operations,

terrorist attacks or other malicious acts that may disrupt or cause damage to our utility assets or the vendors we utilize, and

work-force issues, including changes in collective bargaining unit agreements, strikes, work stoppages, the loss of key executives, availability of workers in a variety of skill areas, and our ability to recruit and retain employees.

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Disasters could affect the general economy, financial and capital markets, specific industries, or our ability to conduct business. As protection against operational and event risks, we maintain business continuity and disaster recovery plans, maintain insurance coverage against some, but not all, potential losses and we seek to negotiate indemnification arrangements with contractors for certain event risks. However, insurance or indemnification agreements may not be adequate to protect us against liability, extra expenses and operating disruptions from all of the operational and event risks described above. In addition, we are subject to the risk that insurers and/or other parties will dispute or be unable to perform on their obligations to us. If insurance or indemnification agreements are unable to adequately protect us or reimburse us for out-of-pocket costs, it could have a material adverse effect on our results of operations, financial condition and cash flows.

Damage to facilities could be caused by severe weather or natural disasters, such as snow, ice, wind storms, wildfires, earthquakes or avalanches. The cost to implement rapid response or any repair to such facilities can be significant. Overhead electric lines are most susceptible to damage caused by severe weather and are not covered by insurance.

Adverse impacts to AEL&P could result from an extended outage of its hydroelectric generating resources or its inability to deliver energy, due to its lack of interconnectivity to any other electrical grids and the cost of replacement power (diesel).

AEL&P operates several hydroelectric power generation facilities and has diesel generating capacity from multiple facilities to provide backup service to firm customers when necessary; however, a single hydroelectric power generation facility, the Snettisham hydroelectric project, provides approximately two-thirds of AEL&P’s hydroelectric power generation. Any issues that negatively affect AEL&P's ability to generate or transmit power or any decrease in the demand for the power generated by AEL&P could negatively affect our results of operations, financial condition and cash flows.

Cyber and Technology Risk Factors

Cyberattacks, ransomware, terrorism or other malicious acts could disrupt our businesses and have a negative impact on our results of operations and cash flows.

In the course of our operations, we rely on interconnected technology systems for operation of our generating plants, electric transmission and distribution systems, natural gas distribution systems, customer billing and customer service, accounting and other administrative processes and compliance with various regulations. In addition, in the ordinary course of business, we collect and retain sensitive information including personal information about our customers and employees.

Cyberattacks, ransomware, terrorism or other malicious acts could damage, destroy or disrupt these systems for an extended period of time. The energy sector, particularly electric and natural gas utility companies have become the subject of cyberattacks with increased frequency. Our administrative and operating networks are targeted by hackers on a regular basis. Additionally, the facilities and systems of clients, suppliers and third party service providers could be vulnerable to the same cyber or terrorism risks as our facilities and systems and such third party systems may be interconnected to our systems both physically and technologically. Therefore, an event caused by cyberattacks, ransomware or other malicious act at an interconnected third party could impact our business and facilities similarly. Any failure, unexpected, or unauthorized use of technology systems could result in the unavailability of such systems, and could result in a loss of operating revenues, an increase in operating expenses and costs to repair or replace damaged assets. Any of the above could also result in the loss or release of confidential customer and/or employee information or other proprietary data that could adversely affect our reputation and competitiveness, could result in costly litigation and negatively impact our results of operations. These cyberattacks have become more common and sophisticated and, as such, we could be required to incur costs to strengthen our systems and respond to emerging concerns.

Terrorist attacks could also be directed at our physical electric and natural gas facilities, as well as technology systems or at an interconnected third party, which could result in disruption to our systems.

There are various risks associated with technology systems such as hardware or software failure, communications failure, data distortion or destruction, unauthorized access to data, misuse of proprietary or confidential data, unauthorized control through electronic means, programming mistakes and other deliberate or inadvertent human errors.

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Our technology may become obsolete or we may not have sufficient resources to manage our technology.

Our technology may become obsolete before the end of its useful life. In addition, custom technology that is heavily relied upon by us may not be maintained and updated appropriately due to resource restraints, or other factors, which could cause technology failures or give rise to additional operational or security risks. Technology failures could result in significant adverse effects on our physical operations, results of operations, financial condition and cash flows.

We may be adversely affected by our inability to successfully implement certain technology projects.

There are inherent risks associated with replacing and changing systems, which could have a material adverse effect on our results of operations, financial condition and cash flows. Finally, there is the risk that we ultimately do not complete a project and will incur contract cancellation or other costs, which could be significant.

Strategic Risk Factors

Our strategic business plans, which may be affected by any or all of the foregoing, may change, including the entry into new businesses and/or the exit from existing businesses and/or the curtailment of our business development efforts where potential future business is uncertain.

Our strategic business plans could be affected by or result in any of the following:

disruptive innovations in the marketplace may outpace our ability to compete or manage our risk,

customers may have a choice in the future over the sources from which to receive their energy and we may not be able to compete,

potential difficulties in integrating acquired operations and in realizing expected opportunities, diversions of management resources and losses of key employees, challenges with respect to operating new businesses and other unanticipated risks and liabilities,

non-regulated investments may increase earnings volatility,

market or other conditions that could adversely affect our operations or require changes to our business strategy and could result in a non-cash goodwill impairment charge that would reduce assets and net income,

potential reputational risk arising from repeated general rate case filings, degradation in the quality of service, or from failed strategic investments and opportunities, which could erode shareholder, customer and community satisfaction with the Company, and

the risk of municipalization or other form of service territory reduction.

External Mandates Risk Factors

External mandate risk involves forces outside the Company, which may include significant changes in customer expectations, disruptive technologies that result in obsolescence of our business model and government action that could impact the Company.

Actions or limitations to address concerns over long-term climate change, both globally and within our utilities' service areas, may affect our operations and financial performance.

Legislative, regulatory and advocacy efforts at the state, national and international levels concerning climate change and other environmental issues could have significant impacts on our operations. The electric and natural gas utility industries are frequently affected by proposals to curb greenhouse gas and other air emissions. Various regulatory and legislative proposals have been made to limit or further restrict byproducts of combustion, including that resulting from the use of natural gas by our customers. In addition, regionally, there are a number of regulatory and legislative initiatives that have been passed which are designed to limit greenhouse gas emissions and increase the use of renewable sources of energy. Such legislation could restrict the operation and raise the costs of our power generation resources as well as the distribution of natural gas to our customers.

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We expect continuing activity in the future and we are evaluating the extent to which potential changes to environmental laws and regulations may:

increase the operating costs of generating plants,

increase the lead time and capital costs for the construction of new generating plants,

require modification of our existing generating plants,

require existing generating plant operations to be curtailed or shut down,

reduce the amount of energy available from our generating plants,

restrict the types of generating plants that can be built or contracted with,

require construction of specific types of generation plants at higher cost, and

increase the cost or limit our ability to distribute natural gas to customers.

See “Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies" for discussion regarding environmental and other issues which may affect our operations, including the CETA that was recently passed in Washington State.

We have contingent liabilities, including certain matters related to potential environmental liabilities, and cannot predict the outcome of these matters.

In the normal course of our business, we have matters that are the subject of ongoing litigation, mediation, investigation and/or negotiation. We cannot predict the ultimate outcome or potential impact of any particular issue, including the extent, if any, of insurance coverage or that amounts payable by us may be recoverable through the ratemaking process. We are subject to environmental regulation by federal, state and local authorities related to our past, present and future operations. See “Note 22 of the Notes to Consolidated Financial Statements” for further details of these matters.

Import tariffs could lead to increased prices on raw materials that are critical to our business.

Tariffs and other restrictions on trade with foreign countries could significantly increase the prices of raw materials that are critical to our business, such as steel poles or wires. In addition, tariffs and trade restrictions could have a similar impact on our suppliers and certain customers, which could have a negative impact on our financial condition, results of operations and cash flows.

See "Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies" and "Forward-Looking Statements" for discussion of or reference to additional external mandates which could have a material adverse effect on our results of operations, financial condition and cash flows.

Financial Risk Factors

Weather (temperatures, precipitation levels, wind patterns and storms) has a significant effect on our results of operations, financial condition and cash flows.

Weather impacts are described in the following subtopics:

certain retail electricity and natural gas sales,

certain retail electricity and natural gas sales,

the cost of natural gas supply, and

the cost of natural gas supply, and

the cost of power supply.

the cost of power supply.

Certain retail electricity and natural gas sales volumes vary directly with changes in temperatures. We normally have our highest retail (electric and natural gas) energy sales during the winter heating season in the first and fourth quarters of the year. We also have high electricity demand for air conditioning during the summer (third quarter) in the Pacific Northwest.. In general, warmer weather in the heating season and cooler weather in the cooling season will reduce our customers’ energy demand and our retail operating revenues. The revenue and earnings impact of weather fluctuations is somewhat mitigated by our decoupling mechanisms;

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however, we could experience liquidity constraints during the period between when decoupling revenue is earned and when it is subsequently collected from customers through retail rates.

The cost of natural gas supply tendsis impacted by both supply-side factors (amount of natural gas production, level of natural gas in storage, volumes of natural gas imports and exports) and demand-side factors (variations in winter and summer weather, level of economic growth, availability and prices of other fuels). Prices tend to increase with higher demand during periods of cold weather. Inter-regional natural gas pipelines and competition for supply can allow demand-driven price volatility in other regions of North America to affect prices in the Pacific Northwest, even though there may be less extreme weather conditions in the Pacific Northwest. Increased costs adversely affect cash flows when we purchase natural gas for retail supply at prices above the amount then allowed for recovery in retail rates. We defer differences between actual natural gas supply costs and the amount currently recovered in retail rates and we are generally allowed to recover substantially all of these differences after regulatory review. However, these deferred costs require cash outflows from the time of natural gas purchases until the costs are later recovered through retail sales. Inter-regional natural gas pipelines and competition for supply can allow demand-driven price volatility in other regions of North America to affect prices in the Pacific Northwest, even though there may be less extreme weather conditions in the Pacific Northwest.

The cost of power supply can be significantly affected by weather. Precipitation (consisting of snowpack, its water content and melting pattern plus rainfall) and other streamflow conditions (such as regional water storage operations) significantly affect hydroelectric generation capability. Variations in hydroelectric generation inversely affect our reliance on market purchases and thermal generation. To the extent that hydroelectric generation is less than normal, significantly more costly power supply resources must be acquired and the ability to realize net benefits from surplus hydroelectric wholesale sales is reduced. Wholesale prices also vary based on wind patterns as wind generation capacity is material in the Pacific Northwest but its contribution to supply is inconsistent.

The price of power in the wholesale energy markets tends to be higher during periods of high regional demand, such as occurs with temperature extremes. We may need to purchase power in the wholesale market during peak price periods. The price of natural gas as fuel for natural gas-fired electric generation also tends to increase during periods of high demand which are often related to temperature extremes. We may need to purchase natural gas fuel in these periods of high prices to meet electric demands. The cost of power supply during peak usage periods may be higher than the retail sales price or the amount allowed in retail rates by our regulators. To the extent that power supply costs are above the amount allowed currently in retail rates, the difference is partially absorbed by the Company in current expense and it is partially deferred or shared with customers through regulatory mechanisms.

The price of power tends to be lower during periods with excess supply, such as the spring when hydroelectric conditions are usually at their maximum and various facilities are required to operate to meet environmental mandates. Oversupply can be exacerbated when intermittent resources such as wind generation are producing output that may be supported by price subsidies. In extreme situations, we may be required to sell excess energy at negative prices.

As a result of these combined factors, our net cost of power supply – the difference between our costs of generation and market purchases, reduced by our revenue from wholesale sales – varies significantly because of weather.

We rely on regular access to financial markets but we cannot assure favorable or reasonable financing terms will be available when we need them.

Access to capital markets is critical to our operations and our capital structure. We have significant capital requirements that we expect to fund, in part, by accessing capital markets. As such, the state of financial markets and credit availability in the global, United States and regional economies impacts our financial condition. We could experience increased borrowing costs or limited access to capital on reasonable terms.

We access long-term capital markets to finance capital expenditures, repay maturing long-term debt and obtain additional working capital from time-to-time. Our ability to access capital on reasonable terms is subject to numerous factors and market


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conditions, many of which are beyond our control. If we are unable to obtain capital on reasonable terms, it may limit or prohibit our ability to finance capital expenditures and repay maturing long-term debt. Our liquidity needs could exceed our short-term credit availability and lead to defaults on various financing arrangements. We would also likely be prohibited from paying dividends on our common stock.

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Performance of the financial markets could also result in significant declines in the market values of assets held by our pension plan and/or a significant increase in the pension liability (which impacts the funded status of the plan) and could increase future funding obligations and pension expense.

We rely on credit from financial institutions for short-term borrowings. We need adequate levels of credit with financial institutions for short-term liquidity. We have a $400.0 million committed line of credit that expires in April 2021. Our subsidiary AEL&P has a $25.0 million committed line of credit that expires in November 2019. There is no assurance that we will have access to credit beyond thesethe expiration dates. Thedates of our committed line of credit agreements. These agreements contain customary covenants and default provisions.

Any default on the lines of credit or other financing arrangements of Avista Corp. or any of our “significant subsidiaries,” if any, could result in cross-defaults to other agreements of such entity, and/or to the line of credit or other financing arrangements of any other of such entities. Any defaults could also induce vendors and other counterparties to demand collateral. In the event of any such default, it would be difficult for us to obtain financing on reasonable terms to pay creditors or fund operations. We would also likely be prohibited from paying dividends on our common stock.

We hedge a portion of our interest rate risk with financial derivative instruments, which may include interest rate swap derivatives and U.S. Treasury lock agreements.instruments. If market interest rates decrease below the interest rates we have locked in, this will result in a liability related to our interest rate swap derivatives, which can be significant. As of December 31, 2017, we had a net interest rate swap derivative liability of $66.0 million, reflecting a decline in interest rates since the time we entered into the agreements. We did not have any U.S. Treasury lock agreements outstanding as of December 31, 2017. We may be required to post cash or letters of credit as collateral depending on fluctuations in the fair value of the derivative instruments. Settlement of interest rate swap derivative instruments in a liability position could require a significant amount of cash, which could negatively impact our liquidity and short-term credit availability and increase interest expense over the term of the associated debt.

In our 2017 Washington electric and natural gas general rate cases, WUTC Staff recommended the exclusion of our 2016 settled interest rate swaps from the cost of capital calculation. The total amount of the 2016 settled interest rate swaps was $54.0 million, with approximately 60 percent of this total being allocated to Washington. If recovery of the 2016 settled interest rate swap payments referenced above is not approved by the WUTC, this could change our current conclusion that settlement payments related to the 2017 settled interest rate swaps and the unsettled interest rate swaps are probable of recovery through rates. See "Item 7. Management's Discussion and Analysis – Regulatory Matters – 2017 Washington General Rate Cases" for further discussion of this issue.

Downgrades in our credit ratings could impede our ability to obtain financing, adversely affect the terms of financing and impact our ability to transact for or hedge energy resources. If we do not maintain our investment grade credit rating with the major credit rating agencies, we could expect increased debt service costs, limitations on our ability to access capital markets or obtain other financing on reasonable terms, and requirements to provide collateral (in the form of cash or letters of credit) to lenders and counterparties. In addition, credit rating downgrades could reduce the number of counterparties willing to do business with us or result in the termination of outstanding regulatory authorizations for certain financing activities.

Credit risk may be affected by industry concentration and geographic concentration.

We have concentrations of suppliers and customers in the electric and natural gas industries including:

electric and natural gas utilities,

electric and natural gas utilities,

electric generators and transmission providers,

electric generators and transmission providers,

oil and natural gas producers and pipelines,

oil and natural gas producers and pipelines,

financial institutions including commodity clearing exchanges and related parties, and

financial institutions including commodity clearing exchanges and related parties,

energy marketing and trading companies.

energy marketing and trading companies.

We have concentrations of credit risk related to our geographic location in the western United States and western Canada energy markets. These concentrations of counterparties and concentrations of geographic location may affect our overall exposure to credit risk because the counterparties may be similarly affected by changes in conditions.


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Utility Regulatory Risk Factors
Regulators may not grant rates that provide timely or sufficient recovery of our costs or allow a reasonable rate of return for our shareholders.
Avista Utilities' annual operating expenses and the costs associated with incremental investments in utility assets continue to grow at a faster rate than revenue growth. Our ability to recover these expenses and capital costs depends on the amount and timeliness of retail rate changes allowed by regulatory agencies. We expect to periodically file for rate increases with regulatory agencies to recover our expenses and capital costs and provide an opportunity to earn a reasonable rate of return for shareholders. If regulators do not grant rate increases or grant substantially lower rate increases than our requests in the future or if recovery of deferred expenses is disallowed, it could have a negative effect on our operating revenues, net income and cash flows. Negative impacts to our financial results may result in our credit ratings being downgraded which may make it more costly for us to issue future debt securities and could increase borrowing costs under our credit facilities. See further discussion of regulatory matters in "Item 7. Management's Discussion and Analysis – Regulatory Matters."
In the future, we may no longer meet the criteria for continued application of regulatory accounting practices for all or a portion of our regulated operations.
If we could no longer apply regulatory accounting, we could be:
required to write off our regulatory assets, and
precluded from the future deferral of costs or decoupled revenues not recovered through rates at the time such amounts are incurred, even if we are expected to recover these amounts from customers in the future.
See further discussion at "Note 1 of the Notes to Consolidated Financial Statements – Regulatory Deferred Charges and Credits" and "Item 7. Management's Discussion and Analysis – Regulatory Matters – 2017 Washington General Rate Cases."

Energy Commodity Risk Factors

Energy commodity price changes affect our cash flows and results of operations.

Energy commodity pricescan be volatile. We rely on energy markets and other counterparties for energy supply, surplus and optimization transactions and commodity price hedging. A combination of factors exposes our operations to commodity price risks, including:

our obligation to serve our retail customers at rates set through the regulatory process - we cannot decline to serve our customers and we cannot change retail rates to reflect current energy prices unless and until we receive regulatory approval,

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AVISTA CORPORATION

customer demand, which is beyond our control because of weather, customer choices, prevailing economic conditions and other factors,

our obligation to serve our retail customers at rates set through the regulatory process - we cannot decline to serve our customers and we cannot change retail rates to reflect current energy prices unless and until we receive regulatory approval,

some of our energy supply cost is fixed by the nature of the energy-producing assets or through contractual arrangements (however, a significant portion of our energy resource costs are not fixed), and

customer demand, which is beyond our control because of weather, customer choices, prevailing economic conditions and other factors,

the potential non-performance by commodity counterparties, which could lead to replacement of the scheduled energy or natural gas at higher prices.

some of our energy supply cost is fixed by the nature of the energy-producing assets or through contractual arrangements (however, a significant portion of our energy resource costs are not fixed), and
the potential non-performance by commodity counterparties, which could lead to replacement of the scheduled energy or natural gas at higher prices.

Because we must supply the amount of energy demanded by our customers and we must sell it at fixed rates and only a portion of our energy supply costs are fixed, we are subject to the risk of buying energy at higher prices in wholesale energy markets (and the risk of selling energy at lower prices if we are in a surplus position). Electricity and natural gas in wholesale markets are commodities with historically high price volatility. Changes in wholesale energy prices affect, among other things, the cash requirements to purchase electricity and natural gas for retail customers or wholesale obligations and the market value of derivative assets and liabilities.

When we enter into fixed price energy commodity transactions for future delivery, we are subject to credit terms that may require us to provide collateral to wholesale counterparties related to the difference between current prices and the agreed upon fixed prices. These collateral requirements can place significant demands on our cash flows or borrowing arrangements. Price volatility can cause collateral requirements to change quickly and significantly.

Cash flow deferrals related to energy commodities can be significant. We are permitted to collect from customers only amounts approved by regulatory commissions. However, our costs to provide energy service can be much higher or lower than the amounts currently billed to customers. We are permitted to defer income statement recognition and recovery from customers for some of these differences, which are recorded as deferred charges with the opportunity for future recovery


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through retail rates. These deferred costs are subject to review for prudence and potential disallowance by regulators, who have discretion as to the extent and timing of future recovery or refund to customers.

Power and natural gas costs higher than those recovered in retail rates reduce cash flows. Amounts that are not allowed for deferral or which are not approved to become part of customer rates affect our results of operations.

Even if our regulators ultimately allow us to recover deferred power and natural gas costs, our operating cash flows can be negatively affected until these costs are recovered from customers.

Fluctuating energy commodity prices and volumes in relation to our energy risk management process can cause volatility in our cash flows and results of operations. We engage in active hedging and resource optimization practices to reduce energy cost volatility and economic exposure related to commodity price fluctuations. We routinely enter into contracts to hedge a portion of our purchase and sale commitments for electricity and natural gas, as well as forecasted excess or deficit energy positions and inventories of natural gas. We use physical energy contracts and derivative instruments, such as forwards, futures, swaps and options traded in the over-the-counter markets or on exchanges. If market prices decrease compared to the prices we have locked in with our energy commodity derivatives, this will result in a liability related to these derivatives, which can be significant. As a result of price fluctuations, we may be required to post significant amounts of cash or letters of credit as collateral depending on fluctuations in the fair value of the derivative instruments.

We do not attempt to fully hedge our energy resource assets or our forecasted net positions for various time horizons. To the extent we have positions that are not hedged, or if hedging positions do not fully match the corresponding purchase or sale, fluctuating commodity prices could have a material effect on our operating revenues, resource costs, derivative assets and liabilities, and operating cash flows. In addition, actual loads and resources typically vary from forecasts, sometimes to a significant degree, which require additional transactions or dispatch decisions that impact cash flows.

The hedges we enter into are reviewed for prudence by our various regulators and any deferred costs (including those as a result of our hedging transactions) are subject to review for prudence and potential disallowance by regulators.

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Generation plants may become obsolete. We rely on a variety of generation and energy commodity market sources to fulfill our obligation to serve customers and meet the demands of our counterparty agreements. There is the potential that some of our generation sources, such as coal, may become obsolete or be prematurely retired through regulatory action.action or legislation. This could result in higher commodity costs to replace the lost generation, as well as higher costs to retire the generation source before the end of its expected life.

Operational Risk Factors
We are subject to various operational See “Item 7. Management's Discussion and event risks.
Our operations are subject to operationalAnalysis – Environmental Issues and event risksContingencies" for discussion regarding environmental and other issues surrounding Colstrip, including the requirement that include:
severe weather or natural disasters, including, but not limited to, avalanches, wind storms, wildfires, earthquakes, snow and ice storms, which can disrupt energy generation, transmission and distribution, as well as the availability and costs of materials, equipment, supplies support services and general business operations,
blackouts or disruptions of interconnected transmission systems (the regional power grid),
unplanned outages at generating plants,
fuel cost and availability, including delivery constraints,
explosions, fires, accidents, or mechanical breakdowns that may occur while operating and maintaining our generation, transmission and distribution systems,
damage or injuries to third parties caused by our generation, transmission and distribution systems,
natural disasters that can disrupt energy generation, transmission and distribution, and general business operations,
terrorist attacks or other malicious acts that may disrupt or cause damage to our utility assets or the vendors we utilize, and
work force issues, including changes in collective bargaining unit agreements, strikes, work stoppages, the loss of key executives, availability of workers in a variety of skill areas, and our ability to recruit and retain employees.
Disasters may affect the general economy, financial and capital markets, specific industries, or our ability to conduct business. As protection against operational and event risks, we maintain business continuity and disaster recovery plans, maintain insurance coverage against some, but not all, potential losses and we seek to negotiate indemnification arrangementscannot serve Washington electricity customers after 2025 with contractors for certain event risks. However, insurance or indemnification agreements may not be adequate to protect us against liability, extra expenses and operating disruptions from all of the operational and event risks described above. In addition, we are subject to the risk that insurers and/or other parties will dispute or be unable to perform on their obligations to us.

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Damage to facilities may be caused by severe weather or natural disasters, such as snow, ice, wind storms, wildfires, earthquakes or avalanches. The cost to implement rapid or any repair to such facilities can be significant. Overhead electric lines are most susceptible to damage caused by severe weather.
Adverse impacts may occur at our Alaska operations that could result from an extended outage of their hydroelectric generating resources or its inability to deliver energy, due to their lack of interconnectivity to any other electrical grids and the extensive cost of replacement power (diesel).
AEL&P operates several hydroelectric power generation facilities and has diesel generating capacity from multiple facilities to provide backup service to firm customers when necessary; however, a single hydroelectric power generation facility, the Snettisham hydroelectric project, provides approximately two-thirds of AEL&P’s hydroelectric power generation. Any issues that negatively affect AEL&P's ability to generate or transmit power or any decrease in the demand for the power generated by AEL&P could negatively affect our results of operations, financial condition and cash flows.
Colstrip.

Compliance Risk Factors

There have been numerous changes in legislation, related administrative rulemakings, and Executive Orders, including periodic audits of compliance with such rules, which may adversely affect our operational and financial performance.

We expect to continue to be affected by legislation at the national, state and local level, as well as by administrative rules and requirements published by government agencies, including but not limited to the FERC, the EPA and state regulators. We are also subject to NERC and WECC reliability standards. The FERC, the NERC and the WECC perform periodic audits of the Company. Failure to comply with the FERC, the NERC, or the WECC requirements can result in financial penalties of up to $1 million per day per violation.

penalties.

Future legislation, or administrative rules or Executive Orders could have a material adverse effect on our operations, results of operations, financial condition and cash flows.

Actions or limitations to address concerns over long-term climate change, both globally and within our utilities' service areas, may affect our operations and financial performance.
Legislative, regulatory and advocacy efforts at the state, national and international levels concerning climate change and other environmental issues could have significant impacts on our operations. The electric and natural gas utility industries are frequently affected by proposals to curb greenhouse gas and other air emissions. Various regulatory and legislative proposals have been made to limit or further restrict byproducts of combustion, including that resulting from the use of natural gas by our customers. In addition, regionally, there are a number of regulatory and legislative initiatives that have been proposed which could introduce carbon pricing or cap-and-trade mechanisms related to greenhouse gas emissions, and we cannot predict whether any such proposals will be enacted. Such proposals, if adopted, could restrict the operation and raise the costs of our power generation resources as well as the distribution of natural gas to our customers.
We expect continuing activity in the future and we are evaluating the extent to which potential changes to environmental laws and regulations may:
increase the operating costs of generating plants,
increase the lead time and capital costs for the construction of new generating plants,
require modification of our existing generating plants,
require existing generating plant operations to be curtailed or shut down,
reduce the amount of energy available from our generating plants,
restrict the types of generating plants that can be built or contracted with,
require construction of specific types of generation plants at higher cost, and
increase the cost of distributing natural gas to customers.
We have contingent liabilities, including certain matters related to potential environmental liabilities, and cannot predict the outcome of these matters.
In the normal course of our business, we have matters that are the subject of ongoing litigation, mediation, investigation and/or negotiation. We cannot predict the ultimate outcome or potential impact of any particular issue, including the extent, if any, of insurance coverage or that amounts payable by us may be recoverable through the ratemaking process. We are subject to environmental regulation by federal, state and local authorities related to our past, present and future operations. See “Note 19 of the Notes to Consolidated Financial Statements” for further details of these matters.

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AVISTA CORPORATION



Technology Risk Factors
Cyber attacks, terrorism or other malicious acts could disrupt our businesses and have a negative impact on our results of operations and cash flows.
In the course of our operations, we rely on interconnected technology systems for operation of our generating plants, electric transmission and distribution systems, natural gas distribution systems, customer billing and customer service, accounting and other administrative processes and compliance with various regulations. In addition, in the ordinary course of business, we collect and retain sensitive information including personal information about our customers and employees.
There are various risks associated with technology systems such as hardware or software failure, communications failure, data distortion or destruction, unauthorized access to data, misuse of proprietary or confidential data, unauthorized control through electronic means, programming mistakes and other deliberate or inadvertent human errors. In particular, cyber attacks, terrorism or other malicious acts could damage, destroy or disrupt these systems. Additionally, the facilities and systems of clients, suppliers and third party service providers could be vulnerable to these same risks and, to the extent of interconnection to our technology, may impact us. Any failure, unexpected, or unauthorized use of technology systems could result in the unavailability of such systems, and could result in a loss of operating revenues, an increase in operating expenses and costs to repair or replace damaged assets. Any of the above could also result in the loss or release of confidential customer and/or employee information or other proprietary data that could adversely affect our reputation and competitiveness, could result in costly litigation and negatively impact our results of operations. These cyber attacks have become more common and sophisticated and, as such, we could be required to incur costs to strengthen our systems and respond to emerging concerns.
Terrorist attacks could also be directed at physical electric and natural gas facilities, as well as technology systems.
We may be adversely affected by our inability to successfully implement certain technology projects.
We are currently planning to replace all of our electric meter infrastructure in Washington State with two-way communication advanced metering infrastructure (AMI). There is the risk that regulators will not allow the full recovery of new AMI. In addition, there are inherent risks associated with replacing and changing these types of systems, such as incorrect or nonfunctioning metering and/or delayed or inaccurate customer bills or unplanned outages, which could have a material adverse effect on our results of operations, financial condition and cash flows. Finally, there is the risk that we ultimately do not complete the project and will incur contract cancellation or other costs, which could be significant.
Strategic Risk Factors
Our strategic business plans, which may be affected by any or all of the foregoing, may change, including the entry into new businesses and/or the exit from existing businesses and the extent of our business development efforts where potential future business is uncertain.
Our strategic business plans could be affected by or result in any of the following:
disruptive innovations in the marketplace may outpace our ability to compete or manage our risk,
potential difficulties in integrating acquired operations and in realizing expected opportunities, diversions of management resources and losses of key employees, challenges with respect to operating new businesses and other unanticipated risks and liabilities,
market or other conditions may adversely affect our operations or require changes to our business strategy, which could result in a non-cash goodwill impairment charge that would reduce assets and reduce our net income, and
potential reputational risk arising from repeated general rate case filings, degradation in the quality of service, or from failed strategic investments and opportunities, which could erode shareholder, customer and community satisfaction with our Company.
We are subject to various risks specifically related to the proposed acquisition by Hydro One.
The conditions to the acquisition may not be satisfied.
The proposed acquisition by Hydro One requires approval by the holders of a majority of Avista Corp.'s outstanding shares of common stock and the receipt of regulatory approvals, including from the FERC, the Committee on Foreign Investment in the United States (CFIUS), the Federal Communications Commission (FCC), the WUTC, IPUC, MPSC, OPUC, and the RCA. Also, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended is required. Avista Corp. shareholder and FERC approval have been obtained; however, the other regulatory approvals may not be obtained or the regulatory bodies may seek to impose conditions on the completion of the transaction, which could cause the conditions specified in the Merger Agreement to not be satisfied or which could delay or increase the

26


AVISTA CORPORATION



cost of the transaction. In addition, the failure to satisfy other closing conditions could result in a termination of the Merger Agreement by Hydro One and/or Avista Corp.
We may be required to pay a termination fee if the acquisition is not consummated.
Upon termination of the Merger Agreement under certain specified circumstances, we would be required to pay Hydro One a termination fee of $103.0 million (Company Termination Fee). We would also be required to pay Hydro One the Company Termination Fee in the event that we signed or consummated any specified alternative transaction within twelve months following the termination of the Merger Agreement under certain circumstances. Any fees due as a result of termination could have a material adverse effect on our results of operations, financial condition, and cash flows.
Failure to consummate the acquisition could negatively impact the market value of Avista Corp. common stock and our access to and cost of capital.
There can be no assurance that the Merger will be consummated. Failure to consummate the Merger could (i) affect the value of Avista Corp.'s common stock, including by reducing it to a level at or below the trading range preceding the announcement of the Merger Agreement and (ii) negatively affect our access to and cost of both equity and debt financing.
Additionally, if the Merger is not consummated, we would have incurred significant costs and diverted the time and attention of management. A failure to consummate the Merger might also result in negative publicity, litigation against Avista Corp. or its directors and officers, and a negative impression of Avista Corp. in the financial markets. The occurrence of any of these events individually or in combination could have a material adverse effect on our financial condition, results of operations, cash flows and stock price.
We have been faced with legal proceedings related to the pending acquisition by Hydro One.
In connection with the proposed acquisition, as of the date of this annual report, three lawsuits have been filed in the United States District Court for the Eastern District of Washington and one lawsuit has been filed in the Superior Court for the State of Washington in and for Spokane County. These lawsuits were filed against members of the Company's Board of Directors and various other parties. The three lawsuits filed in the United States District Court for the Eastern District of Washington have been voluntarily dismissed by the plaintiffs, leaving only the state lawsuit remaining.
The remaining complaint generally alleges that the members of the Board breached their fiduciary duties by, among other things, conducting an allegedly inadequate sale process and agreeing to the acquisition at a price that allegedly undervalues Avista Corp., and that Hydro One, Olympus Holding Corp., and Olympus Corp. aided and abetted those purported breaches of duty. The aiding and abetting claims were brought only against Hydro One, Olympus Holding Corp. and Olympus Corp. The complaints seek various remedies, including an injunction against the acquisition and monetary damages, including attorneys’ fees and expenses. The complaint has been stayed by the court until the closing of the transaction at which time the plaintiff will have the option to file an amended complaint within 30 days of such closing. If the amended complaint is not filed within the 30 days the suit will be dismissed.
Since Avista Corp. is obligated to indemnify the defendants under its articles of incorporation, bylaws and separate agreements, the outcome of the lawsuit could, among other things, result in a material adverse effect on Avista Corp.'s financial condition, results of operations and cash flows.
External Mandates Risk Factors
External mandate risk involves forces outside the Company, which may include significant changes in customer expectations, disruptive technologies that result in obsolescence of our business model and government action that could impact our Company.
Recent U.S. tax legislation may materially adversely affect our financial condition, results of operations and cash flows and affect our credit ratings.
On December 22, 2017, the "Tax Cuts and Jobs Act" (TCJA) was signed into law. The legislation includes substantial changes to the taxation of individuals as well as U.S. businesses, multi-national enterprises, and other types of taxpayers. The most significant change as a result of the TCJA is a permanent reduction of the statutory corporate tax rate from 35 percent to 21 percent. The legislation is unclear in certain respects and will require implementing regulations by the U.S. Treasury Department, as well as interpretations by the Internal Revenue Service (IRS) and state tax authorities, and the legislation could be subject to potential amendments and technical corrections, any of which could lessen or increase certain adverse impacts of the legislation. In addition, the regulatory treatment of certain impacts of this legislation will be subject to the discretion of the FERC and state public utility commissions.
Our analysis and interpretation of this legislation is complete as it relates to amounts recorded as of December 31, 2017 and based on our evaluation, the reduction of the U.S. corporate income tax rate required a write-down of our deferred income tax

27


AVISTA CORPORATION



assets and liabilities (including the value of our net operating loss carryforwards) during the fourth quarter of 2017, the period in which the tax legislation was enacted. Because we are predominantly a rate-regulated entity, a large portion of the net effect of the legislation has been recorded as a net regulatory liability on the Consolidated Balance Sheets that will be returned to customers through the ratemaking process in future periods.
Although it is unclear when or how capital markets, credit rating agencies, the FERC or state public utility commissions may respond to this legislation, we do expect that certain financial metrics used by credit rating agencies to evaluate the Company may be negatively impacted as a result of the TCJA. This is primarily due to our expectation that future cash flows from operations will be negatively impacted due to the loss of the bonus depreciation tax deduction and from the timing of the return of excess deferred taxes to customers. There may be other material adverse effects resulting from the legislation that we have not yet identified. Moody's has placed a negative outlook on our credit rating. We cannot predict whether Moody's will take further action in the future, or whether other credit rating agencies will take similar action. Any further action by credit rating agencies may make it more costly for us to issue future debt securities and could increase borrowing costs under our credit facilities.
We believe that interpretations and implementing regulations by the IRS, as well as potential amendments and technical corrections, could result in reducing the negative impacts of certain aspects of this legislation, although there can be no assurance that this will occur or that interpretations, regulations, amendments and technical corrections will not exacerbate some of the negative impacts of the legislation. If additional interpretations, regulations, amendments or technical corrections and/or actions by the FERC and state public utility commissions exacerbate the adverse impacts of the legislation, the legislation could have a material adverse effect on our financial condition, results of operations and cash flows.
See "Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies" and "Forward-Looking Statements" for discussion of or reference to additional external mandates which could have a material adverse effect on our results of operations, financial condition and cash flows.

ITEM 1B. UNRESOLVED STAFF COMMENTS

As of the filing date of this Annual Report on Form 10-K, we have no unresolved comments from the staff of the SEC.


28

33



AVISTA CORPORATION



AVISTA CORPORATION

ITEM 2. PROPERTIES

AVISTA UTILITIES

Substantially all of Avista Utilities' properties are subject to the lien of Avista Corp.'s mortgage indenture.

Avista Utilities' electric properties, located in the states of Washington, Idaho, Montana and Oregon, include the following:

Generation Properties

 

 

No. of

Units

 

 

Nameplate

Rating

(MW) (1)

 

 

Present

Capability

(MW) (2)

 

Hydroelectric Generating Stations (River)

 

 

 

 

 

 

 

 

 

 

 

 

Washington:

 

 

 

 

 

 

 

 

 

 

 

 

Long Lake (Spokane)

 

 

4

 

 

 

71.1

 

 

 

88.0

 

Little Falls (Spokane)

 

 

4

 

 

 

43.2

 

 

 

48.0

 

Nine Mile (Spokane)

 

 

4

 

 

 

37.6

 

 

 

40.6

 

Upper Falls (Spokane)

 

 

1

 

 

 

10.0

 

 

 

10.2

 

Monroe Street (Spokane)

 

 

1

 

 

 

14.8

 

 

 

15.0

 

Idaho:

 

 

 

 

 

 

 

 

 

 

 

 

Cabinet Gorge (Clark Fork) (3)

 

 

4

 

 

 

265.0

 

 

 

273.0

 

Post Falls (Spokane)

 

 

6

 

 

 

14.8

 

 

 

11.9

 

Montana:

 

 

 

 

 

 

 

 

 

 

 

 

Noxon Rapids (Clark Fork)

 

 

5

 

 

 

487.8

 

 

 

562.4

 

Total Hydroelectric

 

 

 

 

 

 

944.3

 

 

 

1,049.1

 

Thermal Generating Stations (cycle, fuel source)

 

 

 

 

 

 

 

 

 

 

 

 

Washington:

 

 

 

 

 

 

 

 

 

 

 

 

Kettle Falls GS (combined-cycle, wood waste) (4)

 

 

1

 

 

 

50.7

 

 

 

53.5

 

Kettle Falls CT (combined-cycle, natural gas) (4)

 

 

1

 

 

 

7.2

 

 

 

6.9

 

Northeast CT (simple-cycle, natural gas)

 

 

2

 

 

 

61.8

 

 

 

64.8

 

Boulder Park GS (simple-cycle, natural gas)

 

 

6

 

 

 

24.6

 

 

 

24.6

 

Idaho:

 

 

 

 

 

 

 

 

 

 

 

 

Rathdrum CT (simple-cycle, natural gas)

 

 

2

 

 

 

166.5

 

 

 

166.5

 

Montana:

 

 

 

 

 

 

 

 

 

 

 

 

Colstrip Units 3 & 4 (simple-cycle, coal) (5)

 

 

2

 

 

 

233.4

 

 

 

222.0

 

Oregon:

 

 

 

 

 

 

 

 

 

 

 

 

Coyote Springs 2 (combined-cycle, natural gas)

 

 

1

 

 

 

295.0

 

 

 

295.0

 

Total Thermal

 

 

 

 

 

 

839.2

 

 

 

833.3

 

Total Generation Properties

 

 

 

 

 

 

1,783.5

 

 

 

1,882.4

 

 
No. of
Units
 
Nameplate
Rating
(MW) (1)
 
Present
Capability
(MW) (2)
Hydroelectric Generating Stations (River)     
Washington:     
Long Lake (Spokane)4 70.0
 88.0
Little Falls (Spokane)4 40.4
 40.4
Nine Mile (Spokane)4 37.6
 37.6
Upper Falls (Spokane)1 10.0
 10.2
Monroe Street (Spokane)1 14.8
 15.0
Idaho:     
Cabinet Gorge (Clark Fork) (3)4 265.0
 273.0
Post Falls (Spokane)6 14.8
 15.4
Montana:     
Noxon Rapids (Clark Fork)5 487.8
 562.4
Total Hydroelectric  940.4
 1,042.0
Thermal Generating Stations (cycle, fuel source)     
Washington:     
Kettle Falls GS (combined-cycle, wood waste) (4)1 50.7
 53.5
Kettle Falls CT (combined-cycle, natural gas) (4)1 7.2
 6.9
Northeast CT (simple-cycle, natural gas)2 61.8
 64.8
Boulder Park GS (simple-cycle, natural gas)6 24.6
 24.6
Idaho:     
Rathdrum CT (simple-cycle, natural gas)2 166.5
 166.5
Montana:     
Colstrip Units 3 & 4 (simple-cycle, coal) (5)2 233.4
 222.0
Oregon:     
Coyote Springs 2 (combined-cycle, natural gas)1 295.0
 295.0
Total Thermal  839.2
 833.3
Total Generation Properties  1,779.6
 1,875.3

(1)

(1)

Nameplate rating, also referred to as “installed capacity,” is the manufacturer’s assigned power capability under specified conditions.

(2)

(2)

Present capability is the maximum capacity of the plant under standard test conditions without exceeding specified limits of temperature, stress and environmental conditions. Information is provided as of December 31, 2017.

2020.

(3)

(3)

For Cabinet Gorge, we have water rights permitting generation up to 265 MW. However, if natural stream flows will allow for generation above our water rights, we are able to generate above our water rights. If natural stream flows only allow for generation at or below 265 MW, we are limited to generation of 265 MW. The present capability disclosed above represents the capability based on maximum stream flow conditions when we are allowed to generate above our water rights.

(4)

(4)

These generating stations can operate as separate single-cycle plants or combined-cycle with the natural gas plant providing exhaust heat to the wood boiler to increase efficiency.

(5)

(5)

Jointly owned; data refers to our 15 percent interest.


29


AVISTA CORPORATION See “Item 7. Management’s Discussion and Analysis of Financial Condition – Colstrip” for information related to Colstrip Units 3 & 4.




34


AVISTA CORPORATION

Electric Distribution and Transmission Plant

Avista Utilities owns and operates approximately 19,00019,200 miles of primary and secondary electric distribution lines providing service to retail customers. We have an electric transmission system of approximately 700 miles of 230 kV line and approximately 1,5501,575 miles of 115 kV line. We also own an 11 percent interest in approximately 500 miles of a 500 kV line between Colstrip, Montana and Townsend, Montana. Our transmission and distribution systems also include numerous substations with transformers, switches, monitoring and metering devices, and other equipment.

The 230 kV lines are the backbone of our transmission grid and are used to transmit power from generation resources, including Noxon Rapids, Cabinet Gorge and the Mid-Columbia hydroelectric projects, to the major load centers in our service area, as well as to transfer power between points of interconnection with adjoining electric transmission systems. These lines interconnect at various locations with the BPA, Grant County PUD, PacifiCorp, NorthWestern Energy and Idaho Power Company and serve as points of delivery for power from generating facilities outside of our service area, including Colstrip, Coyote Springs 2 and the Lancaster Plant.

These lines also provide a means for us to optimize resources by entering into short-term purchases and sales of power with entities within and outside of the Pacific Northwest.

The 115 kV lines provide for transmission of energy and the integration of smaller generation facilities with our service-area load centers, including the Spokane River hydroelectric projects, the Kettle Falls projects, Rathdrum CT, Boulder Park GS and the Northeast CT. These lines interconnect with the BPA, Chelan County PUD, the Grand Coulee Project Hydroelectric Authority, Grant County PUD, NorthWestern Energy, PacifiCorp and Pend Oreille County PUD. Both the 115 kV and 230 kV interconnections with the BPA are used to transfer energy to facilitate service to each other’s customers that are connected through the other’s transmission system. We hold a long-term transmission agreement with the BPA that allows us to serve our native load customers that are connected through the BPA’s transmission system.

Natural Gas Plant

Avista Utilities has natural gas distribution mains of approximately 3,4003,500 miles in Washington, 2,0002,100 miles in Idaho and 2,400 miles in Oregon. We have natural gas transmission mains of approximately 75 miles in Washington and 15 miles in Oregon. Our natural gas system includes numerous regulator stations, service distribution lines, monitoring and metering devices, and other equipment.

We own a one-third interest in Jackson Prairie, an underground natural gas storage field located near Chehalis, Washington. See "Part 1 – Item 1. Business – Avista Utilities – Natural Gas Operations" for further discussion of Jackson Prairie.


30


AVISTA CORPORATION



ALASKA ELECTRIC LIGHT AND POWER COMPANY

Substantially all of AEL&P's utility properties are subject to the lien of the AEL&P mortgage indenture.

AEL&P's utility electric properties, located in Alaska include the following:

35


AVISTA CORPORATION

Generation Properties and Transmission and Distribution Lines

 

 

No. of

Units

 

 

Nameplate

Rating

(MW) (1)

 

 

Present

Capability

(MW) (2)

 

Hydroelectric Generating Stations

 

 

 

 

 

 

 

 

 

 

 

 

Snettisham (3)

 

 

3

 

 

 

78.2

 

 

 

78.2

 

Lake Dorothy

 

 

1

 

 

 

14.3

 

 

 

14.3

 

Salmon Creek

 

 

1

 

 

 

8.4

 

 

 

5.0

 

Annex Creek

 

 

2

 

 

 

4.1

 

 

 

3.6

 

Gold Creek

 

 

3

 

 

 

1.6

 

 

 

1.6

 

Total Hydroelectric

 

 

 

 

 

 

106.6

 

 

 

102.7

 

Diesel Generating Stations

 

 

 

 

 

 

 

 

 

 

 

 

Lemon Creek

 

 

11

 

 

 

61.4

 

 

 

51.8

 

Auke Bay

 

 

3

 

 

 

28.4

 

 

 

25.2

 

Gold Creek

 

 

5

 

 

 

8.2

 

 

 

7.0

 

Industrial Blvd. Plant

 

 

1

 

 

 

23.5

 

 

 

23.5

 

Total Diesel

 

 

 

 

 

 

121.5

 

 

 

107.5

 

Total Generation Properties

 

 

 

 

 

 

228.1

 

 

 

210.2

 

 
No. of
Units
 
Nameplate
Rating
(MW) (1)
 
Present
Capability
(MW) (2)
Hydroelectric Generating Stations     
Snettisham (3)3 78.2
 78.2
Lake Dorothy1 14.3
 14.3
Salmon Creek1 8.4
 5.0
Annex Creek2 4.1
 3.6
Gold Creek3 1.6
 1.6
Total Hydroelectric  106.6
 102.7
Diesel Generating Stations     
Lemon Creek11 61.4
 51.8
Auke Bay3 28.4
 25.2
Gold Creek5 8.2
 7
Industrial Blvd. Plant1 23.5
 23.5
Total Diesel  121.5
 107.5
Total Generation Properties  228.1
 210.2

(1)

(1)

Nameplate rating, also referred to as “installed capacity,” is the manufacturer’s assigned power capability under specified conditions.

(2)

(2)

Present capability is the maximum capacity of the plant under standard test conditions without exceeding specified limits of temperature, stress and environmental conditions. Information is provided as of December 31, 2017.2020.

(3)

(3)

AEL&P does not own this generating facility but has a PPA under which it has the right to purchase, and the obligation to pay for (whether or not energy is received), all of the capacity and energy of this facility. See further information at "Part 1. Item 1. Business – Alaska Electric Light and Power Company."

In addition to the generation properties above, AEL&P owns approximately 61 miles of transmission lines, which are primarily comprised of 69 kV line, and approximately 184 miles of distribution lines.

See “Note 1922 of Notes to Consolidated Financial Statements” for information with respect to legal proceedings.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

36


AVISTA CORPORATION

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Avista Corp. Market Information and Dividend Policy

Avista Corp.'s common stock is listed on the New York Stock Exchange under the ticker symbol “AVA.” As of January 31, 2018,2021, there were 7,8486,841 registered shareholders of our common stock.

Avista Corp.'s Board of Directors considers the level of dividends on our common stock on a recurring basis, taking into account numerous factors including, without limitation:

our results of operations, cash flows and financial condition,
the success of our business strategies, and
general economic and competitive conditions.

31


our results of operations, cash flows and financial condition,

AVISTA CORPORATION

the success of our business strategies, and


general economic and competitive conditions.



Avista Corp.'s net income available for dividends is generally derived from our regulated utility operations (Avista Utilities and AEL&P).

The payment of dividends on common stock could be limited by:

certain covenants applicable to preferred stock (when outstanding) contained in the Company’s Restated Articles of Incorporation, as amended (currently there are no preferred shares outstanding),

certain covenants applicable to the Company's outstanding long-term debt and committed line of credit agreements (see "Item 7. Management's Discussion and Analysis - Capital Resources" for compliance with these covenants),

the hydroelectric licensing requirements of section 10(d) of the FPA (see “Note 1 of Notes to Consolidated Financial Statements”), and

certain requirements under the OPUC approval of the AERC acquisition in 2014. The OPUC's AERC acquisition order requires Avista Utilities to maintain a capital structure of no less than 40 percent common equity (inclusive of short-term debt). This limitation may be revised upon request by the Company with approval from the OPUC approval of the AERC acquisition in 2014. The OPUC's AERC acquisition order requires Avista Utilities to maintain a capital structure of no less than 35 percent common equity (inclusive of short-term debt). This limitation may be revised upon request by the Company with approval from the OPUC.

certain covenants applicable to preferred stock (when outstanding) contained in the Company’s Restated Articles of Incorporation, as amended (currently there are no preferred shares outstanding), and
the Merger Agreement with Hydro One, which states Avista Corp. cannot (A) declare, authorize, set aside for payment or pay any dividend on, or make any other distribution in respect of, any shares of its capital stock, other than (1) dividends paid by any Subsidiary of the Company to the Company or to any wholly owned subsidiary of the Company, (2) quarterly cash dividends with respect to the Company common stock not to exceed the 2017 annual per share dividend rate by more than $0.06 per year, with record dates and payment dates consistent with the Company’s current dividend practice, or (3) a “stub period” dividend to holders of record of Company common stock as of immediately prior to the effective time of the merger equal to the product of (x) the number of days from the record date for payment of the last quarterly dividend paid by the Company prior to the effective time of the merger, multiplied by (y) a daily dividend rate determined by dividing the amount of the last quarterly dividend prior to the effective time of the merger by ninety-one or (B) adjust, split, combine, subdivide or reclassify any shares of its capital stock (see "Note 4 of the Notes to Consolidated Financial Statements" for additional information regarding the merger).
On February 2, 2018, Avista Corp.’s Board of Directors declared a quarterly dividend of $0.3725 per share on the Company’s common stock. This was an increase of $0.015 per share, or 4.2 percent from the previous quarterly dividend of $0.3575 per share.

For additional information, see “Notes 1 17 and 1819 of Notes to Consolidated Financial Statements.”

The following table presents quarterly high and low stock prices as reported on the consolidated reporting system, as well as dividend information:
 Three Months Ended
 
March
31
 
June
30
 
September
30
 
December
31
2017       
Dividends paid per common share$0.3575
 $0.3575
 $0.3575
 $0.3575
Trading price range per common share:       
High$40.14
 $44.40
 $52.74
 $52.35
Low$37.94
 $38.62
 $41.35
 $51.25
2016       
Dividends paid per common share$0.3425
 $0.3425
 $0.3425
 $0.3425
Trading price range per common share:       
High$41.12
 $44.80
 $44.97
 $42.63
Low$34.67
 $38.70
 $40.43
 $39.11
On July 18, 2017, the last trading day prior to the public announcement of the Merger Agreement with Hydro One, the reported last sale price for Avista Corp. common stock was $42.74 per share as reported in the consolidated reporting system. On July 20, 2017, the first trading day following the announcement of the Merger Agreement, the reported last sale price for Avista Corp. common stock was $52.28 per share as reported in the consolidated reporting system.

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AVISTA CORPORATION



For information with respect to securities authorized for issuance under equity compensation plans, see “Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.”

ITEM 6. SELECTED FINANCIAL DATA

(in thousands, except per share data and ratios)Years Ended December 31,
 2017 2016 2015 2014 2013
Operating Revenues:         
Avista Utilities$1,370,359
 $1,372,638
 $1,411,863
 $1,413,499
 $1,403,995
AEL&P53,027
 46,276
 44,778
 21,644
 
Other22,543
 23,569
 28,685
 39,219
 39,549
Intersegment eliminations
 
 (550) (1,800) (1,800)
Total$1,445,929
 $1,442,483
 $1,484,776
 $1,472,562
 $1,441,744
Income (Loss) from Operations (pre-tax):
Avista Utilities$270,409
 $277,070
 $241,228
 $239,976
 $232,572
AEL&P17,947
 15,434
 14,072
 6,221
 
Other(3,847) (2,701) (2,086) 6,391
 (1,483)
Total$284,509
 $289,803
 $253,214
 $252,588
 $231,089
Net income from continuing operations$115,932
 $137,316
 $118,170
 $119,866
 $104,333
Net income from discontinued operations
 
 5,147
 72,411
 7,961
Net income$115,932
 $137,316
 $123,317
 $192,277
 $112,294
Net income attributable to noncontrolling interests$(16) $(88) $(90) $(236) $(1,217)
Net Income (Loss) attributable to Avista Corporation shareholders:
Avista Utilities$114,716
 $132,490
 $113,360
 $113,263
 $108,598
AEL&P9,054
 7,968
 6,641
 3,152
 
Ecova - Discontinued operations
 
 5,147
 72,390
 7,129
Other(7,854) (3,230) (1,921) 3,236
 (4,650)
Net income attributable to Avista Corp. shareholders$115,916
 $137,228
 $123,227
 $192,041
 $111,077
Average common shares outstanding, basic64,496
 63,508
 62,301
 61,632
 59,960
Average common shares outstanding, diluted64,806
 63,920
 62,708
 61,887
 59,997
Common shares outstanding at year-end65,494
 64,188
 62,313
 62,243
 60,077
Earnings per common share attributable to Avista Corp. shareholders, basic:
Earnings per common share from continuing operations$1.80
 $2.16
 $1.90
 $1.94
 $1.74
Earnings per common share from discontinued operations
 
 0.08
 1.18
 0.11
Total earnings per common share attributable to Avista Corp. shareholders, basic$1.80
 $2.16
 $1.98
 $3.12
 $1.85
Earnings per common share attributable to Avista Corp. shareholders, diluted:
Earnings per common share from continuing operations$1.79
 $2.15
 $1.89
 $1.93
 $1.74
Earnings per common share from discontinued operations
 
 0.08
 1.17
 0.11
Total earnings per common share attributable to Avista Corp. shareholders, diluted$1.79
 $2.15
 $1.97
 $3.10
 $1.85
          

33
[REMOVED AND RESERVED]

37



AVISTA CORPORATION



(in thousands, except per share data and ratios)Years Ended December 31,
 2017 2016 2015 2014 2013
Dividends declared per common share$1.43
 $1.37
 $1.32
 $1.27
 $1.22
Book value per common share$26.41
 $25.69
 $24.53
 $23.84
 $21.61
Total Assets at Year-End:         
Avista Utilities$5,177,878
 $4,975,555
 $4,601,708
 $4,357,760
 $3,930,251
AEL&P278,688
 273,770
 265,735
 263,070
 
Other73,241
 60,430
 39,206
 80,141
 81,282
Total (1)$5,529,807
 $5,309,755
 $4,906,649
 $4,700,971
 $4,011,533
Long-Term Debt and Capital Leases (including current portion)$1,769,237
 $1,682,004
 $1,573,278
 $1,487,126
 $1,262,036
Nonrecourse Long-Term Debt of Spokane Energy (including current portion)$
 $
 $
 $1,431
 $17,838
Long-Term Debt to Affiliated Trusts$51,547
 $51,547
 $51,547
 $51,547
 $51,547
Total Avista Corp. Shareholders’ Equity$1,729,828
 $1,648,727
 $1,528,626
 $1,483,671
 $1,298,266
Ratio of Earnings to Fixed Charges (2)2.95
 3.32
 3.13
 3.39
 3.02
(1)The total assets at year-end for the year 2013 exclude the total assets associated with Ecova of $339.6 million.
(2)See Exhibit 12 for computations.

AVISTA CORPORATION

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This section of this Annual Report on Form 10-K generally discusses 2020 and 2019 financial statement items and year-to-year comparisons between 2020 and 2019. Discussion of 2018 financial statement items and year-to-year comparisons between 2019 and 2018 that are not included in this Form 10-K can be found in "Management's Discussion and Analysis of Financial Conditions and Results of Operations" in Part II, Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2019.

Business Segments

As of December 31, 2017,2020, we have two reportable business segments, Avista Utilities and AEL&P. We also have other businesses which do not represent a reportable business segment and are conducted by various direct and indirect subsidiaries of Avista Corp. See "Part I, Item 1. Business – Company Overview" for further discussion of our business segments.

The following table presents net income (loss) attributable to Avista Corp. shareholders for each of our business segments (and the other businesses) for the year ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Avista Utilities

 

$

124,810

 

 

$

183,977

 

 

$

134,874

 

AEL&P

 

 

8,095

 

 

 

7,458

 

 

 

8,292

 

Other

 

 

(3,417

)

 

 

5,544

 

 

 

(6,737

)

Net income attributable to Avista Corporation shareholders

 

$

129,488

 

 

$

196,979

 

 

$

136,429

 

 2017 2016 2015
Avista Utilities$114,716
 $132,490
 $113,360
AEL&P9,054
 7,968
 6,641
Ecova - Discontinued operations
 
 5,147
Other(7,854) (3,230) (1,921)
Net income attributable to Avista Corporation shareholders$115,916
 $137,228
 $123,227

Executive Level Summary

Overall Results

Net income attributable to Avista Corp. shareholders was $115.9$129.5 million for 2017,2020, a decrease from $137.2$197.0 million for 2016.

The decrease in earnings was due to a decrease in earnings at Avista Utilities and an increase in losses at our other businesses. These were partially offset by an increase in earnings at AEL&P for 2017.
2019.

Avista Utilities' earningsnet income decreased for 2017 primarily due to costs related to the pending acquisition byreceipt, in the first quarter of 2019, of a $103 million termination fee from Hydro One (see further discussion at "Pending Acquisition by Hydro One" below)"Note 25 of the Notes to Consolidated Financial Statements"), which are not being passed through to customers. Further, since a significant portion of these acquisition costs are not deductible for income tax purposes, earnings reflect the full amount of such costs. Excluding acquisition costs, there was a slight increase in other operating expenses, primarily due to an increase in generation and distribution maintenance costs and transmission operating costs. In addition, there were increases in depreciation and amortization and interest expense. Our 2016 requests for general rate increases in Washington were denied. See further discussion at "2016 Washington General Rate Cases" below and "Regulatory Matters" for additional discussion surrounding these requests and all of our other general rate cases.

In addition to the increases in costs described above, there was an increase in income tax expense during 2017, primarily due to recent changes in the federal income tax law, which is discussed at "Federal Income Tax Law Changes" below. The increase in costs was partially offset by an increaseassociated expenses of $19.7 million pre-tax. In addition, our earnings decreased due to higher operating expenses, which was partially offset by higher utility margin due to lower power supply costs, rate relief in grossWashington and Oregon and customer growth. In addition, utility margin (operating revenues less resource costs)was impacted by lower commercial and industrial loads associated with COVID-19.

AEL&P net income increased slightly, primarily due to higher sales volumes to residential and commercial customers in 2020 as a result of general rate


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AVISTA CORPORATION



increases in Idaho and Oregon, customer growth and lower electric resource costs. See "Results of Operations – Overall – Non-GAAP Financial Measures" for further discussion of gross margin.
AEL&P earnings increased for 2017 resulting from an increase in revenue due to a general rate increase, higher electric loads and a slight increase in residential and commercial customers. During 2017, there was a customer refund charge related to a settlement agreement in AEL&P's electric general rate case which partially offset the increased revenues. There was also an increase in operating expenses for 2017 and acooler than usual weather.

The decrease in AFUDC and capitalized interest due to the construction of an additional back-up generation plant completed in 2016.

The increase in lossesnet income at our other businesses for 2017 was primarily relateddue to an increasethe sale of METALfx in income tax expense resulting from2019. In addition, we had impairment losses and the new federal income tax law. There were also renovation expenses and increased compliance costs at onewrite-off of our subsidiaries as well as impairment chargesa note receivable in 2020, which was partially offset by net investment gains associated with two of our equity investments.

More detailed explanations of the fluctuations are provided in the results of operations and business segment discussions (Avista Utilities, AEL&P, and the other businesses).

2016 Washington General Rate Cases
In December 2016,

COVID-19 Pandemic

The COVID-19 pandemic is impacting our business, as well as the WUTC issuedglobal, national and local economies. It is likely that the continued spread of COVID-19 and efforts to contain the virus will continue to cause an order relatedeconomic slowdown, resulting in significant disruptions in various public, commercial or industrial activities and causing employee absences which could interfere with operation and maintenance of the Company’s facilities. These circumstances have affected and will likely continue to adversely affect our operations, results of operations, financial condition and cash flows in the following ways:

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AVISTA CORPORATION

Operations

We provide critical services to our Washingtoncustomers. Accordingly, it is paramount that we keep our employees who operate our business safe so that we continue to provide reliable service. We implemented business continuity plans in the context of this pandemic. We believe that we will continue to be able to conduct our utility operations effectively and provide safe and reliable service to our customers.

We have taken precautions concerning employee and facility hygiene, imposed travel limitations on employees and directed our employees to work remotely whenever possible. Protocols have been established and implemented to protect employees and the public when work requires public interaction.

During 2020, we experienced supply chain delays due to the effects of the COVID-19 pandemic that have impacted the delivery times of some of our materials and equipment, with delays ranging from a couple weeks up to eight weeks in some cases. At this time, the delays are being managed with minimal impact. The issues that could potentially result from future delays are being proactively mitigated through several planning and review activities, but could have an impact on our planned projects going forward.

Although we have not experienced any significant issues to date, it is possible that COVID-19 could have a negative impact on the ability of vendors or contractors to perform, which could increase operating costs and delay and/or increase the costs of capital projects.

Results of Operations

In the year ended December 31, 2020, when compared to normal, there was a decrease of approximately 3 percent on overall electric load, consisting of approximately a 6 percent decrease in commercial and natural gas general rate casesa 9 percent decrease in industrial loads, which was partially offset by an increase of 3 percent in residential load. We expect a gradual economic recovery and prolonged high unemployment that were originally filed in February 2016. The WUTC order denied the Company's proposed electricwill depress load and natural gas rate increase requests totaling $43.0 million. Accordingly, our electriccustomer growth into 2021. We have decoupling and natural gas retail rates remained unchangedother regulatory mechanisms in Washington, StateIdaho and Oregon, which mitigate the impact of changes in loads and revenues for 2017.

Asresidential and certain commercial customer classes. There are limitations on increases in decoupling surcharges in a resultparticular year and revenue recognition criteria established by GAAP. Although we expect to ultimately recognize all decoupling revenue, there can be a delay in revenue recognition. Over 90 percent of our utility revenue is covered by regulatory mechanisms.

We have suspended customer disconnections and late fees for non-payment in our jurisdictions except in Idaho, as the IPUC approved resuming disconnections and late fees. In Washington, there is a moratorium on disconnections until April 30, 2021 and a moratorium on late fees until October 27, 2021. In Oregon, there is a moratorium on disconnections and late fees for non-payment until at least October 1, 2021.

We are offsetting some of the above WUTC decision, for 2017 we expected to earn below our authorized return on equity (ROE)negative impacts of COVID-19 at Avista Utilities with cost savings and we expected to experience earnings contraction of $0.20 to $0.30 per diluted share as compared to 2016 actual results. However, our actual 2017 earnings were not as negatively affected as we anticipated primarily due to lower resource costs, which resulted from higher than normal hydroelectric generation and lower than forecasted natural gas prices. Our resource optimization activities also contributed to lower resource costs. Our original expectation for the Energy Recovery Mechanism (ERM) in Washington was to be in an expense position within the 90 percent customers/10 percent shareholders sharing band, whereas actual results were a benefit position within the 75 percent customers/25 percent shareholders sharing band. This represented a change of approximately $12 million for our portion of the ERM.

In addition to lower resource costs, we had lower than expected other operating expenses (not including the Hydro One acquisition costs) due to lower pension and medical expenses, lower labor costs due to more of the workforce being utilized for capital projects versus non-capital projects, and lower hardware and software information technology maintenance resultingbenefits from the timingCoronavirus Aid, Relief, and Economic Security Act (the CARES Act), described below. We have received accounting orders in each of capital projects. We also had lower than expected depreciation expense and net financing expenses.
The lower costs described above were offset during 2017 byour jurisdictions to defer the Hydro One acquisition costs and the effectrecognition of federal income tax law changes, which were not contemplated in our original expectations for 2017.
Pending Acquisition by Hydro One
On July 19, 2017, Avista Corp. entered into a Merger Agreement that provides for Avista Corp. to become an indirect, wholly-owned subsidiaryCOVID-19 expenses as well as identified cost savings of Hydro One. Subject to the satisfaction or waiverother COVID-19 related benefits. See “Note 1 of specified closing conditions, including approval by regulatory agencies, the transaction is expected to close during the second half of 2018. At the effective time of the acquisition, each share of Avista Corp. common stock issued and outstanding other than shares of Avista Corp. common stock that are owned by Hydro One, Olympus Holding Corp., a wholly owned subsidiary of Hydro One (US parent), and Olympus Corp., a wholly owned subsidiary of US parent (Merger Sub) or any of their respective subsidiaries, will be converted automatically into the right to receive an amount in cash equal to $53, without interest. For further information, see Notes 4 and 19 of the "Notes to Consolidated Financial Statements.”
Federal Income Tax Law Changes
On As of December 22, 2017,31, 2020, we had deferred a net benefit to customers of $2.8 million for all jurisdictions. However, we expect to defer a net expense to customers in 2021 for COVID-19 related items.

CARES Act

In March 2020, the TCJACARES Act, an economic stimulus package in response to COVID-19, was signed into law. The legislation includes substantialCARES Act contains corporate income tax provisions, including providing temporary changes regarding the prior and future utilization of net operating losses, temporary suspension of certain payment requirements for the employer portion of social security taxes, and the creation of certain refundable employee retention credits.

Financial Condition, Liquidity and Cash Flows

For 2021, we expect our net cash flows from operations to decrease compared to the taxationprior year, primarily due to lower revenues from retail sales of individuals as well as U.S. businesses, multi-national enterprises,electricity and other typesnatural gas and lower payments from customers.

We do not expect the impact of taxpayers. HighlightsCOVID-19 to change our estimate of provisions most relevant to Avista Corp. include:

A permanent reduction in the statutory corporate tax rate from 35 percent to 21 percent, beginning with tax years after 2017;
Statutory provisions requiring that excess deferred taxes associated with public utility property be normalized using the average rate assumption method (ARAM)capital expenditures for determining the timing of the return of excess deferred taxes to customers. Excess deferred taxes result from revaluing deferred tax assets and liabilities based on the newly enacted tax rate instead of the previous tax rate, which, for most rate-regulated utilities like Avista Utilities and AEL&P, results

35
2021.

39



AVISTA CORPORATION



in a net benefit to customers that will be deferred as a regulatory liability and passed through to customers over future periods;
Repeal of the corporate alternative minimum tax (AMT);
Bonus depreciation (expensing of capital investment on an accelerated basis) was removed as a deduction for property predominantly used in certain rate-regulated businesses (like Avista Utilities and AEL&P), but is still allowed for our non-regulated businesses;
The deduction for interest expense that is properly allocable to certain rate-regulated trades or businesses is still allowed under the new law, but the deduction is now limited for our non-regulated businesses; and
Net operating loss (NOL) carryback deductions were eliminated, but carryforward deductions are allowed indefinitely with some annual limitations versus the previous 20-year limitation.
Our analysis and interpretation of this legislation is complete as it relates to amounts recorded as

AVISTA CORPORATION

As of December 31, 2017 and based on our evaluation, the reduction2020, we had $270.4 million of the U.S. corporate income tax rate required a revaluation of our deferred income tax assets and liabilities (including the value of our net operating loss carryforwards) during the fourth quarter of 2017, the period in which the tax legislation was enacted. Because we are predominantly a rate-regulated entity, the net effect of the legislation was recorded as a regulatory liability on the Consolidated Balance Sheets and it will be returned to customers through the ratemaking process in future periods. The total net amount of the regulatory liability associated with the TCJA was $442.3 million as of December 31, 2017, which is made up of $339.9 million in excess deferred taxes and $102.4 million for the income tax gross-up of those excess deferred taxes (which, together with the excess deferred tax amount, reflects the revenue amounts to be refunded to customers through the regulatory process). We expectavailable liquidity under the Avista Utilities plant related amounts will be returned to customers over a periodCorp. $400.0 million committed line of approximately 36 years using the ARAM. We expectcredit and $24.0 million under the AEL&P plant related amounts to be returned to customers over a periodcommitted line of approximately 40 years. We do not currently have an estimate for the amortization period for the regulatory liability attributable to non-plant excess deferred taxes items as we are waiting for additional implementation guidance from various regulatory agencies. We estimate that customers could see a benefit going forward of approximately $50 to $60 million annually, excluding amounts that are currently being deferred for 2018 which will be returned to customers at a later date, due to the return of the excess deferred taxes along with lower federal income tax rates which will be reflected in future rates.

Because we have deferred income tax assets and liabilities related to our unregulated subsidiaries and certain utility expenses which are not passed through to our customers, the impact of the revaluation of our deferred income tax assets and liabilities was recorded as a $10.2 million (net) discrete adjustment to income tax expense in the fourth quarter of 2017. Of this income tax expense amount, $7.5 million related to Avista Utilities and $2.7 million related to our other businesses. We expect an annual reduction to net earnings going forward of approximately $0.05 to $0.06 per diluted share due to expenses that are not passed through to our customers at Avista Utilities that will be ongoing into the future. These expenses will reduce earnings in future periods because we will receive a smaller tax deduction for these expenses than we did prior to the enactment of the TCJA. These expenses include SERP expenses, executive stock compensation and charitable donations (including the additional donations that are required as part of the Merger Agreement with Hydro One).
The impact of the tax law changes going forward may differ from the amounts above due to, among other things, changes in interpretations and assumptions the Company has made; federal tax regulations, guidance or orders that may be issued by the U.S. Department of the Treasury, Internal Revenue Service, and our regulatory commissions; and actions the Company may take as a result of the tax law changes.
Overall, we expect a net benefit to our customers as a result of tax law changes; however, because of the TCJA and the changes to our accumulated deferred income tax balances, our net utility property for regulatory purposes (rate base) is likely to increase in future periods, which would increase our annual revenue requirements and offset some of the benefits to customers from tax rate reductions. Rate base is likely to increase because, for ratemaking purposes, net deferred tax liabilities are netted against our rate base.
Because most of the provisions of the TCJA are effective as of January 1, 2018 (including a reduction of the income tax rate to 21 percent), but our customers' rates continue to have the 35 percent corporate tax rate built in from prior general rate cases, we filed Petitions in December 2017 with the WUTC and OPUC requesting orders authorizing the deferral of the accounting impact of the change in federal income tax expense caused by the enactment of the TCJA. The IPUC on its own ordered deferred accounting for all jurisdictional utilities in January 2018. We are requesting to defer the impact of the change in federal income tax expense beginning in January 2018 forward until all benefits are properly captured through the deferral process and refunded to customers through tariffs to be reviewed and implemented in future rate proceedings. The IPUC has requested a report on the estimated overall benefit to customers related tocredit.

After considering the impacts of COVID-19, including expected lower net operating cash flows compared to 2020, and the TCJA by March 30, 2018.issuances of long-term debt and equity during 2021, we expect net cash flows from operations, together with cash available under our committed lines of credit, to provide adequate resources to fund capital expenditures, dividends, and other contractual commitments.

We cannot predict the duration and severity of the COVID-19 pandemic. The WUTC has issued a bench requestlonger and more severe the economic restrictions and business disruption is, the greater the impact on our operations, results of operations, financial condition and cash flows will be.

General Rate Cases and Regulatory Lag

We experienced regulatory lag during 2020 and we expect this to continue through the end of 2022 due to our continued investment in utility infrastructure and because we delayed filings in our 2017 electricWashington and Idaho jurisdictions. In October 2020, we filed general rates cases in Washington and we also filed a natural gas general rate case in Oregon in March (with new rates effective on January 16, 2021). In addition, we filed general rate cases requesting such informationin Idaho on January 29, 2021 (see "Regulatory Matters"). We expect these cases to provide rate relief in 2021 and start reducing regulatory lag. Going forward, we will continue to strive to reduce the regulatory timing lag and more closely align our earned returns with those authorized by February 28, 2018.


36


AVISTA CORPORATION



Although it is unclear when or how capital markets, credit rating agencies, the FERC or state public utility commissions may respond to this legislation, we expect that certain financial metrics used by credit rating agencies to evaluate the Company2023. This will be negatively impacted as a resultrequire adequate and timely rate relief in our jurisdictions. See "Regulatory Matters" for additional discussion of the TCJA. This is primarily due to our expectation that future cash flows from operations will be negatively impacted going forward for the following reasons:
Because of accelerated depreciation, including bonus depreciation, and other tax deductions, we have paid less in actual cash taxes than what was being collected from customers. The temporary timing differences between cash paid as income taxes and tax expense recorded for GAAP resulted in the recording of a net deferred tax liability. This temporary timing difference from prior years will ultimately reverse with taxable income and corresponding income taxes increasing in future years;
Lowering the corporate taxgeneral rate to 21 percent resulted in excess deferred taxes, which must be returned to customers using the ARAM discussed above. This will result in a reduction of future revenue as we refund the excess deferred taxes to customers;
Lowering the tax rate to 21 percent will result in customers' future rates having an embedded 21 percent tax rate rather than the 35 percent tax rate, which will result in lower future revenue (which will be offset by lower actual tax expenses); and
The loss of the bonus depreciation tax deduction for 2018 and 2019 results in less depreciation as a tax deduction in those years, which will increase our taxable income and result in us having to pay taxes earlier than we had projected under the old tax law.
There may be other material adverse effects resulting from the legislation that we have not yet identified. These effects have resulted in Moody's placing a negative outlook on our crdedit rating and could result in Moody's taking further negative action or other credit rating agencies taking similar action. These actions by credit rating agencies may make it more difficult and costly for us to issue future debt securities and could increase borrowing costs under our credit facilities.
See "Note 11 of the Notes to Consolidated Financial Statements" and "Risk Factors" for additional information regarding the TCJA and its specific impacts to our financial statements.
cases.

Regulatory Matters

General Rate Cases

We regularly review the need for electric and natural gas rate changes in each state in which we provide service. We will continue to file for rate adjustments to:

seek recovery of operating costs and capital investments, and

seek recovery of operating costs and capital investments, and

seek the opportunity to earn reasonable returns as allowed by regulators.

seek the opportunity to earn reasonable returns as allowed by regulators.

With regards to the timing and plans for future filings, the assessment of our need for rate relief and the development of rate case plans takes into consideration short-term and long-term needs, as well as specific factors that can affect the timing of rate filings. Such factors include, but are not limited to, in-service dates of major capital investments and the timing of changes in major revenue and expense items.

Avista Utilities

Washington General Rate Cases

and Other Proceedings

2015 General Rate Cases

In January 2016, we received an order (Order 05) that concluded our electric and natural gas general rate cases that were originally filed with the WUTC in February 2015. New electric and natural gas rates were effective on January 11, 2016.

The WUTC-approved rates were designed to provide a 1.6 percent, or $8.1 million decrease in electric base revenue, and a 7.4 percent, or $10.8 million increase in natural gas base revenue. The WUTC also approved a rate of return (ROR) on rate base of 7.29 percent, with a common equity ratio of 48.5 percent and a 9.5 percent ROE.
WUTC Order Denying Industrial Customers of Northwest Utilities / Public Counsel Joint Motion for Clarification, WUTC Staff Motion to Reconsider and WUTC Staff Motion to Reopen Record
On January 19, 2016, the Industrial Customers of Northwest Utilities (ICNU) and the Public Counsel Unit of the Washington State Office of the Attorney General (PC) filed a Joint Motion for Clarification with the WUTC. In the Motion for Clarification, ICNU and PC requested that the WUTC clarify the calculation of the electric attrition

37


AVISTA CORPORATION



adjustment and the end-result revenue decrease of $8.1 million. ICNU and PC provided their own calculations in their Motion, and suggested that the revenue decrease should have been $19.8 million based on their reading of the WUTC’s Order.
On January 19, 2016, the WUTC Staff, which is a separate party in the general rate case proceedings from the WUTC Advisory Staff, filed a Motion to Reconsider with the WUTC. In its Motion to Reconsider, the Staff provided calculations and explanations that suggested that the electric revenue decrease should have been $27.4 million instead of $8.1 million, based on its reading of the WUTC's Order. Further, on February 4, 2016, the WUTC Staff filed a Motion to Reopen Record for the Limited Purpose of Receiving into Evidence Instruction on Use and Application of Staff’s Attrition Model, and sought to supplement the record “to incorporate all aspects of the Company’s Power Cost Update.” Within this Motion, WUTC Staff updated its suggested electric revenue decrease to $19.6 million.
None of the parties in their Motions raised issues with the WUTC’s decision on the natural gas revenue increase of $10.8 million.
On February 19, 2016, the WUTC issued an order (Order 06) denying the Motions summarized above and affirming Order 05, including an $8.1 million decrease in electric base revenue.

PC Petition for Judicial Review

On

In March 18, 2016, PC filed in Thurston County Superior Court a Petition for Judicial Review of the WUTC's Order 05 and Order 06 described above that concluded our 2015 electric and natural gas general rate cases.Orders. In its Petition for Judicial Review, PC seeks judicial review of five aspects of Order 05 and Order 06, alleging, among other things, that (1) the WUTC exceeded its statutory authority by setting rates for our natural gas and electric services based on amounts for utility plant and facilities that are not "used and useful" in providing utility service to customers; (2) the WUTC acted arbitrarily and capriciously in granting an attrition adjustment for our electric operations after finding that the we did not meet the newly articulated standard regarding attrition adjustments; (3) the WUTC erred in applying the "end results test" to set rates for our electric operations that are not supported by the record; (4) the WUTC did not correct its calculation of our electric rates after significant errors were brought to its attention; and (5) the WUTC's calculation of our electric rates lacks substantial evidence.

PC is requesting that the Court (1) vacate or set aside portions of the WUTC’s orders; (2) identify the errors contained in the WUTC’s orders; (3) find that the rates approved in Order 05 and reaffirmed in Order 06 are unlawful and not fair, just and reasonable; (4) remand theApril 2016, this matter to the WUTC for further proceedings consistent with these rulings, including a determination of our revenue requirement for electric and natural gas services; and (5) find the customers are entitled to a refund.
On April 18, 2016, PC filed an application with the Thurston County Superior Court to certify this matterwas certified for review directly by the Court of Appeals, an intermediate appellate court in the State of Washington. The matter was certified on April 29, 2016 and accepted by

40


AVISTA CORPORATION

In August 2018, the Court of Appeals on July 29, 2016. On July 7, 2017, ICNU filedissued a brief"Published Opinion" (Opinion) which concluded that the WUTC's use of an attrition allowance to calculate Avista Corp.'s rate base violated Washington law. In the Opinion, the Court stated that because the projected additions to rate base in support of PCthe future were not "used and useful" for service at the time the request for the rate increase was made, they may not lawfully be included in our rate base to justify a rate increase. Accordingly, the Court concluded that the WUTC erred in including an attrition allowance in the calculation of our electric and Avista Corp. responded. Oral argumentnatural gas rate base. The Court noted, however, that the law does not prohibit an attrition allowance in the calculation, for ratemaking purposes, of recoverable operating and maintenance expense. Since the WUTC order provided one lump sum attrition allowance without distinguishing what portion was held on October 24, 2017 before the court. A decision fromfor rate base and which was for operating and maintenance expenses or other considerations, the Court is expected sometime in 2018.

In its briefstruck all portions of the attrition allowance attributable to our rate base and reversed and remanded the Court, the WUTC, while defending the use of its attrition adjustment, nevertheless requested a partial remand back tocase for the WUTC to reevaluate its implementationrecalculate our rates without including an attrition allowance in the calculation of our power cost update asrate base.

In March 2020, we received an order from the WUTC that requires us to refund $8.5 million to electric and natural gas customers. We are refunding $4.9 million to electric customers and $3.6 million to natural gas customers, which is being refunded over a twelve-month period that began on April 1, 2020. We previously recorded a customer refund liability of $3.6 million in 2019.

2019 General Rate Cases

In March 2020, we received an order from the WUTC that approved a partial multi-party settlement agreement that contemplated rates designed to increase annual base electric revenues by $28.5 million, or 5.7 percent, and annual natural gas base revenues by $8.0 million, or 8.5 percent, effective April 1, 2020. The designed revenue increases were based on a 9.4 percent return on equity (ROE) with a common equity ratio of 48.5 percent and a rate of return (ROR) on rate base of 7.21 percent.

As part of the 2015 general rate case, doing soWUTC order, we are returning approximately $40 million from the ERM rebate to customers over a two-year period. The ERM rebate includes approximately $3 million that was disallowed by meansthe WUTC for the cost of replacement power during an unplanned outage at the Colstrip generating facility in 2018. The WUTC directed us to return a supplemental evidentiary hearing.larger portion of the ERM rebate during the first year to achieve a net-zero billed impact to electric customers.

Included in the WUTC order is the acceleration of depreciation of Colstrip Units 3 & 4 to reflect a remaining useful life through December 31, 2025. The power cost update at issue represents approximately $12.0order utilizes certain electric tax benefits associated with the 2018 tax reform to partially offset these increased costs. The order also sets aside $3 million for community transition efforts to mitigate the impacts of costs.

Thethe eventual closure of Colstrip, half funded by customers and half funded by our shareholders. See “Colstrip” section for further information on the eventual closure of Colstrip. We recorded this liability and recognized the shareholder portion of the expense in the first quarter of 2020.

Lastly, the order included the extension of electric and natural gas decoupling mechanisms through March 31, 2025, with one modification in that new rates established by Order 05 will continuecustomers added after any test period would not be decoupled until included in effect while the Petition for Judicial Review is being considered. We believe the WUTC's Order 05 and Order 06 finalizing thea future test period.

2020 General Rate Cases

In October 2020, we filed electric and natural gas general rate cases provide a reasonable end result for all parties. If the outcome of the judicial review were to result in an electric rate reduction greater than the decrease ordered by the WUTC, it may result in a refund liability to customers of up to $9.5 million, which is net of a refund for Washington electric customers of approximately $2.5 million related to the 2016 provision for earnings sharing that we have already accrued. The potential refund liability amount is limited to 2016 revenues and would not impact 2017 revenues collected from customers.

2016 General Rate Cases
In December 2016, the WUTC issued an order related to our Washington electric and natural gas general rate cases that were originally filed with the WUTC in February 2016. The WUTC order denied the Company's proposed electric and natural gas

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AVISTA CORPORATION



rate increase requests of $38.6 million and $4.4 million, respectively. Accordingly, our electric and natural gas retail rates remained unchanged in Washington State following the order.
The primary reason given by the WUTC in reaching its conclusion was that, in our request, we did not follow an “appropriate methodology” to show the existence of attrition, as between historical data and current and projected data. In support of its decision, the WUTC stated that we did not demonstrate that our current revenue was insufficient for covering costs and providing the opportunity to earn a reasonable return during the 2017 rate period. The WUTC also stated that we did not demonstrate that our capital expenditures and increased operating costs are both necessary and immediate.
WUTC. We determined that an appeal of the WUTC’s decision to the courts would involve a significant amount of uncertainty regarding the level of success of such an appeal, as well as the timing of any value that might come following a process that would take between one and two years. The Company concluded greater long-term value could be achieved through focusing on new general rate cases than through appealing the WUTC's decision in the courts.
2017 General Rate Cases
On May 26, 2017, we filed two requests with the WUTC to recover costs related to power supply and operating costs as well as capital investments made since the last determination of our rate base in the 2015 Washington general rate cases.
The two filings are summarized as follows:
Power Cost Rate Adjustment
The first filing was an electric only power cost rate adjustment (PCRA) that was designed to update and reset power supply costs, effective September 1, 2017. Wehave requested an overall increase in billed electric rates of 2.9 percent (designed to increase annualbase electric revenues of $44.2 million (or 8.3 percent), which would be entirely offset by $15.0 million). On August 10, 2017, the PCRA filing was denied by the WUTC.
An increased level of power supply costs is included in our pending general rate case in Washington, which is scheduleda tax credit to conclude by April 26, 2018. The denialcustomers of the PCRA by the WUTC does not affect our general rate requests discussed below.
General Rate Requests
The second request related to electric andsame amount. Additionally, we have requested an overall increase in base natural gas general rate cases. We filed three-year rate plansrevenues of $12.8 million (or 12.2 percent), which would be entirely offset by a tax credit to customers of the same amount for electric and natural gas and have requested the following for each year (dollars in millions):
  Electric Natural Gas
Effective Date Proposed Revenue
Increase
 Proposed Base
Rate Increase
 
Proposed Revenue
Increase
 
Proposed Base
Rate Increase
May 1, 2018 (1) $54.4
 11.1% $6.6
 7.5%
May 1, 2019 (1) (2) $13.5
 2.5% $3.7
 3.9%
May 1, 2020 (1) (2) $13.9
 2.5% $3.8
 3.9%
(1)a period of time. The revenue and base rate increases in the table above reflect reductions from what was originally filed primarily due to changes in the timing of planned capital projects.
(2)As a part of the electric rate plan, we have proposed to update power supply costs through a Power Supply Update, the effects of which would also go into effect on May 1, 2019 and May 1, 2020. The requested revenue increases for 2019 and 2020 do not include any power supply adjustments.
Our request isare based on a proposed ROR of 7.76 percent with a common equity ratio of 50.0 percent and a 9.9 percent ROE.
As a part of the three-year rate plan, if approved, we would not file another general rate case until June 1, 2020, with new rates effective no earlier than May 1, 2021.
The major drivers of these general rate case requests is to recover the costs associated with our capital investments to replace infrastructure that has reached the end of its useful life, as well as respond to the need for reliability and technology investments required to maintain our integrated energy services grid. Among the capital investments included in the filings are:
Major hydroelectric investments at the Little Falls and Nine Mile hydroelectric plants.

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AVISTA CORPORATION



Generator maintenance at the Kettle Falls biomass plant that will ensure efficient generation and operations.
The ongoing project to systematically replace portions of natural gas distribution pipe in our service area that were installed prior to 1987, as well as replacement of other natural gas service equipment.
Transmission and distribution system and asset maintenance, such as wood pole replacements, feeder upgrades, and substation and transmission line rebuilds to maintain reliability for our customers.
Technology upgrades that support necessary business processes and operational efficiencies that allow us to effectively manage the utility and serve customers.
A refresh of the customer-facing website, providing relevant information, greater accessibility on mobile devices, easier navigation, and a streamlined payment experience.
The WUTC has up to 11 months to review the general rate case filings and issue a decision, which is scheduled to be issued by April 26, 2018.
On October 27, 2017, WUTC Staff and other parties to our electric and natural gas general rate cases filed their testimony. These parties recommended lower revenue requirements than what we proposed in our original filings. WUTC Staff also recommended that our power cost adjustment of approximately $16 million be denied, and that the existing level of power supply costs included in base rates be continued until either (a) our next general rate case or (b) the cumulative deferral balance in the ERM drops below $10 million.
Additionally, the WUTC Staff recommended the exclusion of our 2016 settlement costs of interest rate swaps from the cost of capital calculation. The total amount of 2016 settlement costs was $54.0 million, with approximately 60 percent of this total being allocable to Washington.
In addition to our 2016 settlement costs of interest rate swaps, we have a net regulatory asset of $8.8 million for interest rate swaps settled during 2017, and a net regulatory asset of $66.0 million for unsettled interest rate swaps as of December 31, 2017 related to forecasted debt issuances. Of those amounts, approximately 60 percent are allocable to Washington. If recovery of the 2016 settlement costs referenced above are not approved by the WUTC, this could change our current conclusion that 2017 settlement costs of interest rate swaps and the unsettled interest rate swaps are probable of recovery through rates. If we concluded that recovery of these swap settlement costs was no longer probable, we would be required to derecognize the related regulatory assets and liabilities with an adjustment through the income statement, and any subsequent gains and losses would be recognized through the income statement rather than being recorded as a regulatory asset or liability.
Interest rate swaps are a tool used throughout multiple industries to manage interest rate risk. They also provide certainty for future cash flows associated with future borrowings. Since interest costs are included in our costs of service to be recovered from our customers, we have used this tool to manage these costs for the benefit of our customers. The settlement of interest rate swaps results in either a benefit or a cost to us which, in either case, has historically been reflected in rates authorized by the WUTC in general rate cases. Accordingly, we still believe the interest rate swap payments are probable of recovery and will continue to work through the rate case process. Depending on the outcome of this proceeding, we could determine to not manage interest rate risk through swap transactions in the future.
Idaho General Rate Cases
2015 General Rate Cases
In December 2015, the IPUC approved a settlement agreement between Avista Utilities and all interested parties, concluding our electric and natural gas general rate cases originally filed in June 2015. New rates were effective on January 1, 2016.
The settlement agreement increased annual electric base revenues by 0.7 percent (designed to increase annual electric revenues by $1.7 million) and annual natural gas base revenues by 3.5 percent (designed to increase annual natural gas revenues by $2.5 million). The settlement was based on a ROR of 7.42 percentROE with a common equity ratio of 50 percent and a 9.5 percent ROE.
The settlement agreement also reflects the following:
the discontinuationROR of the after-the-fact earnings test (provision for earnings sharing) that was originally agreed to as part of the settlement of7.43 percent.

Included in our 2012 electric and natural gas general rate cases, and

the implementation of electric and natural gas Fixed Cost Adjustment mechanisms.

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AVISTA CORPORATION



2016 General Rate Cases
In December 2016, the IPUC approved a settlement agreement between us and other parties, concluding our electric general rate case originally filed in May 2016. New rates were effective on January 1, 2017. We did not file arequests are the recovery of our Advanced Metering Infrastructure (AMI) project costs. AMI project costs represented 42 percent of our electric base rate request and 54 percent of our natural gas generalbase rate case in 2016.
The settlement agreement increased annual electric base rates by 2.6 percent (designed to increase annual electric revenues by $6.3 million). The settlement was based on a ROR of 7.58 percent with a common equity ratio of 50 percentrequest.

Idaho General Rate Cases and a 9.5 percent ROE.

Other Proceedings

2017 General Rate Cases

On

In December 28, 2017, the IPUC approved a settlement agreement between us and other parties to our electric and natural gas general rate cases. New rates were effective on January 1, 2018 and additional rate changes will take effect on January 1, 2019.

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AVISTA CORPORATION

The settlement agreement iswas a two-year rate plan and hashad the following electric and natural gas base rate changes each year, which arewere designed to result in the following increases in annual revenues (dollars in millions):

 

 

Electric

 

 

Natural Gas

 

Effective Date

 

Revenue

Increase

 

 

Base

Rate Increase

 

 

Revenue

Increase

 

 

Base

Rate Increase

 

January 1, 2018

 

$

12.9

 

 

 

5.2

%

 

$

1.2

 

 

 

2.9

%

January 1, 2019

 

$

4.5

 

 

 

1.8

%

 

$

1.1

 

 

 

2.7

%

The settlement agreement iswas based on a ROR of 7.61 percent with a common equity ratio of 50.0 percent and a 9.5 percent ROE.

As a part of the two-year rate plan the Company will not file a new

2019 General Rate Case

In October 2019, Avista Corp. and all parties to our electric general rate case forreached a new rate plan to be effective prior to January 1, 2020.

Oregon General Rate Cases
2015 General Rate Case
In February 2016,settlement agreement that was approved by the OPUC issued a preliminary order (and a final order in March 2016) concluding our natural gas general rate case, which was originally filed with OPUC in May 2015. The OPUC order approved rates designed to increase overall billed natural gas rates by 4.9 percent (designed to increase annual natural gas revenues by $4.5 million).IPUC. New rates went into effect on MarchDecember 1, 2016. 2019.

The finalrates that went into effect are designed to decrease annual base electric revenues by $7.2 million (or 2.8 percent), effective December 1, 2019. The settlement revenue decreases are based on a 9.5 percent ROE with a common equity ratio of 50 percent and a ROR on rate base of 7.35 percent, which is a continuation of current levels. This outcome is in line with our expectations.

The primary element of the difference in the agreed upon base revenues in the settlement agreement from our original request is that the settlement includes the continued recovery of costs for our wind generation power purchase agreements, which will include Palouse Wind and Rattlesnake Flat, through the PCA mechanism rather than through base rates.

2021 General Rate Cases

In January 2021, we filed electric and natural gas general rate cases with the IPUC. The proposal is a two-year rate plan, with new rates taking effect September 1, 2021 and September 1, 2022. The electric and natural gas requests are based on a proposed ROR on rate base of 7.30 percent with a common equity ratio of 50 percent and a 9.9 percent ROE.

Avista’s request, if approved, is designed to increase annual electric base revenues by $24.8 million or 10.1 percent effective September 1, 2021 and $8.7 million or 3.2 percent effective September 1, 2022. We are, however, proposing to apply a tax credit to customers that would fully offset the increase for September 1, 2021, resulting in no bill change for customers for a period of time. For natural gas, the rate request is designed to increase annual base revenues by $0.05 million or 0.1 percent effective September 1, 2021 and $1.0 million, or 2.2 percent effective September 1, 2022. The tax credit to customers for natural gas would more than fully offset the September 1, 2021 increase, resulting in a rate reduction for all customers, and would continue for a ten-year period. We are proposing to offset the majority of the increase for the September 1, 2022 rate change with other deferred customer credits.

Oregon General Rate Cases and Other Proceedings

2019 General Rate Case

In October 2019, the OPUC order incorporated two partialapproved the all-party settlement agreements whichfiled in the third quarter of 2019. New rates were entered into during November 2015 andeffective on January 2016.

15, 2020.

OPUC approved rates that are designed to increase annual natural gas billed revenues by $3.6 million, or 4.2 percent.

The OPUC order provided an authorizedOPUC’s decision reflects a ROR on rate base of 7.467.24 percent, with a common equity ratio of 50 percent and a 9.4 percent ROE.

The November 2015 partial

In addition, the approved settlement agreements included agreement approved byamong the OPUC, includedparties to an independent review of our interest rate hedging practices, with any recommendations based on the results and findings in the final report to be applicable only on a provision for the implementationprospective basis and do not apply to any prior interest rate hedging activity. In 2020, an independent review of a decoupling mechanism, similarour interest rate hedging practices was completed with no material recommended changes to the Washington and Idaho mechanisms described below. See further description and a summary of the balances recorded under this mechanism below.

2016our hedging practices.

2020 General Rate Case

In September 2017, the OPUC approvedMarch 2020, we filed a settlement agreement between us and other parties to our natural gas general rate case that was filed with the OPUC in November 2016, whichOPUC.

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AVISTA CORPORATION

Through several settlement stipulations the parties resolved all issues in the case.

Thegeneral rate case and in December 2020, the OPUC approved rates designed to increasethe three settlement stipulations.

These stipulations approved by the OPUC increased annual base revenuesrevenue by 5.9$3.9 million, or 5.7 percent or $3.5 million. A rate adjustment of $2.6 million became effective October 1, 2017, and a second adjustment of $0.9 million became effective on November 1, 2017 to cover specific capital projects identified in the settlement agreement, which were completed in October.

In addition, in the settlement agreement, we agreed to non-recovery of certain utility plant expenditures, which resulted in a write-off of $0.8 million in the second quarter of 2017.
January 16, 2021. The settlement agreement reflects a 7.35approved ROE is 9.4 percent, ROR with a common equity ratio of 50 percent and a 9.4 percent ROE.
ROR of 7.24 percent.

2021 General Rate Case

We expect to file a natural gas general rate case with the OPUC in the second half of 2021.

AMI Project

In March 2016, the WUTC granted our Petition for an Accounting Order to defer and include in a regulatory asset the undepreciated value of our existing Washington electric meters for the opportunity for later recovery. This accounting treatment is related to our plansongoing project to replace approximately 253,000 of our existing electric meters with new two-way digital meters and the


41


AVISTA CORPORATION



related software and support services through our AMI project in Washington State. Replacement of the meters is expected to begin in the second half of 2018. As of December 31, 2017,2020, the estimated future undepreciated value for the existing electric meters is $24.3was $21.9 million.
In May 2017, we filed a Petition with the WUTC requesting deferred accounting treatment for the investment costs associated with the Washington AMI project, including components such as meter communication networks, information management systems and natural gas encoder receiver transmitters (ERT). The Petition requested the deferral and inclusion in a regulatory asset of all AMI investment costs over the multi-year implementation period, until the costs could be reviewed for prudence in a future regulatory proceeding and recovered through retail rates. Through discussions with WUTC staff, we developed an alternative proposal to our original Petition and in September 2017, the WUTC approved our alternative proposal to defer the depreciation expense associated with AMI, along with a carrying charge, and to seek recovery of the deferral and carrying charge in a future general rate case. Cost savings, such as reduced meter reading costs, will occur during the implementation period which will offset a portion of the AMI costs not being deferred. The WUTC also approved our request to defer the undepreciated net book value of existing natural gas ERTsencoder receiver transmitters (ERT) (consistent with the accounting treatment we obtained on our existing electric meters) that will beare being retired as part of the AMI project.
In May 2017, we filed Petitions with As of December 31, 2020, the IPUC and the OPUC requesting a depreciable life of 12.5 yearsestimated future undepreciated value for the meter data management system (MDM) relatedexisting natural gas ERTs was $3.9 million.

In September 2017, the WUTC approved a Petition to defer the depreciation expense associated with the AMI project, and both the IPUC and the OPUC approved the depreciable life. In addition,along with a carrying charge. We have included a request to seek recovery of our AMI costs in connection with the recently completed Idaho electricour 2020 Washington general rate case (discussed above), the settling parties agreed to cost recovery of Idaho's share of the MDM system, effective January 1, 2019. In connection with the approval of the Oregon general rate case settlement (discussed above), the OPUC approved cost recovery of Oregon's share of the MDM system, effective November 1, 2017.

cases.

Alaska Electric Light and Power Company

Alaska General Rate Case
In November 2017, the RCA approved an all-party settlement agreement related

AEL&P is required to AEL&P's electricfile its’ next general rate case which was originally filed in September 2016. The settlement agreement is designed to increase base electric revenue by 3.86 percent or $1.3 million, making permanent the interim rate increase approved by the RCA in 2016.

In addition, AEL&P agreed to retain $0.9 million less revenue from the Greens Creek Mine than what was included in the original general rate case request. As such, in 2017, AEL&P recorded a refund liability to customers of $1.0 million (with $0.9 million related to 2017 revenues and $0.1 million related to 2016 revenues), which will be refunded to customers during the first quarter of 2018. The amount of revenue from Greens Creek Mine that is retained by AEL&P is used to offset revenue requirements that would otherwise be required from retail customers.
The agreement reflects an 8.91 percent ROR with a common equity ratio of 58.18 percent and an 11.95 percent ROE.
August 30, 2021.

Avista Utilities

Purchased Gas Adjustments

PGAs are designed to pass through changes in natural gas costs to Avista Utilities' customers with no change in grossutility margin (operating revenues less resource costs) or net income. In Oregon, we absorb (cost or benefit) 10 percent of the difference between actual and projected natural gas costs included in base retail rates for supply that is not hedged. Total net deferred natural gas costs among all jurisdictions were a liabilitynet asset of $37.5$1.4 million as of December 31, 20172020 and a liability of $30.8$3.2 million as of December 31, 2016.2019. These deferred natural gas costscost balances represent amounts due to customers.


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AVISTA CORPORATION



The following PGAs went into effect in our various jurisdictions during 20152018 through 2018:

2020:

Jurisdiction

Jurisdiction

PGA Effective Date

Percentage

Increase

/ (Decrease) in

Billed

Rates

Washington

November 1, 2015(15.0)%
November 1, 2016(8.0)%
November 1, 2017(5.2)%

January 26, 2018 (1)

(7.1)

(7.1

)%

Idaho

November 1, 20152018

(14.5)

(0.1

)%

November 1, 20162019

(7.8)

10.4

%

November 1, 20172020

(2.7)

(0.1

)%

Idaho

January 26, 2018 (1)

(7.4)

(7.4

)%

Oregon

November 1, 20152018

(14.1)

(1.0

)%

November 1, 20162019

(6.0)

5.6

%

November 1, 20172020

(2.1)

0.7

%

Oregon

January 26, 2018 (1)

(3.5)

(3.5

)%

November 1, 2018

(2.9

)%

November 1, 2019

4.7

%

November 1, 2020

2.8

%

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AVISTA CORPORATION

(1)

(1)

Due to declining wholesale natural gas prices that havehad occurred since the 2017 PGAs were filed and went into effect, we filed, and the respective commissions approved, out of cycle PGAs to reduce customer rates and pass through expected lower costs during the winter heating months, rather than waiting until the next regular PGA cycle.

Power Cost Deferrals and Recovery Mechanisms

Deferred power supply costs are recorded as a deferred charge or liability on the Consolidated Balance Sheets for future prudence review and recovery or rebate through retail rates. The power supply costs deferred include certain differences between actual net power supply costs incurred by Avista Utilities and the costs included in base retail rates. This difference in net power supply costsThese differences primarily resultsresult from changes in:

short-term wholesale market prices and sales and purchase volumes,

short-term wholesale market prices and sales and purchase volumes,

the level, availability and optimization of hydroelectric generation,

the level, availability and optimization of hydroelectric

the level and availability of thermal generation (including changes in fuel prices),

the level and availability of thermal generation (including changes in fuel prices),

retail loads, and

retail loads, and

sales of surplus transmission capacity.

sales of surplus transmission capacity.
The

For our Washington customers, the ERM is an accounting method used to track certain differences between Avista Utilities' actual power supply costs, net of wholesale sales and sales of fuel, and the amount included in base retail rates for our Washington customers.rates. Total net deferred power costs under the ERM were a liability of $23.7$37.9 million as of December 31, 20172020 and a liability $21.3$37.0 million as of December 31, 2016.2019. These deferred power cost balances represent amounts due to customers.

Under the ERM, Avista Utilities absorbs the cost or receives the benefit from the initial amount of power supply costs in excess of or below the level in retail rates, which is referred to as the deadband. The annual (calendar year) deadband amount is $4.0 million.

The following is a summary of the ERM:

Annual Power Supply Cost Variability

 

Deferred for

Future

Surcharge or

Rebate

to Customers

 

 

Expense or

Benefit

to the Company

 

within +/- $0 to $4 million (deadband)

 

0%

 

 

100%

 

higher by $4 million to $10 million

 

50%

 

 

50%

 

lower by $4 million to $10 million

 

75%

 

 

25%

 

higher or lower by over $10 million

 

90%

 

 

10%

 

Annual Power Supply Cost Variability 
Deferred for Future
Surcharge or Rebate
to Customers
 
Expense or Benefit
to the Company
within +/- $0 to $4 million (deadband) 0% 100%
higher by $4 million to $10 million 50% 50%
lower by $4 million to $10 million 75% 25%
higher or lower by over $10 million 90% 10%

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AVISTA CORPORATION



Under the ERM, Avista Utilities makes an annual filing on or before April 1 of each year to provide the opportunity for the WUTC staff and other interested parties to review the prudence of and audit the ERM deferred power cost transactions for the prior calendar year.

Pursuant to WUTC requirements, should the cumulative deferral balance exceed $30 million (in either direction), we must make a filing with the WUTC to adjust customer rates to either return the balance to customers or recover the balance from customers. The cumulative rebate balance exceeded $30 million and as a result, our 2019 filing contained a proposed rate refund. The ERM proceeding was considered with our 2019 general rate case proceeding and a refund was approved and is being returned to customers over a two-year period that began on April 1, 2020. See further discussion in the section "Washington General Rate Cases" above.

Avista Utilities has a PCA mechanism in Idaho that allows us to modify electric rates on October 1 of each year with IPUC approval. Under the PCA mechanism, we defer 90 percent of the difference between certain actual net power supply expenses and the amount included in base retail rates for our Idaho customers. The October 1 rate adjustments recover or rebate power supply costs deferred during the preceding July-June twelve-month period. Total net power supply costs deferred under the PCA mechanism were a liabilityan asset of $6.1$2.5 million as of December 31, 20172020 and a liability of $2.2$0.3 million as of December 31, 2016.2019. These deferred power cost balances represent amounts due tofrom customers.

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AVISTA CORPORATION

Decoupling and Earnings Sharing Mechanisms

Decoupling (also known as a FCA in Idaho) is a mechanism designed to sever the link between a utility's revenues and consumers' energy usage. In each of our jurisdictions, Avista Utilities' electric and natural gas revenues are adjusted so as to be based on the number of customers in certain customer rate classes and assumed "normal" kilowatt hour and therm sales, rather than being based on actual kilowatt hour and therm sales. The difference between revenues based on the number of customers and "normal" sales and revenues based on actual usage is deferred and either surcharged or rebated to customers beginning in the following year. Only residential and certain commercial customer classes are included in our decoupling mechanisms.

Washington Decoupling and Earnings Sharing

In our 2019 Washington general rate cases order the WUTC approved our decouplingan extension of the mechanisms for electric and natural gas for aan additional five-year term through March 31, 2025, with one modification in that new customers added after any test period beginning January 1, 2015. Electric and natural gas decoupling surcharge rate adjustments to customers are limited to a 3 percent increase on an annual basis, with any remaining surcharge balance carried forward for recoverywould not be decoupled until included in a future test period. There is no limit on the level of rebate rate adjustments.

The decoupling mechanisms each include an after-the-fact earnings test. At the end of each calendar year, separate electric and natural gas earnings calculations are made for the calendar year just ended. These earnings tests reflect actual decoupled revenues, normalized power supply costs and other normalizing adjustments. If we earn more than our authorized ROR in Washington, 50 percent of excess earnings are rebated to customers through adjustments to existing decoupling surcharge or rebate balances.

See below for a summary of cumulative balances under the decoupling and earnings sharing mechanisms.

Idaho FCA and Earnings Sharing Mechanisms

Mechanism

In Idaho, the IPUC approved the implementationextensions of FCAs for electric and natural gas (similar in operation and effect to the Washington decoupling mechanisms) for an initial term of three years, beginning January 1, 2016.

For the period 2013 through 2015, we had an after-the-fact earnings test, such that if Avista Corp., on a consolidated basis for electric and natural gas operations in Idaho, earned more than a 9.8 percent ROE, we were required to share with customers 50 percent of any earnings above the 9.8 percent. This after-the-fact earnings test was discontinued as part of the settlement of our 2015 Idaho electric and natural gas general rates cases (discussed in further detail above).
See below for a summary of cumulative balances under the decoupling and earnings sharing mechanisms.
March 31, 2025.

Oregon Decoupling Mechanism

In February 2016, the OPUC approved the implementation of a decoupling mechanism for natural gas, similar to the Washington and Idaho mechanisms described above. The decoupling mechanism became effective on March 1, 2016. There will bewas an opportunity for interested parties to review the mechanism and recommend changes, if any, by September 2019. Changes related to deferral interest rates were recommended by the parties in our 2019 general rate case and were implemented effective January 15, 2020. In Oregon, an earnings review is conducted on an annual basis. In the annual earnings review, if we earn more than 100 basis points above our allowed return on equity, one-third of the earnings above the 100 basis points would be deferred and later rebated to customers. See below for a summary of cumulative balances under the decoupling and earnings sharing mechanisms.


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AVISTA CORPORATION



Cumulative Decoupling and Earnings Sharing Mechanism Balances

As

Total net cumulative decoupling deferrals among all jurisdictions were regulatory assets of $21.3 million as of December 31, 20172020 and $24.3 million as of December 31, 2019. These decoupling assets represent amounts due from customers. Total net earnings sharing balances among all jurisdictions were regulatory liabilities of $0.7 million as of December 31, 2020 and December 31, 2016, we had the following cumulative balances outstanding related to decoupling and2019. These earnings sharing mechanisms in our various jurisdictions (dollars in thousands):

 December 31, December 31,
 2017 2016
Washington   
Decoupling surcharge$14,240
 $30,408
Provision for earnings sharing rebate(3,420) (5,113)
Idaho   
Decoupling surcharge$3,471
 $8,292
Provision for earnings sharing rebate(2,350) (5,184)
Oregon   
Decoupling surcharge/(rebate)$(1,168) $2,021
Provision for earnings sharing rebate
 
liabilities represent amounts due to customers.

See "Results of Operations - Avista Utilities" for further discussion of the amounts recorded to operating revenues in 2015 through 20172019 and 2020 related to the decoupling and earnings sharing mechanisms.

State Regulatory Approval Requirements Related to the Pending Acquisition by Hydro One
The following is a brief summary

COVID-19 Deferrals

See “Note 1 of the state regulatory approvals that are requiredNotes to Consolidated Financial Statements” for the proposed acquisition of the Company by Hydro One.

On September 14, 2017, Avista Corp. and Hydro One filed applications for approval of the acquisition with the WUTC, the IPUC, the MPSC and the OPUC, requesting approval of the transactiondiscussion on or before August 14, 2018. However, the OPUC has set a procedural schedule with an end date no later than September 14, 2018. On November 21, 2017, applications for approval of the acquisition were filed with the RCA, with a statutory deadline of May 20, 2018.
The principal issue before the WUTC in the proceeding for approval of the proposed transaction will be whether the transaction is consistent with the public interest, per Washington Administrative Code 480-143-170. In addition, under the Revised Code of Washington 80.12.020, the WUTC must determine that the transaction provides a “net benefit” to the customers of the Company.
Before the IPUC may authorize such a transaction, the utility must prove that the transaction is consistent with the public interest, that the cost and rates for the utility’s service will not increase as a result of the transaction, and that the new owner “has the bona fide intent and financial ability to operate and maintain said property in the public service.” In addition, because the transaction includes hydropower water rights used in the generation of electric power, the director of the Idaho Department of Water Resources must issue conditions protecting the public interest and existing water rights holders with respect to the hydropower water right to be transferred, and the IPUC must include any such conditions in its approval of the transfer.
The MPSC generally applies any of three standards to evaluate transfers of public utilities: the public interest standard, the no-harm-to-consumers standard, or the net-benefit-to-consumers standard (see Order No. 6754e in Docket. No. 02006.6.82). The MPSC seeks to assure that utility customers will receive adequate service and facilities, that utility rates will not increase as a result of the sale or transfer, and that the acquiring entity is fit, willing, and able to assume the service responsibilities of a public utility, though it has not enunciated a specific standard for approval because of the variety of situations that arise.
The OPUC must determine that the transaction “will serve the public utility’s customers and is in the public interest.” The OPUC interprets Oregon Revised Statute § 757.511 to impose a “net benefits” test (see Order No. 06-082, at p.3 (Docket. No. UM 1209)). This analysis must include consideration of the effect of the transaction on the amount of income taxes paid by the utility and its affiliates and the approval must adjust the utility’s rates accordingly.
On February 12, 2018, OPUC Staff and other interested parties in Oregon filed their initial recommendations regarding the proposed acquisition by Hydro One. In their initial recommendation, the OPUC Staff recommended that the Commission deny the application as it was originally filed. OPUC Staff believes the application does not provide a net benefit to Avista Corp.’s customers, nor are the ring-fencing commitments adequate to protect those customers from harm. However, the OPUC Staff indicated they would not issue a final opinion until after receiving and reviewing additional testimony from us and Hydro One and they indicated they would consider a more comprehensive and functional set of interlocking, reinforcing conditions designed to help ensure that Avista Corp. customers are not harmed by the proposed merger, accompanied by a proposal with incremental benefits to customers.

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AVISTA CORPORATION



The RCA will examine whether the entity seeking to acquire the controlling interest is “fit, willing, and able and whether the proposed transfer is consistent with the public interest under the criteria set forth in Alaska Statute 42.05.”
Avista Corp. and Hydro One intend to work with the various commissions, their staff and other parties to try and satisfy any concerns associated with the proposed transaction.
COVID-19 deferrals.

Results of Operations - Overall

The following provides an overview of changes in our Consolidated Statements of Income. More detailed explanations are provided, particularly for operating revenues and operating expenses, in the business segment discussions (Avista Utilities, AEL&P Ecova - Discontinued Operations and the other businesses) that follow this section.

The balances included below for utility operations reconcile to the Consolidated Statements of Income.
2017

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AVISTA CORPORATION

2020 compared to 2016

2019

The following graph shows the total change in net income from continuing operationsattributable to Avista Corp. shareholders for 20162020 to 2017,2019, as well as the various factors that caused such change (dollars in millions):

Utility revenues increaseddecreased at Avista Utilities primarily due to an increase at AEL&P,overall decrease in electric load of 2 percent when compared to the year ended December 31, 2019, which consisted of a 6 percent and a 5 percent decrease in commercial and industrial load, respectively. The decreases in commercial and industrial were partially offset by a decrease at Avista Utilities.1 percent increase in residential electric load when compared to the year ended December 31, 2019. The above decreases were partially offset by an increase from electric and natural gas decoupling rates, higher PGA rates and customer growth. AEL&P's revenues increased primarily due to a general ratefrom an increase and higher retail heating loadsin sales volumes due to weather that was cooler than the prior year.

Non-utility revenues decreased due to the sale of METALfx, which occurred in April 2019. See "Note 26 of the Notes to Consolidated Financial Statements" for further discussion.

Utility resource costs decreased at Avista Utilities due to lower fuel for generation and other fuel costs, as well as lower natural gas purchases. There was also a slight increase in the number of customers at AEL&P. Avista Utilities' revenues decreased primarily due to a decrease in electric and natural gas wholesale revenues and revenues from sales of fuel, mostly offset by an increase in electric and natural gas retail revenues. Retail revenues increasedat AEL&P due to an increase in volumes and an electric general ratedeferred power supply expenses.

The increase in Idaho and a natural gas general rate increase in Oregon. The higher retail sales volumes resulted from increased heating loads during the heating season, increased electric cooling loads during the summer and due to customer growth. The increased utility revenues were partially offset by decoupling rebates during 2017 due to weather that fluctuated from normal. This compares to decoupling surcharges during 2016.

Utility resource costs decreased due to a decrease at Avista Utilities. Avista Utilities' electric resource costs decreased primarily due to a decrease in purchased power (from lower wholesale prices) and a decrease in fuel for generation (due in part to increased hydroelectric generation). Natural gas resource costs decreased due to a decrease in natural gas purchased resulting from lower wholesale sales volumes.
Utility operating expenses increasedwas due to an increase at Avista Utilities and a slight increase at AEL&P. The increase at Avista Utilities' was the result of an increaseprimarily related to increases in generation and distribution operating and maintenance costs, and transmission operating costs. There was also a write-off in Oregon of utility plant associated with a general rate case settlement. The increased costsan accrual for disallowed replacement power during an unplanned outage at Colstrip (see "Regulatory Matters"). These were partially offset by decreasesa $7.0 million donation commitment made in pension, other postretirement benefit and medical expenses.
the second quarter of 2019 that was a one-time donation.

The acquisitionmerger transaction costs are related to the pendingproposed (now terminated) acquisition by Hydro One and consist primarily of consulting, banking fees, legal fees and employee time and are not being passed throughOne. There were no additional costs in 2020 relating to customers.

this matter.

Utility depreciation and amortization increased due to additions to utility plant.

IncomeAlso, in the second quarter of 2020 we were able to utilize $10.9 million ($8.4 million when tax-effected) of electric tax benefits to offset costs associated with accelerating the depreciation of Colstrip Units 3 & 4 based on a settlement in Washington. This amount was recorded as a one-time increase to depreciation expense increased primarily due toin the enactmentsecond quarter of the TCJA in December 2017, which resulted in a non-cash charge to income tax expense of $10.2 million during 2017 from revaluing our deferred income tax assets2020 and liabilities based

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AVISTA CORPORATION



on the new federal tax rate. This was partially offset by the effect ofwith a decrease in income before income taxes. Our effective tax rate was 41.7 percent for 2017 and 36.3 percent for 2016. The effective tax rate increased due to federal income tax law changes and due to acquisition costs. The acquisition costs reduce income before income taxes, but a significant portion of these costs are not deductible for tax purposes and thus do not reduce income tax expense. See "Note 11In the second quarter of 2019, a similar item was recorded in Idaho in the amount of $6.4 million ($5.1 million when tax-effected).

The merger termination fee was related to the termination of the Notesproposed Hydro One acquisition. There were no additional amounts received in 2020 relating to Consolidated Financial Statements" for a reconciliation of our effective income tax rate.

Other was primarily related to an increase in interest expense, due to additional debt being outstanding during 2017 as compared to 2016 and partially due to an increase in the overall interest rate. There was also an increase in utilitythis matter.

Income taxes other than income taxes primarily due to revenue-related taxes, which resulted from an increase in electric and natural gas retail revenue. Lastly, there were impairments recorded during 2017 on two of our equity investments.

2016 compared to 2015
The following graph shows the total change in net income from continuing operations for 2015 to 2016, as well as the various factors that caused such change (dollars in millions):
Utility revenues decreased due to a decrease at Avista Utilities, partially offset by a slight increase in AEL&P's revenues. Avista Utilities' electric revenues decreased primarily due to lower retail electric loads caused by weather fluctuations throughout the period, a general rate decrease in Washington and lower wholesale revenues resulting from lower volumes and lower wholesale prices. These revenue decreases were partially offset by a general rate increase in Idaho, the expiration of the ERM rebate to customers in Washington, increased decoupling revenues and a lower provision for earnings sharing. Natural gas revenues decreased primarily due to a decrease in wholesale activity (both a decreaseincome before taxes. Our effective tax rate was 5.2 percent for the year ended December 31, 2020, compared to 13.8 percent for the year ended December 31, 2019. The tax rate decreased in volumes and prices) and lower retail revenues due2020 compared to lower prices, partially offset by higher natural gas heating volumes. The decreases in natural gas revenues were partially offset by general rate increases and higher decoupling revenues.
Non-utility revenues decreased2019 due to the long-term fixedoffset of deferred income taxes against accelerated depreciation for Colstrip as provided in the

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AVISTA CORPORATION

2019 Washington general rate electric capacity contract thatcase settlement, which was previously held by Spokane Energy being transferred to Avista Corp. duringrecorded in the second quarter of 2015. The capacity revenue from this contract was included2020. This amounted to $8.4 million in non-utility revenues when it was held by Spokane Energy during the first quarter of 2015. After the transfer, the revenue is included2020 as compared to $5.1 million in Avista Utilities' revenues. The contract expired during December 2016.

Utility resource costs decreased due to a decrease at Avista Utilities. Avista Utilities' electric resource costs decreased primarily due to a decrease in purchased power (from lower volumes purchased and lower wholesale prices) and a decrease in fuel for generation (due in part to increased hydroelectric generation). Natural gas resource costs decreased due to a decrease in natural gas purchased resulting from lower volumes and lower prices.
Utility operating expenses increased due to an increase at Avista Utilities and a slight increase at AEL&P. Avista Utilities' portion of other operating expenses increased due to an increase in medical costs, electric generation operating and maintenance expenses, natural gas distribution expenses and other postretirement benefit expenses.
Utility depreciation and amortization increased due to additions to utility plant.

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AVISTA CORPORATION



Income tax expense increased primarily due to an increase in income before income taxes, partially offset by excess tax benefits of $1.6 million during 2016 relating to the settlement of share-based payment awards.2019. See "Note 212 of the Notes to Consolidated Financial Statements" for further discussiondetails and a reconciliation of the excess tax benefits. Ourour effective tax rate was 36.3 percent for both 2016 and 2015.
Other was primarily related to an increase in interest expense, due to additional debt being outstanding during 2016 as compared to 2015 and partially due to an increase in the overall interest rate. Also, there were losses on investments at our subsidiaries, mainly due to initial organization costs and management fees associated with a new investment.

Non-GAAP Financial Measures

The following discussion for Avista Utilities includes two financial measures that are considered “non-GAAP financial measures,” electric grossutility margin and natural gas grossutility margin. In the AEL&P section, we include a discussion of electric grossutility margin, which is also a non-GAAP financial measure.

Generally, a non-GAAP financial measure is a numerical measure of a company's financial performance, financial position or cash flows that excludes (or includes) amounts that are included (excluded) in the most directly comparable measure calculated and presented in accordance with GAAP. Electric utility margin is electric operating revenues less electric resource costs, while natural gas utility margin is natural gas operating revenues less natural gas resource costs. The most directly comparable GAAP financial measure to electric and natural gas utility margin is utility operating revenues as presented in "Note 24 of the Notes to Consolidated Financial Statements."

The presentation of electric grossutility margin and natural gas grossutility margin is intended to supplement anenhance understanding of our operating performance. We use these measures internally and believe they provide useful information to determine whether the appropriate amountinvestors in their analysis of revenue is being collected from our customers to allow for the recovery of energy resource costs and operating costs, as well as to analyze how changes in loads (due to weather, economic or other conditions), rates, supply costs and other factors impact our results of operations. In addition, weChanges in loads, as well as power and natural gas supply costs, are generally deferred and recovered from customers through regulatory accounting mechanisms. Accordingly, the analysis of utility margin generally excludes most of the change in revenue resulting from these regulatory mechanisms. We present electric and natural gas grossutility margin separately below for Avista Utilities since each business has different cost sources, cost recovery mechanisms and jurisdictions, suchso we believe that separate analysis is beneficial. These measures are not intended to replace income from operationsutility operating revenues as determined in accordance with GAAP as an indicator of operating performance. The calculationsReconciliations of electric and natural gas gross marginsoperating revenues to utility margin are presentedset forth below.

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AVISTA CORPORATION

Results of Operations - Avista Utilities

2017

2020 compared to 20162019

Utility Operating Revenues

The following graphs present Avista Utilities' electric operating revenues and megawatt-hour (MWh) sales for the years ended December 31 (dollars in millions and MWhs in thousands):

(1)

This balance includes public street and highway lighting, which is considered part of retail electric revenues, and deferrals/amortizations to customers related to federal income tax law changes.

Total electric operating revenues in the graph above include intracompany sales of $36.4 million and $48.0 million for 2020 and 2019, respectively.

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AVISTA CORPORATION

The following table presents the current year deferrals and the amortization of prior year decoupling balances that are reflected in utility electric operating revenues for the years ended December 31 (dollars in thousands):

 

 

Electric Operating

Revenues

 

 

 

2020

 

 

2019

 

Current year decoupling deferrals (a)

 

$

11,449

 

 

$

9,744

 

Amortization of prior year decoupling deferrals (b)

 

 

(15,810

)

 

 

(1,045

)

Total electric decoupling revenue

 

$

(4,361

)

 

$

8,699

 

(a)

Positive amounts are increases in decoupling revenue in the current year and will be surcharged to customers in future years. Negative amounts are decreases in decoupling revenue in the current year and will be rebated to customers in future years.

(b)

Negative amounts are decreases in decoupling revenue in the current year and are related to the amortization of surcharge balances that resulted in prior years and are being surcharged to customers (causing a corresponding increase in retail revenue from customers) in the current year. Positive amounts are increases in decoupling revenue in the current year and are related to the amortization of rebate balances that resulted in prior years and are being refunded to customers (causing a corresponding decrease in retail revenue from customers) in the current year.

Total electric revenues decreased $34.5 million for 2020 as compared to 2019. The primary fluctuations that occurred during the period were as follows:

a $7.8 million decrease in retail electric revenues due to a decrease in total MWhs sold (decreased revenues $19.8 million), partially offset by an increase in revenue per MWh (increased revenues $12.0 million).

The decrease in total retail MWhs sold was primarily the result of a decrease in sales volumes to commercial customers and Washington industrial customers due to a combination of impacts associated with COVID-19 and weather that was milder than normal and the prior year. These were partially offset by residential and commercial customer growth. Compared to 2019, residential electric use per customer was flat, commercial use per customer decreased 7 percent and industrial use per customer increased 2 percent. The industrial increase was all related to Idaho as Washington had a 7 percent decrease in industrial use per customer. Heating degree days in Spokane were 7 percent below normal and 9 percent below 2019. Cooling degree days were 2 percent above normal, and 12 percent above 2019.

The increase in revenue per MWh was primarily due to an increase in decoupling rates (as there was a decoupling surcharge in 2020 compared to a decoupling rebate in 2019) and a general rate increase in Washington, effective April 1, 2020. This was partially offset by a general rate decrease in Idaho, effective December 1, 2019.

a $4.1 million increase in wholesale electric revenues due to an increase in sales prices (increased revenues $7.1 million), partially offset by a decrease in sales volumes (decreased revenues $3.0 million). The fluctuation in volumes was primarily the result of how much we were able to optimize our generation assets as compared to the prior year.

a $19.2 million decrease in sales of fuel due to a decrease in sales of natural gas fuel as part of thermal generation resource optimization activities.

a $13.1 million decrease in electric decoupling revenue primarily related to the amortization of decoupling surcharges from prior years. This was partially offset by decoupling surcharges for non-residential customers as commercial usage was down compared to normal due to COVID-19 impacts. In addition, weather was milder than normal in 2020, which also resulted in decoupling surcharges.

a $1.4 million accrual for customer refunds recorded in 2020 related to our 2015 Washington general rate case that was remanded back to the WUTC in 2019. See "Regulatory Matters" for further discussion.

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AVISTA CORPORATION

The following graphs present Avista Utilities' natural gas operating revenues and therms delivered for the years ended December 31 (dollars in millions and therms in thousands):

(1)

This balance includes interruptible and industrial revenues, which are considered part of retail natural gas revenues, and deferrals/amortizations to customers related to federal income tax law changes.

Total natural gas operating revenues in the graph above include intracompany sales of $49.6 million and $65.4 million for 2020 and 2019, respectively.

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AVISTA CORPORATION

The following table presents the current year deferrals and the amortization of prior year decoupling balances that are reflected in natural gas operating revenues for the years ended December 31 (dollars in thousands):

 

 

Natural Gas

Operating Revenues

 

 

 

2020

 

 

2019

 

Current year decoupling deferrals (a)

 

$

1,797

 

 

$

(3,270

)

Amortization of prior year decoupling deferrals (b)

 

 

(1,250

)

 

 

4,184

 

Total natural gas decoupling revenue

 

$

547

 

 

$

914

 

(a)

Positive amounts are increases in decoupling revenue in the current year and will be surcharged to customers in future years. Negative amounts are decreases in decoupling revenue in the current year and will be rebated to customers in future years.

(b)

Positive amounts are increases in decoupling revenue in the current year and are related to the amortization of rebate balances that resulted in prior years and are being refunded to customers (causing a corresponding decrease in retail revenue from customers) in the current year. Negative amounts are decreases in decoupling revenue in the current year and are related to the amortization of surcharge balances that resulted in prior years and are being surcharged to customers (causing a corresponding increase in retail revenue from customers) in the current year.

Total natural gas revenues decreased $11.4 million for 2020 as compared to 2019. The primary fluctuations that occurred during the period were as follows:

a $21.8 million increase in retail natural gas revenues due to a higher retail rates (increased revenues $38.3 million), partially offset by a decrease in volumes (decreased revenues $16.5 million).

Retail rates increased from higher PGA rates, decoupling rate increases and general rate increases in Oregon, effective January 15, 2020 and Washington, effective April 1, 2020.

Retail natural gas sales decreased in 2020 as compared to 2019 primarily due to lower residential, commercial and industrial usage, partially offset by customer growth. Compared to 2019, residential use per customer decreased 7 percent, commercial use per customer decreased 10 percent and industrial use per customer decreased 7 percent. Heating degree days in Spokane were 7 percent below normal, and 9 percent below 2019. Heating degree days in Medford were 2 percent below normal, and 6 percent below 2019.

a $30.1 million decrease in wholesale natural gas revenues due to a decrease in prices (decreased revenues $20.8 million) and a decrease in volumes (decreased revenues $9.3 million). Differences between revenues and costs from sales of resources in excess of retail load requirements and from resource optimization are accounted for through the PGA mechanisms.

net decoupling was consistent between 2020 and 2019, however there were customer rebates in 2019 due to colder than normal weather compared to customer surcharges in 2020 due to lower commercial loads from COVID-19.

a $3.5 million decrease recorded in 2020 for customer refunds related to our 2015 Washington general rate case that was remanded back to the WUTC during 2019. See "Regulatory Matters" for further discussion.

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AVISTA CORPORATION

Utility Resource Costs

The following graphs present Avista Utilities' resource costs for the years ended December 31 (dollars in millions):

Total electric resource costs in the graph above include intracompany resource costs of $49.6 million and $65.4 million for 2020 and 2019, respectively.

Total electric resource costs decreased $52.6 million for 2020 as compared to 2019. The primary fluctuations that occurred during the period were as follows:

a $6.4 million decrease in power purchased due to a decrease in wholesale prices (decreased costs $10.2 million), partially offset by an increase in the volume of power purchases (increased costs $3.8 million). The fluctuation in volumes was primarily the result of changes in how we were able to optimize our generation assets as compared to the prior year.

an $18.3 million decrease in fuel for generation primarily due to a decrease in thermal generation resulting from higher hydroelectric generation. There was also a decrease in total MWhs sold (which required less fuel for electric generation).

a $12.0 million decrease in other fuel costs.

a $15.9 million decrease in other electric resource costs, primarily related to increased amortizations associated with the Washington ERM, a residential exchange credit and demand side management programs.

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AVISTA CORPORATION

Total natural gas resource costs in the graph above include intracompany resource costs of $36.4 million and $48.0 million for 2020 and 2019, respectively.

Total natural gas resource costs decreased $20.7 million for 2020 as compared to 2019. The primary fluctuations that occurred during the period were as follows:

a $55.3 million decrease in natural gas purchased due to decrease in the price of natural gas (decreased costs $39.9 million) and a decrease in total therms purchased (decreased costs $15.4 million).

a $34.6 million increase from net amortizations and deferrals of natural gas costs, primarily due to a spike in natural gas prices during the first quarter of 2019 from a natural gas supply disruption in Canada, which resulted in a significant amount of PGA deferrals during that period.

Utility Margin

The following table reconciles Avista Utilities' operating revenues, resource costs and resulting grossas presented in "Note 24 of the Notes to Consolidated Financial Statements" to the Non-GAAP financial measure utility margin for the years ended December 31 (dollars in millions)thousands):

 

 

Electric

 

 

Natural Gas

 

 

Intracompany

 

 

Total

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Operating revenues

 

$

927,540

 

 

$

962,048

 

 

$

435,882

 

 

$

447,232

 

 

$

(85,954

)

 

$

(113,407

)

 

$

1,277,468

 

 

$

1,295,873

 

Resource costs

 

 

264,595

 

 

 

317,229

 

 

 

217,902

 

 

 

238,649

 

 

 

(85,954

)

 

 

(113,407

)

 

 

396,543

 

 

 

442,471

 

Utility margin

 

$

662,945

 

 

$

644,819

 

 

$

217,980

 

 

$

208,583

 

 

$

 

 

$

 

 

$

880,925

 

 

$

853,402

 

 Electric Natural Gas Intracompany Total
 2017 2016 2017 2016 2017 2016 2017 2016
Operating revenues$980,390
 $996,959
 $474,649
 $470,894
 $(84,680) $(95,215) $1,370,359
 $1,372,638
Resource costs331,254
 360,591
 264,589
 273,976
 (84,680) (95,215) 511,163
 539,352
Gross margin$649,136
 $636,368
 $210,060
 $196,918
 $
 $
 $859,196
 $833,286
The gross

Electric utility margin on electric sales increased $12.8$18.1 million and the gross margin on natural gas salesutility margin increased $13.1$9.4 million. The increase in electric gross margin was primarily due to

For 2020, we had a general rate increase in Idaho, customer growth, increases in loads not subject to decoupling and lower resource costs. For 2017, we recognized a$6.2 million pre-tax benefit of $4.6 million under the ERM in Washington, compared to a $4.4 million benefit of $5.1 million for 2016.

The increase in natural gas gross2019. In addition, electric utility margin was primarily due topositively impacted by a general rate increase in Oregon,Washington, effective April 1, 2020 and customer growthgrowth. The above increase was partially offset by lower commercial and industrial loads in 2020, mainly due to COVID-19. A portion of the commercial loads and all of the industrial loads are not covered by our decoupling mechanisms. Also, in the first quarter of 2020 we had an accrual for customer refunds of $1.4 million related to our 2015 Washington general rate case that was remanded back to the WUTC during 2019. See "Regulatory Matters" for further discussion.

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AVISTA CORPORATION

Natural gas utility margin increased primarily due to general rate increases in loads not subjectOregon, effective January 15, 2020 and Washington, effective April 1, 2020 and customer growth. These increases were partially offset by an accrual for customer refunds of $3.5 million related to decoupling.

our 2015 Washington general rate case that was remanded back to the WUTC during 2019. See "Regulatory Matters" for further discussion.

Intracompany revenues and resource costs represent purchases and sales of natural gas between our natural gas distribution operations and our electric generation operations (as fuel for our generation plants). These transactions are eliminated in the presentation of total results for Avista Utilities and in the consolidated financial statements but are included in the separate results for electric and natural gas presented below.


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AVISTA CORPORATION



The following graphs present Avista Utilities' electric operating revenues and megawatt-hour (MWh) sales for the years ended December 31 (dollars in millions and MWhs in thousands):
(1)This balance includes public street and highway lighting, which is considered part of retail electric revenues and it also includes revenues and rebates from decoupling.


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AVISTA CORPORATION



The following table presents Avista Utilities' decoupling and customer earnings sharing mechanisms by jurisdiction that are reflected in utility electric operating revenues for the years ended December 31 (dollars in thousands):
 Electric Operating
Revenues
 2017 2016
Washington   
Decoupling surcharge (rebate)$(4,982) $11,324
Provision for earnings sharing (1)(1,182) 221
Idaho   
Decoupling surcharge (rebate)$(3,238) $6,025
Provision for earnings sharing (2)n/a
 711
(1)The provision for earnings sharing in Washington for 2017 represents a $0.2 million adjustment for the 2016 provision for earnings sharing and $1.0 million relating to 2017 earnings. The provision for earnings sharing in Washington in 2016 resulted from a $2.5 million reduction in the 2015 provision for earnings sharing (which increased 2016 revenues) offset by a $2.3 million provision for earnings sharing for 2016 electric operations.
(2)The provision for earnings sharing in Idaho in 2016 resulted from a reduction in the 2015 provision for earnings sharing (which increased 2016 revenues). Beginning in 2016 there is no longer an earnings sharing mechanism in Idaho.
(n/a)This mechanism did not exist during this time period.
Total electric revenues decreased $16.6 million for 2017 as compared to 2016, primarily reflecting the following:
a $52.0 million increase in retail electric revenues due to an increase in total MWhs sold (increased revenues $36.6 million) and an increase in revenue per MWh (increased revenues $15.4 million).
The increase in total retail MWhs sold was the result of weather that was cooler than the prior year during the heating season (which increased electric heating loads) and warmer than the prior year during the cooling season (which increased electric cooling loads), as well as customer growth. Compared to 2016, residential electric use per customer increased 8 percent and commercial use per customer did not change materially. Heating degree days in Spokane were 3 percent above normal and 17 percent above 2016. Cooling degree days in Spokane were 40 percent above normal and 57 percent above the prior year.
The increase in revenue per MWh was primarily due to a general rate increase in Idaho and a greater portion of retail revenues from residential customers in 2017.
a $30.6 million decrease in wholesale electric revenues due to a decrease in sales prices (decreased revenues $27.3 million) and a decrease in sales volumes (decreased revenues $3.3 million). The fluctuation in volumes and prices was primarily the result of our optimization activities.
a $13.4 million decrease in sales of fuel due to a decrease in sales of natural gas fuel as part of thermal generation resource optimization activities. For 2017, $35.3 million of these sales were made to our natural gas operations and are included as intracompany revenues and resource costs. For 2016, $44.0 million of these sales were made to our natural gas operations.
a $25.6 million decrease in electric revenue due to decoupling. Weather was cooler than normal during the heating season and warmer than normal during the cooling season in 2017, which resulted in decoupling rebates for 2017. Weather was warmer than normal during the heating season in 2016, which resulted in significant decoupling surcharges. Decoupling mechanisms are not affected by fluctuations in weather compared to prior year; rather, they are only affected by weather fluctuations as compared to normal weather.

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AVISTA CORPORATION



The following graphs present Avista Utilities' natural gas operating revenues and therms delivered for the years ended December 31 (dollars in millions and therms in thousands):
(1)This balance includes interruptible and industrial revenues, which are considered part of retail natural gas revenues and it also includes revenues and rebates from decoupling.

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AVISTA CORPORATION



The following table presents Avista Utilities' decoupling and customer earnings sharing mechanisms by jurisdiction that are reflected in utility natural gas operating revenues for the years ended December 31 (dollars in thousands):
 
Natural Gas
Operating Revenues
 2017 2016
Washington   
Decoupling surcharge (rebate)$(6,551) $8,191
Provision for earnings sharing(2,392) (2,767)
Idaho   
Decoupling surcharge (rebate)$(1,641) $2,206
Oregon   
Decoupling surcharge (rebate)$(3,182) $1,912
Total natural gas revenues increased $3.8 million for 2017 as compared to 2016, primarily reflecting the following:
a $36.3 million increase in retail natural gas revenues due to an increase in volumes (increased revenues $51.2 million), partially offset by lower retail rates (decreased revenues $14.9 million).
We sold more retail natural gas in 2017 as compared to 2016 primarily due to cooler weather in the first and fourth quarters, as well as customer growth. Compared to 2016, residential use per customer increased 16 percent and commercial use per customer increased 17 percent. Heating degree days in Spokane were 3 percent above normal for 2017, and 17 percent above 2016. Heating degree days in Medford were 1 percent below normal for 2017, and 17 percent above 2016.
Lower retail rates were due to PGAs, partially offset by a general rate increase in Oregon.
a $10.7 million decrease in wholesale natural gas revenues due to a decrease in volumes (decreased revenues $36.4 million), partially offset by an increase in prices (increased revenues $25.7 million). In 2017, $49.3 million of these sales were made to our electric generation operations and are included as intracompany revenues and resource costs. In 2016, $51.2 million of these sales were made to our electric generation operations. Differences between revenues and costs from sales of resources in excess of retail load requirements and from resource optimization are accounted for through the PGA mechanisms.
a $23.7 million decrease in natural gas revenue due to decoupling. Weather was overall cooler than normal during the heating season in 2017, which resulted in decoupling rebates. Weather was warmer than normal during the heating season in 2016, which resulted in decoupling surcharges. Decoupling mechanisms are not impacted by fluctuations in weather compared to prior year; rather, they are only impacted by weather fluctuations as compared to normal weather.
The following table presents Avista Utilities' average number of electric and natural gas retail customers for the years ended December 31:
 
Electric
Customers
 
Natural Gas
Customers
 2017 2016 2017 2016
Residential334,848
 330,699
 307,375
 300,883
Commercial42,154
 41,785
 35,192
 34,868
Interruptible
 
 37
 37
Industrial1,328
 1,342
 251
 255
Public street and highway lighting569
 558
 
 
Total retail customers378,899
 374,384
 342,855
 336,043

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AVISTA CORPORATION



The following graphs present Avista Utilities' resource costs for the years ended December 31 (dollars in millions):
Total electric resource costs in the graph above include intracompany resource costs of $49.3 million and $51.2 million for 2017 and 2016, respectively.
Total natural gas resource costs in the graphs above include intracompany resource costs of $35.3 million and $44.0 million for 2017 and 2016, respectively.
Total electric resource costs decreased $29.3 million for 2017 as compared to 2016 primarily reflecting the following:
a $17.1 million decrease in power purchased due to a decrease in wholesale prices (decreased costs $22.5 million), partially offset by an increase in the volume of power purchases (increased costs $5.4 million). The fluctuation in volumes and prices was primarily the result of our optimization activities.
a $10.2 million decrease in fuel for generation primarily due to a decrease in thermal generation (due in part to increased hydroelectric generation) as well as a decrease in fuel prices.
a $6.0 million decrease in other fuel costs.

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AVISTA CORPORATION



a $1.5 million increase from amortizations and deferrals of power costs.
a $0.5 million decrease in other electric resource costs.
a $3.0 million increase in other regulatory amortizations.
Total natural gas resource costs decreased $9.4 million for 2017 as compared to 2016 primarily reflecting the following:
a $5.4 million decrease in natural gas purchased due to a decrease in total therms purchased (decreased costs $22.1 million), partially offset by an increase in the price of natural gas (increased costs $16.7 million). Total therms purchased decreased due to a decrease in wholesale sales, partially offset by an increase in retail sales.
a $6.6 million decrease from amortizations and deferrals of natural gas costs.
a $2.6 million increase in other regulatory amortizations.
2016 compared to 2015
The following table presents Avista Utilities' operating revenues, resource costs and resulting gross margin for the years ended December 31 (dollars in millions):
 Electric Natural Gas Intracompany Total
 2016 2015 2016 2015 2016 2015 2016 2015
Operating revenues$996,959
 $997,873
 $470,894
 $521,010
 $(95,215) $(107,020) $1,372,638
 $1,411,863
Resource costs360,591
 400,910
 273,976
 351,101
 (95,215) (107,020) 539,352
 644,991
Gross margin$636,368
 $596,963
 $196,918
 $169,909
 $
 $
 $833,286
 $766,872
The gross margin on electric sales increased $39.4 million and the gross margin on natural gas sales increased $27.0 million. The increase in electric gross margin was primarily due to general rate increases, lower resource costs, the implementation of decoupling in Idaho and a $6.6 million decrease in the provision for earnings sharing (which is an offset to revenue), partially offset by lower electric loads. For 2016, we recognized a pre-tax benefit of $5.1 million under the ERM in Washington compared to a benefit of $6.3 million for 2015.
The increase in natural gas gross margin was primarily due to general rate increases in each of our jurisdictions, lower natural gas resources costs, the implementation of decoupling mechanisms in Idaho and Oregon, and higher natural gas retail loads.
Intracompany revenues and resource costs represent purchases and sales of natural gas between our natural gas distribution operations and our electric generation operations (as fuel for our generation plants). These transactions are eliminated in the presentation of total results for Avista Utilities and in the consolidated financial statements but are included in the separate results for electric and natural gas presented below.

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AVISTA CORPORATION



The following graphs present Avista Utilities' electric operating revenues and megawatt-hour (MWh) sales for the years ended December 31 (dollars in millions and MWhs in thousands):
(1)This balance includes public street and highway lighting, which is considered part of retail electric revenues and it also includes revenues and rebates from decoupling.



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AVISTA CORPORATION



The following table presents Avista Utilities' decoupling and customer earnings sharing mechanisms by jurisdiction that are included in utility electric operating revenues for the years ended December 31 (dollars in thousands):
 Electric Operating
Revenues
 2016 2015
Washington   
Decoupling surcharge$11,324
 $4,740
Provision for earnings sharing (1)221
 (3,423)
Idaho   
Decoupling surcharge$6,025
 n/a
Provision for earnings sharing (2)711
 (2,198)
(1)The provision for earnings sharing in Washington in 2016 resulted from a $2.5 million reduction in the 2015 provision for earnings sharing (which increased 2016 revenues) offset by a $2.3 million provision for earnings sharing for 2016 electric operations.
(2)The provision for earnings sharing in Idaho in 2016 resulted from a reduction in the 2015 provision for earnings sharing (which increased 2016 revenues). Beginning in 2016 there is no longer an earnings sharing mechanism in Idaho.
(n/a)This mechanism did not exist during this time period.
Total electric revenues decreased $0.9 million for 2016 as compared to 2015, primarily reflecting the following:
a $3.0 million decrease in retail electric revenues due to a decrease in total MWhs sold (decreased revenues $9.5 million), partially offset by an increase in revenue per MWh (increased revenues $6.5 million).
The increase in revenue per MWh was primarily due to a general rate increase in Idaho and the expiration of the ERM rebate to customers in Washington, partially offset by a general rate decrease in Washington.
The decrease in total retail MWhs sold was the result of weather that was cooler in the first quarter (higher electric heating loads), warmer in April and May (lower electric heating loads), cooler June through August (lower electric cooling loads) and cooler in the fourth quarter (higher electric heating loads) as compared to the prior year (which overall decreased electric loads). Compared to 2015, residential electric use per customer decreased 1 percent and commercial use per customer decreased 1 percent. Heating degree days in Spokane were 13 percent below normal and 3 percent above 2015. The impact from increased heating loads was offset by decreased cooling loads in the summer. 2016 cooling degree days were 13 percent below normal and 41 percent below the prior year. The overall decrease in use per customer was partially offset by growth in the number of customers.
a $15.2 million decrease in wholesale electric revenues due to a decrease in sales volumes (decreased revenues $5.5 million) and a decrease in sales prices (decreased revenues $9.7 million). The fluctuation in volumes and prices was primarily the result of our optimization activities.
a $4.6 million decrease in sales of fuel due to a decrease in sales of natural gas fuel as part of thermal generation resource optimization activities. For 2016, $44.0 million of these sales were made to our natural gas operations and are included as intracompany revenues and resource costs. For 2015, $50.0 million of these sales were made to our natural gas operations.
a $12.6 million increase in electric revenue due to decoupling, which reflected the implementation of a decoupling mechanism in Idaho effective January 1, 2016 and lower retail revenues in 2016 as compared to 2015.
a $6.6 million decrease in the electric provision for earnings sharing (which increases revenues) due to a $2.5 million reduction in the 2015 provision for earnings sharing in Washington and a $0.7 million reduction in the 2015 provision for earnings sharing in Idaho recorded in 2016. For 2016 electric operations, we recorded a $2.3 million provision for earnings sharing.

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AVISTA CORPORATION



The following graphs present Avista Utilities' natural gas operating revenues and therms delivered for the years ended December 31 (dollars in millions and therms in thousands):
(1)This balance includes interruptible and industrial revenues, which are considered part of retail natural gas revenues and it also includes revenues and rebates from decoupling.



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AVISTA CORPORATION



The following table presents Avista Utilities' decoupling and customer earnings sharing mechanisms by jurisdiction that are included in utility natural gas operating revenues for the years ended December 31 (dollars in thousands):
 
Natural Gas
Operating Revenues
 2016 2015
Washington   
Decoupling surcharge$8,191
 $6,004
Provision for earnings sharing(2,767) 
Idaho   
Decoupling surcharge$2,206
 n/a
Oregon   
Decoupling surcharge$1,912
 n/a
(n/a)    This mechanism did not exist during this time period.
Total natural gas revenues decreased $50.1 million for 2016 as compared to 2015 primarily reflecting the following:
a $3.4 million decrease in retail natural gas revenues due to lower retail rates (decreased revenues $18.4 million), partially offset by an increase in volumes (increased revenues $15.0 million).
Lower retail rates were due to PGAs, which passed through lower costs of natural gas, partially offset by general rate increases.
We sold more retail natural gas in 2016 as compared to 2015 primarily due to cooler weather in the first and fourth quarters, as well as customer growth. Compared to 2015, residential use per customer increased 5 percent and commercial use per customer increased 3 percent. Heating degree days in Spokane were 13 percent below historical average for 2016, and 3 percent above 2015. Heating degree days in Medford were 16 percent below historical average for 2016, and 3 percent above 2015.
a $50.8 million decrease in wholesale natural gas revenues due to a decrease in prices (decreased revenues $22.8 million) and a decrease in volumes (decreased revenues $28.0 million). In 2016, $51.2 million of these sales were made to our electric generation operations and are included as intracompany revenues and resource costs. In 2015, $57.0 million of these sales were made to our electric generation operations. Differences between revenues and costs from sales of resources in excess of retail load requirements and from resource optimization are accounted for through the PGA mechanisms.
a $6.3 million increase in natural gas revenues due to decoupling, which reflected the implementation of decoupling mechanisms in Idaho and Oregon, as well as an increase in the decoupling surcharge in Washington.
a $2.8 million increase in the provision for earnings sharing (which decreases revenues) representing the 2016 provision for Washington natural gas operations.
The following table presents Avista Utilities' average number of electric and natural gas retail customers for the years ended December 31:
 
Electric
Customers
 
Natural Gas
Customers
 2016 2015 2016 2015
Residential330,699
 327,057
 300,883
 296,005
Commercial41,785
 41,296
 34,868
 34,229
Interruptible
 
 37
 35
Industrial1,342
 1,353
 255
 261
Public street and highway lighting558
 529
 
 
Total retail customers374,384
 370,235
 336,043
 330,530

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AVISTA CORPORATION



The following graphs present Avista Utilities' resource costs for the years ended December 31 (dollars in millions):
Total electric resource costs in the graph above include intracompany resource costs of $51.2 million and $57.0 million for 2016 and 2015, respectively.
Total natural gas resource costs in the graphs above include intracompany resource costs of $44.0 million and $50.0 million for 2016 and 2015, respectively.
Total electric resource costs decreased $40.3 million for 2016 as compared to 2015 primarily reflecting the following:
a $26.1 million decrease in power purchased due to a decrease in the volume of power purchases (decreased costs $9.3 million) and a decrease in wholesale prices (decreased costs $16.8 million). The fluctuation in volumes and prices was primarily the result of our optimization activities.
a $14.8 million decrease in fuel for generation primarily due to a decrease in thermal generation (due in part to increased hydroelectric generation) and a decrease in natural gas fuel prices.
a $7.5 million decrease in other fuel costs.

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AVISTA CORPORATION



a $3.0 million decrease from amortizations and deferrals of power costs.
a $5.6 million increase in other electric resource costs primarily due to a benefit that was recorded during 2015 related to a capacity contract of Spokane Energy. This benefit was mostly deferred for probable future benefit to customers through the ERM and PCA.
a $5.4 million increase in other regulatory amortizations.
Total natural gas resource costs decreased $77.1 million for 2016 as compared to 2015 primarily reflecting the following:
an $80.1 million decrease in natural gas purchased due to a decrease in the price of natural gas (decreased costs $52.6 million) and a decrease in total therms purchased (decreased costs $27.5 million). Total therms purchased decreased due to a decrease in wholesale sales, partially offset by an increase in retail sales.
a $1.6 million decrease from amortizations and deferrals of natural gas costs. This reflects lower natural gas prices and the deferral of lower costs for future rebate to customers, as well as current rebates to customers through PGAs.
a $4.6 million increase in other regulatory amortizations.
above.

Results of Operations - Alaska Electric Light and Power Company

2017

2020 compared to 2016

2019

Net income for AEL&P was $9.1$8.1 million for the year ended December 31, 2017,2020, compared to $8.0$7.5 million for 2016.

2019.

The following table presents AEL&P's operating revenues, resource costs and resulting grossutility margin for the years ended December 31 (dollars in millions)thousands):

 

 

Electric

 

 

 

2020

 

 

2019

 

Operating revenues

 

$

42,809

 

 

$

37,265

 

Resource costs (benefits)

 

 

1,966

 

 

 

(2,654

)

Utility margin

 

$

40,843

 

 

$

39,919

 

 Electric
 2017 2016
Operating revenues$53,027
 $46,276
Resource costs13,403
 12,014
Gross margin$39,624
 $34,262
In 2017, there was an increase in electric gross margin which was

Electric revenues increased for 2020 primarily relateddue to a general rate increase, effective in November 2016,higher sales volumes to residential and increases in electric heating loads duecommercial customers for 2020 as compared to 2019. This resulted from weather that was cooler than the prior year. There were also slight increases in residential and commercial customers. This was partially offset by an increase in resource costs primarily due to purchased power and the general rate case settlement.

An increase in resource costs of $1.0 million related to a settlement agreement for AEL&P's 2016 electric general rate case is included in electric gross margin for 2017. See "Regulatory Matters" for further discussion of the settlement agreement. The increase in electric gross margin was partially offset by an increase in operating expenses and a decrease in equity-related AFUDC due to the construction of an additional back-upyear, as well as more hydroelectric generation plant completed in 2016.
While the cooler weather did have some effect on than 2019.

AEL&P revenueshad low hydroelectric generation during 2017, AEL&P has a relatively stable load profile as it does not have a large population of customers in its service territory with electric heating and cooling requirements; therefore, its revenues are not as sensitive to weather fluctuations as Avista Utilities. However, AEL&P does have higher winter rates for its customers during the peak period of November through May of each year, which drives higher revenues during those periods.

Operating expenses increased primarily due to supplies expense for the new back-up generation plant, which went into service in the fourth quarter of 2016.
2016 compared to 2015
Net income for AEL&P was $8.0 million for the year ended December 31, 2016, compared2019, which limited energy provided to $6.6 million for 2015. The increase in earnings for 2016 was primarily duetheir interruptible customers. A portion of the sales to an increase in electric gross margininterruptible customers is used to reduce the overall cost of power to AEL&P's firm customers. When interruptible sales are below a certain threshold, AEL&P recognizes a regulatory asset and an increase in equity-related AFUDC (increased earnings) duerecords a reduction to deferred power supply costs (resource costs) to reflect a future billable amount to its firm customers when the constructioncost of an additional back-up generation plant which was completed duringpower rates are reset. During the fourth quarter of 2016.

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AVISTA CORPORATION



The following table presents AEL&P's operating revenues, resource costs and resulting gross margin for the yearsyear ended December 31, (dollars2020, hydroelectric generation returned to normal levels, which resulted in millions):
 Electric
 2016 2015
Operating revenues$46,276
 $44,778
Resource costs12,014
 11,973
Gross margin$34,262
 $32,805
The increase in electric gross margin was primarily related to a decrease inmore resource costs associated with the Snettisham hydroelectric project (due to a refinancing transaction during the second half of 2015 which lowered interest costs under the take-or-pay power purchase agreement), as well as an interim rate increase effective in November 2016. These were partially offset by a slight decrease in sales volumes to commercial and government customers and an increase in other resource costs.
Results of Operations - Ecova - Discontinued Operations
Ecova was disposed of as of June 30, 2014. As a result, in accordance with GAAP, all of Ecova's operating results were removed from each line item on the Consolidated Statements of Income and reclassified into discontinued operations for all periods presented.
2017 and 2016 compared to 2015
There was zero net income or loss for 2017 and 2016. Ecova's net income was $5.1 million for 2015. The net income for 2015 was primarily related to a tax benefit during 2015 that resulted from the reversal of a valuation allowance against net operating losses at Ecova because the net operating losses were deemed realizable under the current tax code.
year ended December 31, 2019.

Results of Operations - Other Businesses

2017

2020 compared to 2016

2019

The net loss from these operations was $7.9$3.4 million for 20172020 compared to net income of $5.5 million for 2019. In 2020, we had impairment losses on some of our investments and the write-off of a net loss of $3.2 million for 2016. Net losses for 2017 were partially relatednote receivable. This is compared to federal income tax law changes, which2019 that resulted in the revaluing of net deferred income tax assets to reflect the reduction in the corporate income tax rate from 35 percent to 21 percent, causing a non-cash increase in income tax expense. Also, there were renovation expenses and increased compliance costs at one of our subsidiaries, the recognition of our portion of net losses from our equity investments, corporate costs (including costs associated with exploring strategic opportunities) and impairment charges associated with two of our equity investments.

2016 compared to 2015
The net loss from these operations was $3.2 million for 2016 compared to a net loss of $1.9 million for 2015. Net losses for 2016 wereinvestment gains, primarily related to an increase in losses on investments duethe sale of METALfx. See "Note 26 of the Notes to initial organization costs and management fees associated with a new investment, as well as an impairment recorded on a building we own. This was partially offset by a slight decrease in corporate costs (including costs associated with exploring strategic opportunities) and a slight increase in net income atConsolidated Financial Statements" for further discussion of the sale of METALfx.

Accounting Standards to be Adopted in 2018

2021

At this time, we are not expecting the adoption of accounting standards to have a material impact on our financial condition, results of operations and cash flows in 2018.2021. For information on accounting standards adopted in 20172020 and accounting standards expected to be adopted in future periods, see “Note 2 of the Notes to Consolidated Financial Statements.”

Critical Accounting Policies and Estimates

The preparation of our consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect amounts reported in the consolidated financial statements. Changes in these estimates and assumptions are considered reasonably possible and may have a material effect on our consolidated financial statements and thus actual results could differ from the amounts reported and disclosed herein. The following accounting policies represent those that our

54


AVISTA CORPORATION

management believes are particularly important to the consolidated financial statements and require the use of estimates and assumptions:

Regulatory accounting, which requires thatcertain costs and/or obligations be reflected as deferred charges on our Consolidated Balance Sheets and are not reflected in our Consolidated Statements of Income until the period during which matching revenues are recognized. We also have decoupling revenue deferrals. As opposed to cost deferrals which are not recognized in the Consolidated Statements of Income until they are included in rates, decoupling revenue is recognized in the Consolidated Statements of Income during the period in which it occurs (i.e. during the

61


Regulatory accounting, in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 980, Regulated Operations, among other things, requires that costs and/or obligations that are probable of recovery through rates charged to our customers, but are not yet reflected in rates, not be reflected in our Consolidated Statements of Income until the period in which they are reflected in rates and matching revenues are recognized. Meanwhile, these costs and/or obligations are deferred and reflected on our Consolidated Balance Sheets as regulatory assets or liabilities. We generally receive regulatory orders before deferring costs as regulatory assets and liabilities; however, in certain instances in which we have regulatory precedents, we may not request an order before deferring the costs. If we were no longer allowed to apply regulatory accounting or no longer allowed recovery of these costs, we could be required to recognize significant write-offs of regulatory assets and liabilities in the Consolidated Statements of Income. See "Notes 1, 4 and 23 of the Notes to Consolidated Financial Statements" for further discussion of our regulatory accounting policy and mechanisms.

AVISTA CORPORATION

Pension Plans and Other Postretirement Benefit Plans, discussed in further detail below.




period of revenue shortfall or excess due to fluctuations in customer usage), subject to certain limitations, and a regulatory asset/liability is established which will be surcharged or rebated to customers in future periods. GAAP requires that for any alternative revenue program, like decoupling, the revenue must be expected to be collected from customers within 24 months of the deferral to qualify for recognition in the current period. Any amounts included in the Company's decoupling program that are not expected to be collected from customers within 24 months are not recorded in the financial statements until the period in which revenue recognition criteria are met. This could ultimately result in more decoupling revenue being collected from customers over the life of the decoupling program than what is deferred and recognized in the current period financial statements. We make estimates regarding the amount of revenue that will be collected within 24 months of deferral. We also make the assumption that there are regulatory precedents for many of our regulatory items and that we will be allowed recovery of these costs via retail rates in future periods. If we were no longer allowed to apply regulatory accounting or no longer allowed recovery of these costs, we could be required to recognize significant write-offs of regulatory assets and liabilities in the Consolidated Statements of Income. See "Notes 1 and 20 of the Notes to Consolidated Financial Statements" for further discussion of our regulatory accounting policy and mechanisms.
In addition to the above, while accounting for income taxes is not a critical policy or estimate, the interpretation of the TCJA requires many judgments, and the regulatory treatment of the changes in deferred income tax assets and liabilities (excess deferred taxes) resulting from the TCJA does involve certain regulatory assumptions and calculations for determining the amortization period over which to return excess deferred taxes to customers. For instance, excess deferred taxes associated with utility plant items will be returned to customers using the ARAM, which is a prescribed calculation. However, there is not clear guidance on how or when to return excess deferred taxes for non-plant items. We do not currently have an estimate for the amortization period of the non-plant items as we are waiting for additional implementation guidance from various regulatory agencies. If new guidance were to be issued regarding how to return excess deferred taxes to customers, it could significantly impact our financial results and future cash flows. See the "Executive Level Summary" for additional discussion of the federal income tax law changes.
Utility energy commodity derivative asset and liability accounting, where we estimate the fair value of outstanding commodity derivatives and we offset energy commodity derivative assets or liabilities with a regulatory asset or liability. This accounting treatment is intended to defer the recognition of mark-to-market gains and losses on energy commodity transactions until the period of delivery. This accounting treatment is supported by accounting orders issued by the WUTC and the IPUC. If we were no longer allowed to apply regulatory accounting or no longer allowed recovery of these costs, we could be required to recognize significant changes in fair value of these energy commodity derivatives on a regular basis in the Consolidated Statements of Income, which could lead to significant fluctuations in net income. See "Notes 1 and 6 of the Notes to Consolidated Financial Statements" for further discussion of our energy commodity derivative accounting policy and amounts recorded in the financial statements.
Interest rate swap derivative asset and liability accounting, where we estimate the fair value of outstanding interest rate swap derivatives, and U.S. Treasury lock agreements and offset the derivative asset or liability with a regulatory asset or liability. This is similar to the treatment of energy commodity derivatives described above. Upon settlement of interest rate swap derivatives, the regulatory asset or liability is amortized as a component of interest expense over the term of the associated debt.
During the fourth quarter of 2017, WUTC Staff and other parties to our 2017 electric and natural gas general rate cases filed their testimony in which the WUTC Staff recommended the exclusion of the Washington portion of our 2016 settled interest rate swaps. The total amount of the 2016 settled interest rate swaps was $54.0 million, with approximately 60 percent of this total being allocated to Washington.
If recovery of the 2016 settled interest rate swap payments is not approved by the WUTC, this could change our current conclusion that settlement payments related to the 2017 settled interest rate swaps and the unsettled interest rate swaps are probable of recovery through rates. If we concluded that recovery of these swap related payments were no longer probable, we may be required to derecognize the related regulatory assets and liabilities and we could be required to recognize significant changes in fair value or settlements of these interest rate swap derivatives on a regular basis in the Consolidated Statements of Income, which could lead to significant fluctuations in net income.
See "Regulatory Matters – Washington General Rate Cases" for further discussion of this matter.
Pension Plans and Other Postretirement Benefit Plans, discussed in further detail below.

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AVISTA CORPORATION

Contingencies, related to unresolved regulatory, legal and tax issues as to which there is inherent uncertainty for the ultimate outcome of the respective matter. We accrue a loss contingency if it is probable that an asset is impaired or a liability has been incurred and the amount of the loss or impairment can be reasonably estimated. We also disclose losses that do not meet these conditions for accrual, if there is a reasonable possibility that a potential loss may be incurred. For all material contingencies, we have made a judgment as to the probability of a loss occurring and as to whether or not the amount of the loss can be reasonably estimated. However, no assurance can be given as to the ultimate outcome of any particular contingency. See "Notes 1 and 22 of the Notes to Consolidated Financial Statements" for further discussion of our commitments and contingencies.




Contingencies, related to unresolved regulatory, legal and tax issues for which there is inherent uncertainty for the ultimate outcome of the respective matter. We accrue a loss contingency if it is probable that an asset is impaired or a liability has been incurred and the amount of the loss or impairment can be reasonably estimated. We also disclose losses that do not meet these conditions for accrual, if there is a reasonable possibility that a potential loss may be incurred. For all material contingencies, we have made a judgment as to the probability of a loss occurring and as to whether or not the amount of the loss can be reasonably estimated. If the loss recognition criteria are met, liabilities are accrued or assets are reduced. However, no assurance can be given to the ultimate outcome of any particular contingency. See "Notes 1 and 19 of the Notes to Consolidated Financial Statements" for further discussion of our commitments and contingencies.

Pension Plans and Other Postretirement Benefit Plans - Avista Utilities

We have a defined benefit pension plan covering substantially all regular full-time employees at Avista Utilities that were hired prior to January 1, 2014. For substantially all regular non-union full-time employees at Avista Utilities who were hired on or after January 1, 2014, a defined contribution 401(k) plan replaced the defined benefit pension plan.

Union employees hired on or after January 1, 2014 are still covered under the defined benefit pension plan.

The Finance Committee of the Board of Directors approves investment policies, objectives and strategies that seek an appropriate return for the pension plan and it reviews and approves changes to the investment and funding policies.

We have contracted with an independent investment consultant who is responsible for monitoring the individual investment managers. The investment managers’ performance and related individual fund performance is reviewed at least quarterly by an internal benefits committee and by the Finance Committee to monitor compliance with our established investment policy objectives and strategies.

Our pension plan assets are invested in debt securities and mutual funds, trusts and partnerships that hold marketable debt and equity securities, real estate and absolute return funds. In seeking to obtain a return that aligns with the funded status of the pension plan, the investment consultant recommends allocation percentages by asset classes. These recommendations are reviewed by the internal benefits committee, which then recommends their adoption by the Finance Committee. The Finance Committee has established target investment allocation percentages by asset classes and also investment ranges for each asset class. The target investment allocation percentages are typically the midpoint of the established range. See “Note 1011 of the Notes to Consolidated Financial Statements” for the target investment allocation percentages.

We also have a Supplemental Executive Retirement Plan (SERP) that provides additional pension benefits to certain executive officers and others whose benefits under the pension plan are reduced due to the application of Section 415 of the Internal Revenue Code of 1986 and the deferral of salary under deferred compensation plans.

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AVISTA CORPORATION

Pension costs (including the SERP) were $26.5$22.3 million for 2017, $26.82020, $26.9 million for 20162019 and $27.1$22.8 million for 2015.2018. Of our pension costs (excluding the SERP), approximately 60 percent are expensed and 40 percent are capitalized consistent with labor charges. The costs related to the SERP are expensed. Our costs for the pension plan are determined in part by actuarial formulas that are dependent upon numerous factors resulting from actual plan experience and assumptions of future experience.

Pension costs are affected by among other things:

employee demographics (including age, compensation and length of service by employees),

employee demographics (including age, compensation and length of service by employees),

the amount of cash contributions we make to the pension plan,

the amount of cash contributions we make to

the actual return on pension plan assets,

the actual

expected return on pension plan assets,

expected return on pension plan assets,

discount rate used in determining the projected benefit obligation and pension costs,

discount rate used in determining the projected benefit obligation and pension costs,

assumed rate of increase in employee compensation,

assumed rate of increase in employee compensation,

life expectancy of participants and other beneficiaries, and

life expectancy of participants and other beneficiaries, and

expected method of payment (lump sum or annuity) of pension benefits.

expected method of payment (lump sum or annuity) of pension benefits.
Any

In accordance with accounting standards, changes in pension plan obligations associated with these factors may not be immediately recognized as pension costs in our Consolidated StatementStatements of Income, but we generally recognize the change in future years over the remaining average service period of pension plan participants. As such, our costs recorded in any period may not reflect the actual level of cash benefits provided to pension plan participants.


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AVISTA CORPORATION



We revise the key assumption of the discount rate each year. In selecting a discount rate, we consider yield rates at the end of the year for highly rated corporate bond portfolios with cash flows from interest and maturities similar to that of the expected payout of pension benefits.

The expected long-term rate of return on plan assets is reset or confirmed annually based on past performance and economic forecasts for the types of investments held by our plan.

The following chart reflects the assumptions used each year for the pension discount rate (exclusive of the SERP), the expected long-term return on plan assets and the actual return on plan assets and their impacts to the pension plan associated with the change in assumption (dollars in millions):

 

 

2020

 

 

2019

 

 

2018

 

Discount rate (exclusive of SERP)

 

 

 

 

 

 

 

 

 

 

 

 

Pension discount rate

 

 

3.25

%

 

 

3.85

%

 

 

4.31

%

Increase/(decrease) to projected benefit obligation

 

$

62.6

 

 

$

41.7

 

 

$

(54.7

)

Return on plan assets (a)

 

 

 

 

 

 

 

 

 

 

 

 

Expected long-term return on plan assets

 

 

5.50

%

 

 

5.90

%

 

 

5.50

%

Increase/(decrease) to pension costs

 

$

2.5

 

 

$

(2.2

)

 

$

2.2

 

Actual return on plan assets, net of fees

 

 

15.20

%

 

 

20.40

%

 

 

(7.00

)%

Actual gain/(loss) on plan assets

 

$

96.6

 

 

$

109.9

 

 

$

(41.0

)

(a)

The SERP has no plan assets. The plan assets in this disclosure are for the pension plan only.

 2017 2016 2015
Discount rate     
Pension discount rate (exclusive of SERP)3.71% 4.26% 4.58 %
Increase/(decrease) to projected benefit obligation (exclusive of SERP)$49.2
 $27.7
 $(31.0)
Return on plan assets     
Expected long-term return on plan assets5.87% 5.40% 5.30 %
Increase/(decrease) to pension costs$(2.5) $(0.5) $6.9
Actual return on plan assets, net of fees15.60% 8.10% (0.80)%
Actual gain/(loss) on plan assets$82.5
 $43.2
 $(4.3)

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AVISTA CORPORATION

The following chart reflects the sensitivities associated with a change in certain actuarial assumptions by the indicated percentage (dollars in millions):

Actuarial Assumption

 

Change in

Assumption

 

 

Effect on Projected

Benefit Obligation

 

 

Effect on

Pension Cost

 

Expected long-term return on plan assets

 

 

(0.5

)%

 

$

 

*

$

3.2

 

Expected long-term return on plan assets

 

 

0.5

%

 

 

 

*

 

(3.2

)

Discount rate

 

 

(0.5

)%

 

 

59.6

 

 

 

4.6

 

Discount rate

 

 

0.5

%

 

 

(52.8

)

 

 

(4.1

)

Actuarial Assumption
Change in
Assumption
 
Effect on Projected
Benefit Obligation
 
Effect on
Pension Cost
Expected long-term return on plan assets(0.5)% $
$2.7
Expected long-term return on plan assets0.5 % 
(2.7)
Discount rate(0.5)% 50.6
  4.4
Discount rate0.5 % (44.9) (3.9)

 *Changes in the expected return on plan assets would not affect our projected benefit obligation.

*Changes in the expected return on plan assets would not affect our projected benefit obligation.

We provide certain health care and life insurance benefits for substantially all of our retired employees. We accrue the estimated cost of postretirement benefit obligations during the years that employees provide service. Assumed health care cost trend rates have a significant effect on the amounts reported for our postretirement plans. A one-percentage-point increase in the assumed health care cost trend rate for each year would increase our accumulated postretirement benefit obligation as of December 31, 2017 by $6.6 million and the service and interest cost by $0.8 million. A one-percentage-point decrease in the assumed health care cost trend rate for each year would decrease our accumulated postretirement benefit obligation as of December 31, 2017 by $5.2 million and the service and interest cost by $0.6 million.

Liquidity and Capital Resources

Overall Liquidity

Avista Corp.'s consolidated operating cash flows are primarily derived from the operations of Avista Utilities. The primary source of operating cash flows for Avista Utilities is revenues from sales of electricity and natural gas. Significant uses of cash flows from Avista Utilities include the purchase of power, fuel and natural gas, and payment of other operating expenses, taxes and interest, with any excess being available for other corporate uses such as capital expenditures and dividends.

We design operating and capital budgets to control operating costs and to direct capital expenditures to choices that support immediate and long-term strategies, particularly for our regulated utility operations. In addition to operating expenses, we have continuing commitments for capital expenditures for construction and improvement of utility facilities.

Our annual net cash flows from operating activities usually do not fully support the amount required for annual utility capital expenditures. As such, from time-to-time, we need to access long-term capital markets in order to fund these needs as well as fund maturing debt. See further discussion at “Capital Resources.”


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AVISTA CORPORATION



We periodically file for rate adjustments for recovery of operating costs and capital investments and to seek the opportunity to earn reasonable returns as allowed by regulators.

Avista Utilities has regulatory mechanisms in place that provide for the deferral and recovery of the majority of power and natural gas supply costs. However, when power and natural gas costs exceed the levels currently recovered from retail customers, net cash flows are negatively affected. Factors that could cause purchased power and natural gas costs to exceed the levels currently recovered from our customers include, but are not limited to, higher prices in wholesale markets when we buy energy or an increased need to purchase power in the wholesale markets, and a lack of regulatory approval for higher authorized net power supply costs through general rate case decisions. Factors beyond our control that could result in an increased need to purchase power in the wholesale markets include, but are not limited to:

increases in demand (due to either weather or customer growth),

increases in demand (due to either weather or customer growth),

lower streamflows for hydroelectric generation,

low availability of streamflows for hydroelectric generation,

unplanned outages at generating facilities, and

unplanned outages at generating facilities, and

failure of third parties to deliver on energy or capacity contracts.

failure of third parties to deliver on energy or capacity contracts.

In addition to the above, Avista Utilities enters into derivative instruments to hedge our exposure to certain risks, including fluctuations in commodity market prices, foreign exchange rates and interest rates (for purposes of issuing long-term debt in the future). These derivative instruments often require collateral (in the form of cash or letters of credit) or other credit enhancements, or reductions or terminations of a portion of the contract through cash settlement, in the event of a downgrade in the Company's credit ratings or changes in market prices. In periods of price volatility, the level of exposure can change

57


AVISTA CORPORATION

significantly. As a result, sudden and significant demands may be made against the Company's credit facilities and cash. See “Enterprise Risk Management – Demands for Collateral”Credit Risk Liquidity Considerations” below.

We monitor the potential liquidity impacts of changes to energy commodity prices and other increased operating costs for our utility operations. We believe that we have adequate liquidity to meet such potential needs through our committed lines of credit.

As of December 31, 2017,2020, we had $260.6$270.4 million of available liquidity under the Avista Corp. committed line of credit and $25.0$24.0 million under the AEL&P committed line of credit. With our $400.0$400.0 million credit facility that expires in April 20212022 and AEL&P's $25.0 million credit facility that expires in November 2019,2024, we believe that we have adequate liquidity to meet our needs for the next 12 months.

Review of Consolidated Cash Flow Statement

Overall
During 2017, cash flows from operating activities were $410.3 million, proceeds from the issuance of long-term debt were $90.0 million and we received $56.4 million from the issuance of common stock. Cash requirements included utility capital expenditures of $412.3 million, the repayment of borrowings under our committed line of credit of $15.0 million, dividends of $92.5 million and net cash paid for the settlement of interest rate swap derivatives of $8.8 million.
2017

2020 compared to 2016

2019

Consolidated Operating Activities

Net cash provided by operating activities was $410.3$331.0 million for 20172020 compared to $358.3 million for 2016. The increase in net cash provided by operating activities was due in part to income tax refund claims in 2017 related to 2014 and 2015 tax years to utilize net operating losses and investment tax credits. We received an income tax refund of approximately $41.7 million during the fourth quarter of 2017 compared to an increase in income tax receivables of $33.9 million in 2016. In addition, during 2017 our net payments for the settlement of outstanding interest rate swaps decreased by $45.1 million, from $54.0 million in 2016 to $8.8$398.2 million for 2017.

The increases above were partially offset by an increase in pension contributions from $12.0 million in 2016 to $22.0 million in 2017 and an increase in collateral posted for derivative instruments of $22.4 million in 2017, compared to a decrease in collateral posted of $10.7 million in 2016. The increase in collateral posted during 2017 was due to a decrease in the fair value of energy commodity derivatives which required additional collateral. In addition, most of our energy commodity derivatives are transacted on clearinghouse exchanges, which require initial margin collateral and additional cash collateral when derivatives are in liability positions.

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AVISTA CORPORATION



Consolidated Investing Activities
Net cash used in investing activities was $434.1 million for 2017, an increase compared to $432.5 million for 2016. During 2017, we paid $412.3 million for utility capital expenditures, compared to $406.6 million for 2016. In addition, during 2017, our subsidiaries disbursed net cash of $15.5 million for notes receivable to third parties, equity investments and property investments, compared to $18.2 million in 2016.
Consolidated Financing Activities
Net cash provided by financing activities was $31.5 million for 2017 compared to net cash provided of $72.2 million for 2016. In 2017 we had the following significant transactions:
issuance and sale of $90.0 million of Avista Corp. first mortgage bonds in December 2017, the proceeds of which were used to pay down a portion of our committed line of credit,
payment of $3.3 million for the maturity of long-term debt,
increase in cash dividends paid to $92.5 million (or $1.43 per share) for 2017 from $87.2 million (or $1.37 per share) for 2016,
$15.0 million net decrease in the balance of our committed line of credit, and
issuance of $56.4 million of common stock (net of issuance costs).
2016 compared to 2015
Consolidated Operating Activities
Net cash provided by operating activities was $358.3 million for 2016 compared to $375.6 million for 2015.2019. The decrease in net cash provided by operating activities was primarily relatedrelates to a termination fee of $103.0 million (less transaction costs and income taxes of $19.7 million and $15.7 million, respectively) received in 2019 upon the cashtermination of the proposed Hydro One transaction. For further information, see "Note 25 of the Notes to Consolidated Financial Statements.” In addition, the settlement of interest rate swap derivativesswaps decreased operating cash flows as we paid a net amount of $33.5 million during 2020 compared to $13.3 million paid during 2019. As compared to 2019, certain net current assets and liabilities decreased cash flow by $96.0 million, mostly due to an increase in income taxes receivable related to the third quarter of 2016 totaling $54.0 million. The interest rate swap derivatives were settled in connection withCARES Act and a Strategic Tax Review by the pricing of first mortgage bonds that were issued in December 2016.Company. In addition, our accounts receivable balances increased during 2016 (which reduces operating cash flow), due to higher sales during the fourth quarter of 2016 due to colder weather as compared to the fourth quarter of 2015 and due to the timing of collections.
There was a decrease inflow for collateral posted for derivative instruments in 2016 (primarilydecreased due to an increasesettlement of interest rate swaps in 2020.

The decreases above, were partially offset by power and natural gas deferrals which decreased during 2020 due to lower natural gas prices during the fair valueyear (which decreased cash flows by $9.9 million as compared to a decrease to operating cash flows of outstanding energy commodity derivatives, which required less collateral)$45.9 million in 2019). In addition, provision for deferred income taxes increased during 2020 (increased cash flows by $44.9 million as compared to an increase in collateral posted during 2015.

Pension contributions were $12.0 million for both 2016 and 2015.
Netto operating cash received from income tax refunds increased to $13.5 million for 2016 compared to $10.0 million for 2015. In addition, the income tax receivable increased $33.9flows of $15.1 million in 2016. We were in a refund position as of December 31, 2016 with regards to income taxes because the Company generated a net operating loss for tax purposes in 2016 primarily due to bonus depreciation on utility plant placed in service during the year and the settlement of interest rate swaps. The Company carried back the net operating loss against prior year tax returns and fully utilized the net operating loss through the carryback. Additionally, the Company generated $19.4 million of federal investment income tax credits in 2016; $9.6 million of which was carried back against a prior tax return with the remaining $9.8 million to be carried forward to future federal tax periods.
The provision for deferred income taxes was $124.5 million for 2016, compared to $51.8 million for 2015. The change in the provision for deferred income taxes was primarily related to deferred taxes on property, plant and equipment, investment tax credits associated with our capital projects, deferred taxes on the decoupling regulatory assets and deferred taxes on interest rate swap derivatives.
2019).

Consolidated Investing Activities

Net cash used in investing activities was $432.5$410.7 million for 2016, an increase2020, a decrease compared to $387.8$445.5 million for 2015.2019. During 2016,2020, we paid $406.6$404.3 million for utility capital expenditures, compared to $393.4$442.5 million for 2015.2019. In addition, during 2016, our subsidiaries disbursed $10.1 million for notes receivable to third parties and received $5.0 million in repayments on these notes receivable. Our subsidiaries also made $7.8 million in investments and purchased buildings and other property as investments for $5.3 million.

During 2015,2020, we received cash proceeds (related to the settlement of the escrow accounts) of $13.9 million from the sale of Ecova.

66


cash sold and amounts held in escrow) of $6.8 million. The decreases to cash used in investing activities were partially offset by the sale of METALfx in 2019, in which we received $16.5 million of proceeds. For further information, see "Note 26 of the Notes to Consolidated Financial Statements."

Consolidated Financing Activities

Net cash provided by financing activities was $72.2$84.0 million for 20162020 compared to net cash provided of $0.5$42.5 million for 2015.2019. The increase in financing cash flows was primarily the result of changes in short-term borrowings of $21.4 million compared to 2019. In 2016 we hadaddition, there was a decrease in maturing long-term debt and finance leases of $37.9 million compared to 2019. The above increases were partially offset by a decrease in proceeds from the following significant transactions:

borrowing of $70.0 million pursuant to a term loan agreement in August, which was used to repay a portion of the $90.0 million in first mortgage bonds that matured in August 2016,
issuance and sale of $175.0 million of Avista Corp. first mortgage bonds in December 2016, the proceeds of which were used to repay the $70.0 million term loan, with the remainder being used to pay down a portion of our committed line of credit,
payment of $163.2 million for the maturity of long-term debt (including the $70.0of $15.0 million term loan),
increase in cash dividends paidcompared to $87.2 million (or $1.37 per share) for 2016 from $82.4 million (or $1.32 per share) for 2015,
$15.0 million net increase in the balance of our committed line of credit, and
issuance of $67.0 million of common stock (net of issuance costs).
In 2015 we had the following significant transactions:
issuance and sale of $100.0 million of Avista Corp. first mortgage bonds in December 2015,
payment of $2.9 million for the maturity of long-term debt,
cash dividends paid were $82.4 million (or $1.32 per share) for 2015,
issuance of $1.6 million of common stock (net of issuance costs), and
repurchase of $2.9 million of our common stock.
2019.

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AVISTA CORPORATION

Capital Resources

Capital Structure

Our consolidated capital structure, including the current portion of long-term debt and short-term borrowings, and excluding noncontrolling interests, consisted of the following as of December 31, 20172020 and 20162019 (dollars in thousands):

 

 

December 31, 2020

 

 

December 31, 2019

 

 

 

Amount

 

 

Percent

of total

 

 

Amount

 

 

Percent

of total

 

Current portion of long-term debt and leases

 

$

7,184

 

 

 

0.2

%

 

$

58,928

 

 

 

1.4

%

Short-term borrowings

 

 

203,000

 

 

 

4.6

%

 

 

185,800

 

 

 

4.5

%

Long-term debt to affiliated trusts

 

 

51,547

 

 

 

1.2

%

 

 

51,547

 

 

 

1.2

%

Long-term debt and leases

 

 

2,125,065

 

 

 

48.0

%

 

 

1,961,083

 

 

 

46.7

%

Total debt

 

 

2,386,796

 

 

 

54.0

%

 

 

2,257,358

 

 

 

53.8

%

Total Avista Corporation shareholders’ equity

 

 

2,029,726

 

 

 

46.0

%

 

 

1,939,284

 

 

 

46.2

%

Total

 

$

4,416,522

 

 

 

100.0

%

 

$

4,196,642

 

 

 

100.0

%

 December 31, 2017 December 31, 2016
 Amount 
Percent
of total
 Amount 
Percent
of total
Current portion of long-term debt and capital leases$277,438
 7.6% $3,287
 0.1%
Short-term borrowings105,398
 2.9% 120,000
 3.4%
Long-term debt to affiliated trusts51,547
 1.4% 51,547
 1.5%
Long-term debt and capital leases1,491,799
 40.8% 1,678,717
 47.9%
Total debt1,926,182
 52.7% 1,853,551
 52.9%
Total Avista Corporation shareholders’ equity1,729,828
 47.3% 1,648,727
 47.1%
Total$3,656,010
 100.0% $3,502,278
 100.0%

Our shareholders’ equity increased $81.1$90.4 million during 20172020 primarily due to net income and the issuance of common stock, and stock compensation net of minimum tax withholdings, partially offset by dividends.

We need to finance capital expenditures and acquire additional funds for operations from time to time. The cash requirements needed to service our indebtedness, both short-term and long-term, reduce the amount of cash flow available to fund capital expenditures, purchased power, fuel and natural gas costs, dividends and other requirements.

Committed Lines of Credit

Avista Corp. has a committed line of credit with various financial institutions in the total amount of $400.0 million that expires in April 2021.2022. As of December 31, 2017, we had $260.62020, there was $270.4 million of available liquidity under this line of credit.

The Avista Corp. credit facility contains customary covenants and default provisions, including a covenant which does not permit our ratio of “consolidated total debt” to “consolidated total capitalization” to be greater than 65 percent at any time. As of December 31, 2017,2020, we were in compliance with this covenant with a ratio of 52.754.0 percent.

Balances outstanding and interest rates on borrowings (excluding letters of credit) under Avista Corp.'s committed line of credit were as follows as of and for the year ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Balance outstanding at end of year

 

$

102,000

 

 

$

182,300

 

Letters of credit outstanding at end of year

 

$

27,618

 

 

$

21,473

 

Maximum balance outstanding during the year

 

$

310,000

 

 

$

221,000

 

Average balance outstanding during the year

 

$

138,890

 

 

$

148,616

 

Average interest rate during the year

 

 

1.59

%

 

 

3.05

%

Average interest rate at end of year

 

 

1.22

%

 

 

2.64

%

In November of 2019, AEL&P has arenewed its $25.0 million committed line of credit that expireswith a new expiration date in November 2019.2024. As of December 31, 2017,2020, there were no borrowings or letterswas $24.0 million of credit outstandingavailable liquidity under this credit facility.

line of credit.

The AEL&P credit facility contains customary covenants and default provisions including a covenant which does not permit the ratio of “consolidated total debt at AEL&P” to “consolidated total capitalization at AEL&P,” (including the impact of the


67


AVISTA CORPORATION



Snettisham obligation) to be greater than 67.5 percent at any time. As of December 31, 2017,2020, AEL&P was in compliance with this covenant with a ratio of 53.753.0 percent.
Balances outstanding and interest rates of borrowings (excluding letters of credit) under Avista Corp.'s committed line of credit were as follows as of and for the year ended December 31 (dollars in thousands):
 2017 2016 2015
Balance outstanding at end of year$105,000
 $120,000
 $105,000
Letters of credit outstanding at end of year$34,420
 $34,353
 $44,595
Maximum balance outstanding during the year$254,500
 $280,000
 $180,000
Average balance outstanding during the year$133,027
 $171,090
 $95,573
Average interest rate during the year1.88% 1.26% 0.98%
Average interest rate at end of year2.26% 1.50% 1.18%

As of December 31, 2017,2020, Avista Corp. and its subsidiaries were in compliance with all of the covenants of their financing agreements, and none of Avista Corp.'s subsidiaries constituted a “significant subsidiary” as defined in Avista Corp.'s committed line of credit.

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AVISTA CORPORATION

In April 2020, we entered into a $100.0 million credit agreement with an expiration date of April 2021. We borrowed the entire $100.0 million available under this agreement. In April 2021, we intend to pay the full amount outstanding with a draw on our committed line of credit. See "Note 15 of the Notes to Consolidated Financial Statements."

Long-Term Debt Borrowings

In December 2017,September 2020, we issued and sold $90.0$165.0 million of 3.913.07 percent first mortgage bonds due in 20472050 pursuant to a bond purchase agreement with institutional investors in the private placement market. The total net proceeds from the sale of the bonds were used to repay maturing long-term debt of $52.0 million and repay a portion of the outstanding balance under our $400.0 million committed line of credit. In connection with the pricing of the first mortgage bonds the Companyin June 2020, we cash-settled fiveseven interest rate swap derivatives (notional aggregate amount of $60.0$70.0 million) and paid a net amount of $8.8 million, which will be amortized as a component of interest expense over the life of the debt.$33.5 million. The effective interest rate of the first mortgage bonds is 4.554.32 percent, including the effects of the settled interest rate swap derivatives and issuance costs. We used the proceeds, less issuance costs, to repay a portion of the borrowings outstanding under our $400.0 million committed line of credit.

Equity Issuances

In March 2016, we entered into four separate

We issued equity in 2020 for total net proceeds of $72.2 million. Most of these issuances came through our sales agency agreements under which Avista Corp.’sthe sales agents may offer and sell up to 3.8 million new shares of Avista Corp.'sour common stock no par value, from time to time. The sales agency agreements expire on February 29, 2020. ThroughWe have board and regulatory authority to issue a maximum of 3.2 million shares, of which 1.3 million remain unissued as of December 31, 2017, 2.72020. In 2020, 1.9 million shares were issued under these agreements resulting in total net proceeds of $120.0 million, leaving 1.1 million shares remaining to be issued.

Other Transactions
During 2017, we filed income tax refund claims related to 2014 and 2015 to utilize net operating losses and investment tax credits and we received an income tax refund of approximately $41.7 million during the fourth quarter of 2017.
2018$70.6 million.

2021 Liquidity Expectations

During 2018,2021, we expect to issue approximately $375.0$120.0 million of long-term debt and up to $85.0$75.0 million of equity in order to refinance maturing long-term debt and fund planned capital expenditures, fund the impacts of the federal income tax law changes and maintain an appropriate capital structure. The $85.0 million of equity in 2018 may come through the sale of shares through our sales agency agreements or from an equity contribution from Hydro One upon consummation of the acquisition or from a combination of those sources.

expenditures.

After considering the expected issuances of long-term debt and equity during 2018,2021, we expect net cash flows from operating activities, together with cash available under our committed line of credit agreements, to provide adequate resources to fund capital expenditures, dividends, and other contractual commitments.

2018 and Forward Operating Cash Flows
Due to federal income tax law changes, we expect our operating cash flows will be negatively impacted going forward primarily due to the loss of the bonus depreciation tax deduction and from the timing of the return of excess deferred taxes to customers. As a result, we may need to raise additional capital.

Limitations on Issuances of Preferred Stock and First Mortgage Bonds

We are restricted under our Restated Articles of Incorporation, as amended, as to the additional preferred stock we can issue. As of December 31, 2017,2020, we could issue $1.3$2.8 billion of additional preferred stock at an assumed dividend rate of 6.0 percent.4.8 percent. We are not planning to issue preferred stock.


68


AVISTA CORPORATION



Under the Avista Corp. and the AEL&P Mortgages and Deeds of Trust securing Avista Corp.'s and AEL&P's first mortgage bonds (including Secured Medium-Term Notes), respectively, each entity may issue additional first mortgage bonds in an aggregate principal amount equal to the sum of:

66-2/3 percent of the cost or fair value (whichever is lower) of property additions of that entity which have not previously been made the basis of any application under that entity's Mortgage, or

66-2/3 percent of the cost or fair value (whichever is lower) of property additions

an equal principal amount of retired first mortgage bonds of that entity which have not previously been made the basis of any application under that entity's Mortgage, or

an equal principal amount of retired first mortgage bonds of that entity which have not previously been made the basis of any application under that entity's Mortgage, or

deposit of cash.

deposit of cash.

However, Avista Corp. and AEL&P may not individually issue any additional first mortgage bonds (with certain exceptions in the case of bonds issued on the basis of retired bonds) unless the particular entity issuing the bonds has “net earnings” (as defined in the respective Mortgages) for any period of 12 consecutive calendar months out of the preceding 18 calendar months that were at least twice the annual interest requirements on that entity's mortgage securities at the time outstanding, including the first mortgage bonds to be issued, and on all indebtedness of prior rank. As of December 31, 2017,2020, property additions and retired bonds would have allowed, and the net earnings test would not have prohibited, the issuance of $1.3$1.7 billion in aggregate principal amount of additional first mortgage bonds at Avista Corp. and $24.1$36.1 million at AEL&P. We believe that we have adequate capacity to issue first mortgage bonds to meet our financing needs over the next several years.

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AVISTA CORPORATION

Utility Capital Expenditures

We are making capital investments in generation, transmissionat our utilities to enhance service and distribution systems to preserve and enhance servicesystem reliability for our customers and replace aging infrastructure. The following table summarizes our actual and expected capital expenditures as of and for the year ended December 31, 20172020 (in thousands):

 

 

Avista Utilities

 

 

AEL&P

 

2020 Actual capital expenditures

 

 

 

 

 

 

 

 

Capital expenditures (per the Consolidated Statement of Cash Flows)

 

$

397,292

 

 

$

7,014

 

 

 

 

 

 

 

 

 

 

Expected total annual capital expenditures (by year)

 

 

 

 

 

 

 

 

2021

 

$

415,000

 

 

$

7,000

 

2022

 

 

405,000

 

 

 

20,000

 

2023

 

 

405,000

 

 

 

8,000

 

 Avista Utilities AEL&P
2017 Actual capital expenditures   
Capital expenditures (per the Consolidated Statement of Cash Flows) (1)$405,938
 $6,401
    
Expected total annual capital expenditures (by year)   
2018$405,000
 $7,000
2019405,000
 8,000
2020405,000
 7,000
(1)Actual annual capital expenditures per the Consolidated Statement of Cash Flows may differ from our expected annual accrual-basis capital expenditures due to the timing of cash payments, the capital expenditure amounts accrued in accounts payable at the end of each period and the inclusion of AFUDC in our expected amounts, but excluded from the cash flow amounts.

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AVISTA CORPORATION



The following graph shows Avista Utilities' expected capital budgetexpenditures for 2018:

For 2018, we changed our method of capital expenditure planning and tracking from breaking expenditures down2021 by functional area (i.e. generation, transmission, distribution, information technology) to the primary investment reason behind our capital expenditure decisions. This tracking better aligns with how capital expenditure decisions are made and how they are submitted for regulatory recovery to the various state commissions.
category (in millions):

These estimates of capital expenditures are subject to continuing review and adjustment. Actual capital expenditures may vary from our estimates due to factors such as changes in business conditions, construction schedules and environmental requirements.

Non-Regulated Investments and Capital Expenditures

We are making investments and capital expenditures at our other businesses including those related to economic development projects in our service territory that demonstrate the latest energy and environmental building innovations and house several local college degree programs. In addition, we are making investments in emerging technology companies and venture capital

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AVISTA CORPORATION

funds. The following table summarizes our actual and expected investments and capital expenditures at our other businesses as of and for the year ended December 31, 2020 (in thousands):

 

 

Other

 

2020 Actual investments and capital expenditures

 

 

 

 

Investments and capital expenditures (per the Consolidated Statement of Cash Flows)

 

$

11,635

 

 

 

 

 

 

Expected total annual investments and capital expenditures (by year)

 

 

 

 

2021

 

$

15,000

 

2022

 

 

12,000

 

2023

 

 

12,000

 

These estimates of investments and capital expenditures are subject to continuing review and adjustment. Actual expenditures may vary from our estimates due to factors such as changes in business conditions or strategic plans.

See “Contractual Obligations” for information regarding other material cash requirements for 2021 and thereafter.

Off-Balance Sheet Arrangements

As of December 31, 2017,2020, we had $34.4$27.6 million in letters of credit outstanding under our $400.0$400 million committed line of credit, compared to $34.4$21.5 million as of December 31, 2016.

2019.

Pension Plan

We contributed $22.0$22.0 million to the pension plan in 2017.2020. We expect to contribute a total of $110.0$150.0 million to the pension plan in the period 20182021 through 2022,2025, with an annual contribution of $42.0 million for 2021 and 2022 and $22.0 million over that period.

from 2023 to 2025.

The final determination of pension plan contributions for future periods is subject to multiple variables, most of which are beyond our control, including changes to the fair value of pension plan assets, changes in actuarial assumptions (in particular the discount rate used in determining the benefit obligation), or changes in federal legislation. We may change our pension plan contributions in the future depending on changes to any variables, including those listed above.

See "Note 1011 of the Notes to Consolidated Financial Statements" for additional information regarding the pension plan.

Credit Ratings

Our access to capital markets and our cost of capital are directly affected by our credit ratings. In addition, many of our contracts for the purchase and sale of energy commodities contain terms dependent upon our credit ratings. See “Enterprise Risk Management – Credit Risk Liquidity Considerations” and “Note 67 of the Notes to Consolidated Financial Statements.”


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AVISTA CORPORATION



The following table summarizes our credit ratings as of February 20, 2018:

23, 2021:

Standard & Poor’s (1)

Moody’s (2)

Corporate/Issuer rating

BBB

Baa1

Baa2

Senior secured debt

A-

A2

A3

Senior unsecured debt

BBB

Baa1

Baa2

(1)

(1)

Standard & Poor’s lowest “investment grade” credit rating is BBB-.

(2)

(2)

Moody’s lowest “investment grade” credit rating is Baa3.

A security rating is not a recommendation to buy, sell or hold securities. Each security rating is subject to revision or withdrawal at any time by the assigning rating organization. Each security rating agency has its own methodology for assigning ratings, and, accordingly, each rating should be considered in the context of the applicable methodology, independent of all other ratings. The rating agencies provide ratings at the request of Avista Corp. and charge fees for their services.

On December 22, 2017, the TCJA was signed into law. Although it is unclear when or how capital markets, credit rating agencies, the FERC or state public utility commissions may respond to this legislation, we expect that certain financial metrics used by credit rating agencies to evaluate the Company will be negatively impacted as a result of the TCJA. Also, we expect that our future cash flows from operations will be negatively impacted going forward. Further, there may be other material adverse effects resulting from the legislation that we have not yet identified. This has resulted in Moody's placing our credit ratings on negative outlook and could result in Moody's taking further negative action or other credit rating agencies taking similar action. These actions by the credit rating agencies may make it more difficult and costly for us to issue future debt securities and could increase borrowing costs under our credit facilities. See "Executive Level Summary" and "Note 11 of the Notes to Consolidated Financial Statements" for additional information regarding the TCJA and its impacts to Avista Corp.

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AVISTA CORPORATION

Dividends

On February 2, 2018, Avista Corp.’s Board of Directors declared a quarterly dividend of $0.3725 per share on the Company’s common stock. This was an increase of $0.0150 per share, or 4.2 percent from the previous quarterly dividend of $0.3575 per share.

See "Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities" for a detailed discussion of our dividend policy and the factors which could limit the payment of dividends.

Contractual Obligations

The following table provides a summary of our future contractual obligations as of December 31, 20172020 (dollars in millions):

 2018 2019 2020 2021 2022 Thereafter
Avista Utilities:           
Long-term debt maturities$273
 $90
 $52
 $
 $250
 $964
Long-term debt to affiliated trusts
 
 
 
 
 52
Interest payments on long-term debt (1)74
 66
 62
 60
 50
 880
Short-term borrowings105
 
 
 
 
 
Energy purchase contracts (2)267
 247
 210
 181
 179
 1,243
Operating lease obligations (3)1
 
 
 
 
 2
Other obligations (4)32
 35
 34
 29
 34
 194
Information technology contracts (5)1
 1
 1
 
 
 
Pension plan funding (6)22
 22
 22
 22
 22
 
Unsettled interest rate swap derivatives (7)61
 (1) (1) 7
 
 
            
AEL&P total contractual obligations (8)15
 15
 15
 16
 16
 283
            
Other businesses (consolidated) total contractual obligations (9)8
 22
 4
 1
 
 4
Total contractual obligations$859
 $497
 $399
 $316
 $551
 $3,622

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2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Thereafter

 

Avista Utilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt maturities (including affiliated trusts)

$

 

 

$

250

 

 

$

14

 

 

$

 

 

$

 

 

$

1,722

 

Interest payments on long-term debt (1)

 

87

 

 

 

77

 

 

 

74

 

 

 

73

 

 

 

73

 

 

 

1,374

 

Short-term borrowings

 

202

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy purchase contracts (2)

 

250

 

 

 

230

 

 

 

216

 

 

 

193

 

 

 

190

 

 

 

1,091

 

Lease obligations (3)

 

5

 

 

 

5

 

 

 

5

 

 

 

5

 

 

 

5

 

 

 

97

 

Other operating and maintenance obligations (4)

 

34

 

 

 

31

 

 

 

32

 

 

 

36

 

 

 

34

 

 

 

209

 

Other obligations (5)

 

71

 

 

 

83

 

 

 

30

 

 

 

31

 

 

 

31

 

 

 

158

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AEL&P total contractual obligations (6)

 

16

 

 

 

16

 

 

 

16

 

 

 

16

 

 

 

16

 

 

 

242

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other businesses (consolidated) total contractual

       obligations (7)

 

15

 

 

 

6

 

 

 

6

 

 

 

20

 

 

 

2

 

 

 

 

Total contractual obligations

$

679

 

 

$

698

 

 

$

392

 

 

$

373

 

 

$

351

 

 

$

4,891

 

AVISTA CORPORATION



(1)

(1)

Represents our estimate of interest payments on long-term debt, which is calculated based on the assumption that all debt is outstanding until maturity. Interest on variable rate debt is calculated using the rate in effect at December 31, 2017.

2020.

(2)

(2)

Energy purchase contracts were entered into as part of the obligation to serve our retail electric and natural gas customers’ energy requirements. As a result, costs are generally recovered either through base retail rates or adjustments to retail rates as part of the power and natural gas cost deferral and recovery mechanisms.

(3)Includes the interest component See “Note 13 of the lease obligation.Notes to Consolidated Financial Statements” for further discussion.

(3)

Primarily relates to an operating lease with the State of Montana that expires in 2046. See "Note 5 of the Notes to Consolidated Financial Statements" for further discussion of this and our other leases.

(4)

Represents operationaloperating agreements, settlements and other contractual obligations for our generation, transmission and distribution facilities. These costs are generally recovered through base retail rates. See “Note 13 of the Notes to Consolidated Financial Statements” for further discussion.

(5)

(5)Includes information service contracts which

Our other obligations are recordedprimarily related to other operating expenses in the Consolidated Statements of Income.

(6)Represents our estimated cash contributions to our pension plans and other postretirement benefit plans and they average approximately $51 million for 2021 and 2022 and about $31 million thereafter through 2022.2030. We have only included pension and other postretirement funding through 2030 as we cannot reasonably estimate pension plan contributions beyond 2022 at this time and have excluded them from the table above.
(7)
Represents the net mark-to-market fair value of outstanding unsettled interest rate swap derivatives as of December 31, 2017. Negative values in the table above represent contractual amounts that are owed to Avista Corp. by the counterparties. The values in the table above will change each period depending on fluctuations in market interest rates and could become either assets or liabilities. Also, the amounts beyond that time period. This is consistent with the time period presented in "Note 11 of the tableNotes to Consolidated Financial Statements." This amount is above are not reflective of cash collateral of $35.0 million and letters of credit of $5.0 million that are already posted with counterparties against the outstanding interest rate swap derivatives.
our contractually obligated amount.

The remainder of our other obligations are related to the net mark-to-market fair value of outstanding unsettled interest rate swap derivatives as of December 31, 2020. The values will change each period depending on fluctuations in market interest rates and could become either assets or liabilities until the period of settlement. Also, the amounts in the table above are not reflective of cash collateral of $8.1 million that is already posted with counterparties against the outstanding interest rate swap derivatives. See “Note 7 of the Notes to Consolidated Financial Statements” for further discussion of our interest rate swaps.

(6)

(8)

Primarily relates to long-term debt and capitalfinance lease maturities and the related interest. AEL&P contractual commitmentscash requirements also include contractually required capital project funding and operating and maintenance costs associated with the Snettisham hydroelectric project. These costs are generally recovered through base retail rates.

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AVISTA CORPORATION

(7)

(9)

Primarily relates to operating lease commitments, venture fund commitments and a commitment to fund a limited liability company in exchange for equity ownership, made byat a subsidiary of Avista Capital. Also, there is a long-term debt maturity in 2024 and the related interest associated with AERC.

The above contractual obligations do not include income tax payments. Also, asset retirement obligations (ARO) are not included above and payments associated with these have historically been less than $1$2 million per year. There are approximately $17.5$17.2 million remaining asset retirement obligations as of December 31, 2017.

2020.

In addition to the contractual obligationscontractually obligated cash outflows disclosed above, we will incur additional operating costs and capital expenditures in future periods for which we are not contractually obligated as part of our normal business operations.

Competition

Our utility electric and natural gas distribution business has historically been recognized as a natural monopoly. In each regulatory jurisdiction, our rates for retail electric and natural gas services (other than specially negotiated retail rates for industrial or large commercial customers, which are subject to regulatory review and approval) are generally determined on a “cost of service” basis. Rates are designed to provide, after recovery of allowable operating expenses and capital investments, an opportunity for us to earn a reasonable return on investment as allowed by our regulators.

In retail markets, we compete with various rural electric cooperatives and public utility districts in and adjacent to our service territories in the provision of service to new electric customers. Alternative energy technologies, including customer-sited solar, wind or geothermal generation, or energy storage may also compete with us for sales to existing customers. While the risk is currently small in our service territory given the small numbers of customers utilizing these technologies, advancesAdvances in power generation, energy efficiency, energy storage and other alternative energy technologies could lead to more wide-spread usage of these technologies, thereby reducing customer demand for the energy supplied by us. This reduction in usage and demand would reduce our revenue and negatively impact our financial condition including possibly leading to our inability to fully recover our investments in generation, transmission and distribution assets. Similarly, our natural gas distribution operations compete with other energy sources including heating oil, propane and other fuels.

Certain natural gas customers could bypass our natural gas system, reducing both revenues and recovery of fixed costs. To reduce the potential for such bypass, we price natural gas services, including transportation contracts, competitively and have varying degrees of flexibility to price transportation and delivery rates by means of individual contracts. These individual contracts are subject to state regulatory review and approval. We have long-term transportation contracts with several of our largest industrial customers under which the customer acquires its own commodity while using our infrastructure for delivery. Such contracts reduce the risk of these customers bypassing our system in the foreseeable future and minimizes the impact on our earnings.


72


our customer interactions with us by tailoring our internal company initiatives to focus on choices for our customers to increase their overall satisfaction with the Company.

Also, non-utility businesses are developing new technologies and services to help energy consumers manage energy in new ways that may improve productivity and could alter demand for the energy we sell.

In wholesale markets, competition for available electric supply is influenced by the:

localized and system-wide demand for energy,

localized and system-wide demand for energy,

type, capacity, location and availability of generation resources, and

type, capacity, location and availability of generation resources,

variety and circumstances of market participants.

variety and circumstances of market participants.

These wholesale markets are regulated by the FERC, which requires electric utilities to:

transmit power and energy to or for wholesale purchasers and sellers,

transmit power and energy to or for wholesale purchasers and sellers,

enlarge or construct additional transmission capacity for the purpose of providing these services, and

64


AVISTA CORPORATION

enlarge or construct additional transmission capacity for the purpose of providing these services,

transparently price and offer transmission services without favor to any party, including the merchant functions of the utility.

transparently price and offer transmission services without favor to any party, including the merchant functions of the utility.

Participants in the wholesale energy markets include:

other utilities,

other utilities,

federal power marketing agencies,

federal power marketing agencies,

energy marketing and trading companies,

energy marketing and trading companies,

independent power producers,

independent power producers,

financial institutions, and

financial institutions, and

commodity brokers.

commodity brokers.

Economic Conditions and Utility Load Growth

The general economic data, on both national and local levels, contained in this section is based, in part, on independent government and industry publications, reports by market research firms or other independent sources. While we believe that these publications and other sources are reliable, we have not independently verified such data and can make no representation as to its accuracy.

Avista Utilities

We track multiple economic indicators affecting the three largest metropolitan statistical areas in our Avista Utilities service area: Spokane, Washington, Coeur d'Alene, Idaho, and Medford, Oregon.TheOregon. The key indicators are employment change and unemployment rates. On an annual basis, 20172020 showed positivenegative job growth and lowerwith higher unemployment rates in all three metropolitan areas. This reflects the impact of the COVID-19 induced recession that started in the first quarter of 2020. However, the unemployment rates in Spokane and Medford are still slightly above the national average. KeyOther leading indicators, such as initial unemployment claims and residential building permits, signal continueda return to growth over the next 12 months. Therefore, in 2018,Considering all relevant indicators, we expect economic growth in our service area in 2021 to be slightly stronger thanin-line with the U.S. as a whole.

Nonfarm

Due to the COVID-19 recession, nonfarm employment (seasonally adjusted) in our eastern Washington, northern Idaho, and southwestern Oregon metropolitan service areas exhibited moderate growth between 2016 and 2017.declined in 2020. In Spokane, Washington employment growth was 2.1declined 4.2 percent with gainslosses in all major sectors except professional and business services. Employment declined 3.8 percent in Coeur d'Alene, Idaho, reflecting losses all major sectors except manufacturing; trade, transportation, and utilities; information; financial services; and education and health. In Medford, Oregon, employment declined 4 percent, with losses in all major sectors except financial services. Employment increased by 1.7 percent in Coeur d'Alene, Idaho, reflecting gains in all major sectors except trade, transportation,activities and utilities; information; leisureeducation and hospitality; and otherhealth services. In Medford, Oregon, employment growth was 2.3 percent, with gains in all major sectors except mining and logging; other services; and government. U.S. nonfarm sector jobs grew by 1.5declined 5.7 percent over the same period.

Seasonally adjusted average

Changes in the unemployment rates went downrate in 2017 from2020 reflect the year earlier in Spokane, Coeur d'Alene, and Medford.impact of the COVID-19 recession. In Spokane the averageunemployment rate was 6.65.4 percent in 20162019 and declinedincreased to 5.59.2 percent in 2017;2020; in Coeur d'Alene the average rate wentincreased from 4.83.6 percent in 2019 to 3.9 percent;7.3 percent in 2020; and in Medford the average rate declinedincreased from 5.84.3 percent in 2019 to 8.4 percent in 2020. The U.S. unemployment rate increased from 3.7 in 2019 percent to 4.6 percent. The U.S. rate declined from 4.98.1 percent to 4.3 percent over the same period.

in 2020.

Alaska Electric Light and Power Company

Our AEL&P service area is centered in Juneau. Although Juneau is Alaska’s state capital, it is not a metropolitan statistical area. This means breadth and frequency of economic data is more limited. Therefore, the dates of Juneau's economic data may significantly lag the period of this filing.


73


AVISTA CORPORATION



The Quarterly Census of Employment and Wages for Juneau shows employment declined 1.810.5 percent between the first half of 20162019 and secondfirst half of 2017. The2020. There were employment decline was centeredlosses in government; construction; trade, transportation, and utilities; financial activities; and professional and business services; leisure and hospitality; and education and health services.all major sectors, except construction. Government (including active duty military personnel) accountsemployment declined 3.1 percent during this period; this sector accounted for approximately 37 percent of total employment.employment in 2019. Between 20162019 and 2017,2020, the non-seasonally adjusted unemployment rate increased from 4.4 percent to 4.66.9 percent.

65


AVISTA CORPORATION

Forecasted Customer and Load Growth

Based on our forecast for 20182021 through 20212024 for Avista Utilities' service area, we expect annual electric customer growth to average 1.11.0 percent, within a forecast range of 0.70.6 percent to 1.51.4 percent. We expect annual natural gas customer growth to average 1.51.2 percent, within a forecast range of 10.6 percent to 21.8 percent. We anticipate retail electric load growth to average 0.5 percent, within a forecast range of 0.2 percent and 0.8 percent. We expect natural gas load growth to average 1.31.1 percent, within a forecast range of 0.80.6 percent and 1.81.6 percent. The forecast ranges reflect (1) the inherent uncertainty associated with the economic assumptions on which forecasts are based and (2) the historic variability of natural gas customer and load growth.

In AEL&P's service area, we expect residential customer growth near 0 percent (no residential customer growth) for 2018 through 2021. We also expect no significant growth in residential, commercial and government customers overfor the same period.period 2021 through 2024. We anticipate average annual total load growth will be in a narrow range around 0.3 percent, with residential load growth averaging 0.6 percent and commercial growth near 0 percent (no load growth); and government growth near 0 percent.

The forward-looking statements set forth above regarding retail load growth are based, in part, upon purchased economic forecasts and publicly available population and demographic studies. The expectations regarding retail load growth are also based upon various assumptions, including:

assumptions relating to weather and economic and competitive conditions,

assumptions relating to weather and economic and competitive conditions,

internal analysis of company-specific data, such as energy consumption patterns,

internal analysis of company-specific data, such as energy consumption patterns,

internal business plans,

internal business plans,

an assumption that we will incur no material loss of retail customers due to self-generation or retail wheeling, and

an assumption that we will incur no material loss of retail customers due to self-generation or retail wheeling,

an assumption that demand for electricity and natural gas as a fuel for mobility will for now be immaterial.

an assumption that demand for electricity and natural gas as a fuel for mobility will for now be immaterial.

Changes in actual experience can vary significantly from our projections.

See also "Competition" above for a discussion of competitive factors that could affect our results of operations in the future.

Environmental Issues and Contingencies

We are subject to environmental regulation by federal, state and local authorities. The generation, transmission, distribution, service and storage facilities in which we have ownership interests are designedsubject to environmental laws relating to site conditions, air emissions, wastewater and operated in compliance with applicable environmental laws. Furthermore, westormwater discharges, waste handling, and other similar activities. We conduct periodic reviews and audits of pertinent facilities and operations to ensureenhance compliance and to respond to or anticipate emerging environmental issues. The Company's Board of Directors has established a committee to oversee environmental issues.

issues and to assess and manage environmental risk.

We monitor legislative and regulatory developments at alldifferent levels of government for environmental issues, particularly those with the potential to impact the operation and productivity of our generating plants and other assets.

Environmental laws and regulations may:

increase the operating costs of generating plants;
increase the lead time and capital costs for the construction of new generating plants;
require modification ofmay restrict or impact our existing generating plants;
business activities in many ways, including, but not limited to:

require existing generating plant operations to be curtailed or shut down;
reduce the amount of energy available from our generating plants;
restrict the types of generating plants that can be built or contracted with;
require construction of specific types of generation plants at higher cost; and
increase costs of distributing natural gas.

74


increase the operating costs of generating plants;

AVISTA CORPORATION

increase the lead time and capital costs for the construction of new generating plants;


require modification of our existing generating plants;


require existing generating plant operations to be curtailed or shut down;


reduce the amount of energy available from our generating plants;

restrict the types of generating plants that can be built or contracted with;

require construction of specific types of generation plants at higher cost; and

increase costs of distributing, or limit our ability to distribute, electricity and/or natural gas.

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AVISTA CORPORATION

Compliance with environmental laws and regulations could result in increases to capital expenditures and operating expenses. We intend to seek recovery of any such costs through the ratemaking process.

Clean Air Act (CAA)

The CAA createsEnergy Commitment

In April 2019, we announced a numbergoal to serve our customers with 100 percent clean electricity by 2045 and to have a carbon-neutral supply of requirementselectricity by the end of 2027. To help achieve our goals and add to our clean electricity portfolio, in the last three years, we have implemented three renewable energy projects on behalf of our customers: the Community Solar project (0.4 MW) in Spokane Valley, Washington (owned by Avista Corp.), the Solar Select project (28 MW) in Lind, Washington (PPA), and the Rattlesnake Flat Wind project (144 MW) in Adams County, Washington (PPA). These resources are in addition to our existing clean hydroelectric generation, biomass generation, and additional wind and solar projects.

To achieve our clean energy goals, we expect that energy storage and other technologies, which are either not currently available or are not cost-effective under a lowest reasonable cost regulatory standard, will advance such that it will allow us to meet our goals while also maintaining reliability and affordability for our thermal generating plants. The Colstrip Generating Station, Kettle Falls Generating Station and Rathdrum Combustion Turbine all require CAA Title V operating permits. The Boulder Park Generating Station, Northeast Combustion Turbine and a number of other operations require minor source permitscustomers. If the required technology is not available or simple source registration permits. We have secured these permits and operate to meet their requirements. These requirements can change over time as the CAA or applicable implementing regulations are amended and new permits are issued. We actively monitor legislative, regulatory and other program developments of the CAA that may impact our facilities.

Hazardous Air Pollutants (HAPs)
The EPA regulates hazardous air pollutants from a published list of industrial sources referred to as "source categories" which must meet control technology requirements if they emit one or more of the pollutants in significant quantities. In 2012, the EPA finalized the Mercury Air Toxic Standards (MATS) for the coal and oil-fired source category. At the time of issuance in 2012, we examined the existing emission control systems of Colstrip Units 3 & 4, the only units in which we are a minority owner, and concluded that the existing emission control systems should be sufficient to meet mercury limits. For the remaining portion of the rule that utilized Particulate Matter as a surrogate for air toxics (including metals and acid gases), the Colstrip owners continue to review stack testing data and expect that no additional emission control systems will be needed for Units 3 & 4 MATS compliance.
Regional Haze Program
The EPA set a national goal of eliminating man-made visibility degradation in Class I areas by the year 2064. States are expected to take actions to make “reasonable progress” through 10-year plans. In the case where a State opts out of implementing the Regional Haze program, the EPA may act directly. In September 2012, the EPA finalized the Regional Haze federal implementation plan (FIP) for Montana; however, in May 2015, the Ninth circuit remanded the FIP back to the EPA. Colstrip Units 3 & 4 are not currently affected in the FIP, but are being evaluated in the 5-year Reasonable Progress Report submitted by the Montana Department of Environmental Quality (MDEQ) in August 2017. We do not anticipate any material impacts on Units 3 & 4 as a result of this report.
Coal Ash Management/Disposal
In 2015, the EPA issued a final rule regarding coal combustion residuals (CCRs), also termed coal combustion byproducts or coal ash. Colstrip, of which we are a 15 percent owner of Units 3 & 4, produces this byproduct. The rule establishes technical requirements for CCR landfills and surface impoundments under Subtitle D of the Resource Conservation and Recovery Act, the nation's primary law for regulating solid waste. We, in conjunction with the other owners, developed a multi-year compliance plan to strategically address the new CCR requirements and existing state obligations while maintaining operational stability. Based on available information from the Colstrip operator, we review and update our asset retirement obligation (ARO) periodically. See "Note 9 of the Notes to Consolidated Financial Statements" for additional information regarding AROs.
In addition to an increase to our ARO, it is expected that there will be significant compliance costs at Colstripaffordable in the future, both operating and capital costs, due to a series of incremental infrastructure improvements which are separatewe may not meet our goals in the desired timeframe. Meeting our clean energy goals may also require accommodation from the ARO. We cannot reasonably estimate the future compliance costs; however, we will update our ARO and compliance cost estimates as data becomes available.
The actual asset retirement costs and future compliance costs related to the CCR rule requirements may vary substantially from the estimates used to record the ARO due to uncertainty about the compliance strategies that will be used and the nature of available data used to estimate costs, sucheconomic regulatory agencies insofar as the quantity of coal ash present at certain sitesCompany may need to acquire emission offsets to meet its goals. See the discussion in Item 1 under “Electric Resources” for more information on our existing clean electricity sources and the volume of fill that will be neededefforts to capachieve these goals.

Climate Change

Legal and cover certain impoundments. We will coordinate with the plant operators and continuepolicy changes responding to gather additional data in future periods to make decisions about compliance strategies and the timing of closure activities. As additional information becomes available, we will update the ARO and future nonretirement compliance costs for these changes in estimates, which could be material. We expect to seek recovery of increased costs related to complying with the CCR rule through customer rates.

Climate Change
Concernsconcerns about long-term global climate changes, and the potential impacts of such changes, could have a significant effect on our business. Some companies have been subject to shareholder resolutions requiring climate-change specific planning or actions, which could increase costs. Our operations could also be affected by changes in laws and regulations intended to mitigate the risk of, or alter, global climate

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AVISTA CORPORATION



changes, including restrictions on the operation of our power generation resources and obligations or limitations imposed on the sale of natural gas. Changing temperatures and precipitation, including snowpack conditions, affect the availability and timing of streamflows, which impact hydroelectric generation. Extreme weather events could increase fire risks, service interruptions, outages and maintenance costs. Changing temperatures could also increase or decrease customer demand.
Our Climate Policy

Avista has created four councils that are centered around its primary focus areas: our customers, our people, perform and invent. The Perform Council (anis an interdisciplinary team of management and other employees):employees of the Company which regularly meets to discuss, assess and manage current issues associated with the Company’s performance. A key area of focus for the Perform Council, is potential risks and opportunities associated with long-term global climate change. Among other things, the Perform Council:

facilitates internal and external communications regarding climate change and related issues,

facilitates internal and external communications regarding climate change issues,

analyzes policy effects, anticipates opportunities and evaluates strategies for the Company,

analyzes policy effects, anticipates opportunities and evaluates strategies for Avista Corp., and

develops recommendations on climate-related policy positions and action plans, and

provides direction and oversight with respect to the Company’s clean energy goals.

In addition to the Perform Council, issues concerning climate-related risk and the Company’s clean energy goals are reviewed and regularly discussed by the Board of Directors. The Board’s Environmental, Technology and Operations Committee regularly reviews and discusses environmental and climate related policy positionsrisks, and action plans.

Climate Change - advises the full Board on any critical or emerging risks and/or related policies. Likewise, the Audit Committee provides oversight of climate-related disclosures in the Company’s financial statements.

Federal Regulatory Actions

The

In June 2019, the EPA released the final rulesversion of the Affordable Clean Energy (ACE) rule, the replacement for the Clean Power Plan (Final CPP) and(CPP). The final ACE rule combined three distinct EPA actions:

First, EPA finalized the Carbon Pollution Standards (Final CPS) in August 2015.repeal of the CPP. The Final CPP and the Final CPS are both intended to reduce the carbon dioxide (CO2) emissions from certain coal-fired and natural gas electric generating units (EGUs). These rules were published in the Federal Register in October 2015 and were immediately challenged via lawsuits by other parties.

The Final CPP was promulgated pursuant to Section 111(d)comprised of the CAA and applies to CO2 emissions from existing EGUs. The Final CPP is intended to reduce national CO2 emissions by approximately 32 percent below 2005 levels by 2030. The Final CPS rule was issued pursuant to Section 111(b) of the CAA and applies to the emissions of new, modified and reconstructed EGUs. The two rules are the first rules ever adopted by the U.S. federal government to comprehensively control and reduce CO2 emissions from the power sector. The EPA also issued a proposed Federal Implementation Plan (Proposed FIP) for the Final CPP. The Final FIP that the EPA adopts could be imposed on statesthree “building blocks” identified by the EPA should a state decide not to develop its own plan.as follows:

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1.

Reducing COemissions by undertaking efficiency projects at affected coal-fired power plants (i.e., heat-rate improvements);

The Final CPP establishes individual state

2.

Reducing CO2 emissions by shifting electricity generation from affected power plants to lower-emitting power plants (e.g., natural gas plants); and

3.

Reducing CO2 emissions by shifting electricity generation from affected power plants to new renewable energy generation.

Notably, the second and third building blocks, responsible for the majority of projected emission reduction goals based uponreductions, were premised on “beyond the assumed potential for (1) heat rate improvements at coal-fired units, (2) increased utilization of natural gas-fired combined cycle plants, and (3) increased utilization of low or zero carbon emitting generation resources. As expressed in the final rule, states had until September 2016 to submit state compliance plans, with a potential for two-year extensions. A stay granted by the U.S. Supreme Court, and described below, pushed this date out pending the results of the case. Avista Corp. owns two EGUs that are subject to the Final CPP: its portion (15 percent of Units 3 & 4) of Colstrip in Montana and Coyote Springs 2 in Oregon. States may adopt rate-based or mass-based plans, and may choose to focus compliance on specific EGUs or adopt broaderfence” measures to reduce carbon emissions from this sector. The states in which Avista Utilities generates or delivers electricity, Washington, Idaho, Montana and Oregon, are at differing stages of evaluating options for developing state plans, which will define compliance approaches and obligations. Alaska was exempted in the Final CPP. The EPA may consider rulemaking in the future for Alaska and Hawaii, both states which lack regional grid connections.

In a separate but related rulemaking,emissions.

Second, the EPA finalized CO2 new source performance standards (NSPS) for new, modified and reconstructed fossil fuel-fired EGUs under the CAA section 111(b). These EGUs fall intoACE rule, which comprised the same two categories of sources regulated by the Final CPP: steam generating units (also known as “utility boilers and IGCC units”), which primarily burn coal, and stationary combustion turbines, which primarily burn natural gas.

Greenhouse gas (GHG) emission standards could result in significant compliance costs. Such standards could also preclude us from developing, operating or contracting with certain types of generating plants. Additionally, the Climate Action Plan requirements related to preparing the U.S. for the impacts of climate change could affect us and others in the industry as transmission system modifications to improve resiliency may be needed in order to meet those requirements.
The promulgated and proposed GHG rulemakings mentioned above have been legally challenged in multiple venues. On February 9, 2016, the U.S. Supreme Court granted a request for stay, halting implementationEPA’s determination of the Final CPP. On March 28, 2017,Best System of Emissions Reduction (BSER) for existing coal-fired power plants and procedures that would govern States’ promulgation of standards of performance for such plants within their borders. EPA set the Departmentfinal BSER as heat rate efficiency improvements based on a range of Justice filed“candidate technologies” that can be applied to a motion withplant's operating units and requires that each State determine which apply to each coal-fired unit based on consideration of remaining useful plant life. Contrary to the CPP, ACE relied solely on emission reductions from the specific source, or “inside the fence.”

Lastly, the ACE rule included implementing regulations for State plans.

In January 2021, the U.S. Court of Appeals for the District of Columbia Circuit (D.C. Circuit) requestingvacated the ACE Rule and remanded the record back to the EPA for further consideration consistent with its opinion, finding that the Court hold the cases challenging the Final CPP in abeyance while the EPA reviews the final rules applicable to existing, as well as to new, modified, and reconstructed electric generating units pursuant to an Executive Order issued by President Trump. The Executive Order also instructed the EPA to review the Final CPP rule. On April 28, 2017 the D.C. Circuit issued orders to hold the litigation regardingmisinterpreted the Clean Air Act §111(d) Clean Power Planwhen it determined that the language of Section 111 barred consideration of emissions reduction options that were not applied at the source. The Court also vacated the repeal of the CPP. The EPA will now act on remand, and it is unclear what next steps the EPA will take. Given the complex and uncertain legal record with respect to the CPP, and the §111(b) New Source Performance Standardsconfirmation testimony of the incoming EPA Administrator that the Court’s ruling was an opportunity for power plants in abeyance for a period of 60 days with status reports due from the EPA every 30 days. On October 16, 2017,to “take a clean slate” in this area, we expect new rulemaking in the EPA gave noticefuture.

Given the status of proposed rule-making to repeal the Final CPP. On December 28, 2017, the EPA published an Advanced Notice of Proposed Rulemaking seeking comments on the potential for a Final CPP replacement rule. Comment periods on both notices remain open. Given these ongoing developments,EPA’s rulemaking, we cannot fullyreasonably predict the timing, outcome or estimate the extentapplicability of these issues with respect to which our facilities may be impacted by these


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regulations at this time. We intend to seek recovery of costs related to compliance with these requirements through the ratemaking process.
Climate Change - StateAvista’s generation resources.

Washington Legislation and State Regulatory Activities

The states of Washington and Oregon have adopted non-binding targets to reduce GHG emissions. Both states enacted their targets with an expectation of reaching the targets through a combination of renewable energy standards, and assorted “complementary policies,” but no specific reductions are mandated.
Washington and Oregon apply a GHG emissions performance standard (EPS) to electric generation facilities used to serve retail loads in their jurisdictions, whether the facilities are located within those respective states or elsewhere. The EPS prevents utilities from constructing or purchasing generation facilities, or entering into power purchase agreements of five years or longer duration to purchase energy produced by plants that, in any case, have emission levels higher than 1,100 pounds of GHG per MWh. The Washington State Department of Commerce initiated a process to adopt a lower emissions performance standard in 2012, and is in the process of updating the standard, which is currently set at 970 pounds of GHG per MWh. We are engaging in the next process to revise the EPS, which began in 2017 and should conclude in 2018. In addition, citizens, local governments and states, particularly in Oregon and Washington, actively bring forth climate-related proposals that could impact our business and operations. We monitor and engage such activities as appropriate, and intend to seek recovery of costs related to new requirements resulting from such activities through the ratemaking process.
Washington
Actions

Energy Independence Act (EIA)

The EIA in Washington requires electric utilities with over 25,000 customers to acquire qualified renewable energy resources and/or renewable energy credits equal to 15 percent of the utility's total retail load in Washington in 2020. I-937The EIA also requires these utilities to meet biennial energy conservation targets beginning in 2012. The renewable energy standard increased from three percent in 2012 to nine percent in 2016 and will increase to 15 percent in 2020.targets. Failure to comply with renewable energy and efficiency standards could result in penalties of $50 per MWh or greater assessed against a utility for each MWh it is deficient in meeting a standard. We have met, and will continue to meet the requirements of the EIA through a variety of renewable energy generating means, including, but not limited to, some combination of hydroqualifying hydroelectric upgrades, wind, biomass and renewable energy credits. In 2012, the EIA was amended in such a way that our Kettle Falls GS and certain other biomass energy facilities, which commenced operation before March 31, 1999, are considered resources that may be used to meet the renewable energy standards.

Clean Air Rule

In September 2016, the Washington State Department of Ecology (Ecology) adopted the Clean Air Rule (CAR) to cap and reduce GHGgreenhouse gas (GHG) emissions across the State of Washington in pursuit of the State’s GHG goals, which were enacted in 2008 by the Washington State Legislature. The CAR applies to sources of annual GHG emissions in excess of 100,000 tons for the first compliance period of 2017 through 2019; this threshold incrementally decreases to 70,000 metric tons beginning in 2035. The rule affects stationary sources and transportation fuel suppliers, as well as natural gas distribution companies. Ecology hasoriginally identified approximately 30 entities that would be regulated under the CAR. Parties covered by the regulation mustwill be required to reduce emissions by 1.7 percent annually until 2035. Compliance can be demonstrated by achieving emission reductions and/or surrendering Emission Reduction Units (ERU), which are generated by parties that achieve reductions greater than required by the rule. Allowable ERUs can also take the form of renewable energy credits from renewable resources located in Washington, carbon emission offsets, and allowances acquired from an organized cap and trade market, such as thatthe one operating in California. In addition to the CAR's applicability to our burning of fuel as an electric utility, the CAR applieswould apply to us as a natural gas distribution

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company, for the emissions associated with the use of the natural gas we provide our customers who are not already covered under the regulation.

In September 2016, Avista Corp., Cascade Natural Gas Corp., NW Natural and Puget Sound Energy (PSE) (collectively, Petitioners) jointly filed an action in the U.S. District Court for the Eastern District of Washington challenging Ecology’s promulgated CAR. The four companies also filed litigation in Thurston County Superior Court.

The case in the U.S. District Court has been tolledstayed while the state court case proceeds.proceeded. On December 15, 2017, the Thurston County Superior Court issued a ruling invalidating the CAR. MotionsEcology subsequently appealed the ruling, and the Washington State Supreme Court accepted review. On January 16, 2020, the Washington State Supreme Court issued a decision holding that the CAR was invalid as to non-emitters, such as natural gas distributors, but could be enforced against direct emitters, such as natural gas generation plants. The Court has remanded the matter to Thurston County Superior Court, where claims previously raised before, but not addressed by, that court may be revised with respect to, among other issues, alleged procedural infirmities. At this time, we are pending in frontevaluating the potential impact of the Courtsurviving portion of the rule, if any, to our generation facilities, should their emissions exceed the rule’s compliance threshold. The rule is not intended to apply to the Kettle Falls Generating Station. We plan to seek recovery of any costs related to compliance with the surviving portion of the CAR through the ratemaking process.

Clean Energy Transformation Act

In 2019, the Washington State Legislature passed the CETA, which requires Washington utilities to eliminate the costs and benefits associated with coal-fired resources from their retail electric sales by December 31, 2025. This requirement would effectively prohibit sales of energy produced by coal-fired generation to Washington retail customers after December 31, 2025. In addition, CETA establishes the policy of Washington State that all retail sales of electricity to Washington customers must be carbon-neutral by January 1, 2030 and requires that each electric utility demonstrate compliance with this standard by using electricity from renewable and other non-emitting resources for 100 percent of the utility’s retail electric load over consecutive multi-year compliance periods; provided, however, that through December 31, 2044 the utility may satisfy up to 20 percent of this requirement with specified payments, credits and/or investments in qualifying energy transformation projects. The law has direct, specific impacts on Colstrip, which are unique to those owners of Colstrip who serve Washington customers. See “Colstrip” section for further details on the impacts of CETA on Colstrip. Our hydroelectric and biomass generation facilities can be used to comply with the CETA’s clean energy standards. CETA also effectuated changes to laws governing the WUTC. Several Washington agencies have established regulations under the CETA to guide implementation, and further rulemaking is ongoing. We intend to seek recovery of any costs associated with the clean energy legislation and regulations through the regulatory process.

Washington Policy Statement

In conjunction with the CETA, on January 31, 2020, the WUTC issued a policy statement concerning the treatment of used and useful plant in the context of rate filings, including in multi-year rate plans. The policy statement intends to achieve four goals:

ensure general consistency with longstanding ratemaking practices, principles, and standards;

maintain flexibility in ratemaking;

avoid overly prescriptive guidance; and

support streamlined processes.

Emissions Performance Standard

Washington also applies a GHG emissions performance standard to electric generation facilities used to serve retail loads in their jurisdictions, whether the facilities are located within its state or elsewhere. The emissions performance standard prevents utilities from constructing or purchasing generation facilities, or entering into power purchase agreements of five years or longer duration to purchase energy produced by plants that, in any case, have emission

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levels higher than 1,100 pounds of GHG per MWh. The Washington State Department of Commerce reviews the standard every five years. In September 2018, it is unknown if the Court’s ruling will be appealed.adopted a new standard of 925 pounds of GHG per MWh. We cannot fully predict the outcome of these matters at this time, but planintend to seek recovery of costs related to compliance with survivingongoing and new requirements through the ratemaking process.


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Colstrip 3 & 4 Considerations
In February 2014, the WUTC issued a letter finding that PSE’s 2013 Electric IRP meets the requirements of the Revised Code

GHG Reduction Targets

The State of Washington andhas adopted non-binding targets to reduce GHG emissions. The State enacted its targets with an expectation of reaching the Washington Administrative Code. The letter does not constitute approval of any aspect of the plan. In its letter, however, the WUTC expressed concern regarding the continued operation of the Colstrip plant as a resource to serve retail customers. Although the WUTC recognized that the results of the analyses presented by PSE “differed significantly between [Colstrip] Units 1 & 2 and Units 3 & 4,” the WUTC did not limit its concerns solely to Colstrip Units 1 & 2. The WUTC recommended that PSE “consult with WUTC staff to consider a Colstrip Proceeding to determine the prudency of new investment in Colstrip before it is made or, alternatively, a closure or partial-closure plan.” As part of the Sierra Club litigation that was settled in 2016, Units 1 & 2 are scheduled to close by July 2022. In 2017, the WUTC issued an Order in PSE’s general rate case accelerating PSE’s depreciation of Units 3 & 4 to 2027 from 2044 and 2045, respectively, directing PSE to contribute $10 million fromtargets through a combination of sourcesrenewable energy standards, eventual carbon pricing mechanisms, such as cap and trade regulation or a carbon tax, and assorted “complementary policies.” However, no specific reductions are mandated as yet. The State’s targets, originally enacted in 2008, have been evaluated by state institutions against the aims of the Paris Climate Accord of 2016, which include limiting the increase in the global average temperatures to at least below 2 degrees Celsius above pre-industrial levels and pursuing efforts to restrict the temperature increase to 1.5 degrees Celsius above pre-industrial levels. The ultimate targets would achieve greenhouse gas emissions reductions of 95% below 1990 levels by 2050, with the remaining 5% being offset for the state to achieve net-zero emissions. These targets will be used to inform future climate change legislation. We cannot reasonably predict how the state legislature may propose to meet the State's targets in the future. We intend to seek recovery of any new costs associated with these reduction targets, or any new reduction targets, through the regulatory process.

Oregon Legislation and Regulatory Actions

GHG Reduction Targets

The State of Oregon has adopted non-binding targets to reduce GHG emissions. The State enacted its targets with an expectation of reaching the targets through a community transition fundcombination of renewable energy standards, eventual carbon pricing mechanisms, such as cap and trade regulation or a carbon tax, and assorted “complementary policies.” However, no specific reductions are mandated as yet. The State’s targets have been evaluated by state institutions against the aims of the Paris Climate Accord of 2016, which include limiting the increase in global average temperatures to mitigate socialat least below 2 degrees Celsius above pre-industrial levels and economic impactspursuing efforts to restrict the temperature increase to 1.5 degrees Celsius above pre-industrial levels. In March 2020, Oregon Governor Kate Brown issued Executive Order No. 20-04, “Directing State Agencies to Take Actions to Reduce and Regulate Greenhouse Gas Emissions.” The Executive Order launched rulemaking proceedings for every Oregon agency with jurisdiction over greenhouse gas-related matters, with the aim of reducing Oregon’s overall GHG emissions to 80% below 1990 levels by 2050. Oregon agencies, including the Department of Environmental Quality (DEQ) and the Public Utility Commission, issued reports discussing general intent to carry out the Executive Order. DEQ is tasked with developing rules for a cap and reduce program that would apply to our natural gas distribution business in Oregon. The agency initiated informal and broad stakeholder consultation in June 2020, and, along with other agencies, is now moving into formal rulemaking. We cannot reasonably predict the impact of regulatory proceedings arising from the closureExecutive Order, nor how the state legislature may undertake additional requirements or revise the State's targets in the future. We intend to seek recovery of Colstrip,any new costs associated with these reduction targets, or any new reduction targets, through the regulatory process.

Emissions Performance Standard

Like Washington, Oregon applies a GHG emissions performance standard to electric generation facilities, requiring that any new baseload natural gas plant, non-base load natural gas plant, and encouraging PSEnon-generating facility reduce its net carbon dioxide emissions 17% below the most efficient combustion-turbine plant in the United States. The Oregon Energy Facility Siting Council issues rules periodically to engage stakeholdersupdate the standard, as more efficient power plants are built in a dialogue about utilizing surplus capacity onother states. The standard can be met by any combination of efficiency, cogeneration, and offsets from carbon dioxide mitigation measures. We intend to seek recovery of costs related to ongoing and new requirements through the Colstrip transmission system. As a 15 percent owner of Colstrip Units 3 & 4, we cannot estimate the effect of such proceeding, should it occur, on the future ownership, operationratemaking process.

Clean Electricity and operating costs of our share of Colstrip Units 3 & 4. Our remaining investment in Colstrip Units 3 & 4 as of December 31, 2017 was $124.4 million.

Coal Transition Act

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In Oregon, legislation was enacted in 2016 which requires Portland General Electric and PacifiCorp to remove coal-fired generation from their Oregon rate base by 2030. This legislation does not directly relate to Avista Corp. because Avista Corp. is not an electric utility in Oregon. However, because these two utilities, along with Avista Corp., hold minority interests in Colstrip, the legislation could indirectly impact Avista Corp., though specific impacts cannot be identifiedreasonably predicted at this time. While the legislation requires Portland General Electric and PacifiCorp to eliminate Colstrip from their rates, they would be permitted to sell the output of their shares of Colstrip into the wholesale market or, as is the case with PacifiCorp, reallocate the plantgeneration from Colstrip to other states. We cannot predict the eventual outcome of actions arising from this legislation at this time or estimate the effect thereof on Avista Corp.; however, we willintend to continue to seek recovery, through the ratemaking process, of all operating and capitalized costs related to our generation assets.

Clean Air Act (CAA)

The CAA creates numerous requirements for our thermal generating plants. Colstrip, Kettle Falls GS, Coyote Springs and Rathdrum CT all require CAA Title V operating permits. The Boulder Park GS, Northeast CT and a number of other operations require minor source permits or simple source registration permits. We have secured these permits and certify our compliance with Title V permits on an annual basis. These requirements can change over time as the CAA or applicable implementing regulations are amended and new permits are issued. We actively monitor legislative, regulatory and other program developments of the CAA that may impact our facilities.

Threatened and Endangered Species and Wildlife

A number of species of fish in the Northwest are listed as threatened or endangered under the Federal Endangered Species Act (ESA).Act. Efforts to protect these and other species have not significantly impacted generation levels at our hydroelectric facilities, nor operations of our thermal plants or electrical distribution and transmission system. We are implementing fish protection measures at our hydroelectric project on the Clark Fork River under a 45-year FERC operating license for Cabinet Gorge and Noxon Rapids (issued Marchin 2001) that incorporates a comprehensive settlement agreement. The restoration of native salmonid fish, including bull trout, is a key part of the agreement. The result is a collaborative native salmonid restoration program with the U.S. Fish and Wildlife Service, Native American tribes and the states of Idaho and Montana on the lower Clark Fork River, consistent with requirements of the FERC license. The U.S. Fish & Wildlife Service issued an updated Critical Habitat Designation for bull trout in 2010 that includes the lower Clark Fork River, as well as portions of the Coeur d'Alene basin within our Spokane River Project area, and issued a final Bull Trout Recovery Plan under the ESA. Issues related to these activities are expected to be resolved through the ongoing collaborative effort of our Clark Fork and Spokane River FERC licenses. See “Fish Passage at Cabinet Gorge and Noxon Rapids” in “Note 19 of the Notes to Consolidated Financial Statements” for further information.

Various statutory authorities, including the Migratory Bird Treaty Act, have established penalties for the unauthorized take of migratory birds. Because we operate facilities that can pose risks to a variety of such birds, we have developed and follow an avian protection plan.

We are also aware of other threatened and endangered species and issues related to them that could be impacted by our operations and we make every effort to comply with all laws and regulations relating to these threatened and endangered species. We expect costs associated with these compliance efforts to be recovered through the ratemaking process.

Cabinet Gorge Total Dissolved Gas Abatement Plan

Dissolved atmospheric gas levels (referred to as "Total Dissolved Gas" or "TDG") in the Clark Fork River exceed state of Idaho and federal water quality numeric standards downstream of Cabinet Gorge particularly during periods when excess river flows must be diverted over the spillway. Under the terms of the Clark Fork Settlement Agreement as incorporated in Avista Corp.’s FERC license for the Clark Fork Project, Avista Corp. works in consultation with agencies, tribes and other stakeholders to address this issue through structural modifications to the spillgates, monitoring and analysis. After extensive testing, Clark Fork Settlement Agreement stakeholders have agreed that no further spillway modifications are justified. For the remainder of the FERC License term, Avista Corp. will continue to mitigate remaining impacts of TDG while considering the potential for new approaches to further reduce TDG. The Company continues to work with stakeholders to determine the degree to which TDG

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abatement reduces future mitigation obligations. The Company has sought, and intends to continue to seek recovery, through the ratemaking process, of all operating and capitalized costs related to this issue.

Other

For other environmental issues and other contingencies see “Note 1922 of the Notes to Consolidated Financial Statements.”

Colstrip

Colstrip is a coal-fired generating plant in southeastern Montana that includes four units and which is owned by six separate entities. We have a 15 percent ownership interest in Units 3 & 4 and provide financing for our ownership interest in the project. The other owners are Puget Sound Energy, Portland General Electric, NorthWestern Energy, Pacificorp and Talen Montana (which is also the operator of the plant). In January 2020, the owners of Units 1 & 2, in which we have no ownership, closed those two units. The owners of Units 3 & 4 currently share operating and capital costs pursuant to the terms of an operating agreement among them (the Ownership and Operation Agreement).  

CETA imposes deadlines by which coal-fired resources, such as Colstrip, must be excluded from the rate base of Washington utilities and by which electricity from such resources may no longer be delivered to Washington retail customers. See “Environmental Issues and Contingencies – Climate Change – Washington Legislation and Regulatory Actions – Clean Energy Transformation Act”. These deadlines are reflected in our IRPs and those of other Washington utilities. Not all of the co-owners of Colstrip Units 3 & 4 are Washington utilities subject to CETA, and the co-owners have differing needs for the generating capacity of these units. Accordingly, business disagreements have arisen among the co-owners, including, but not limited to, disagreements as to the shut-down date or dates of these units. These business disagreements, in turn, have led to disagreements as to the interpretation of various provisions of the Ownership and Operating Agreement, including, but not limited to, provisions relating to the termination by a co-owner of its interests in Unit 3 and/or Unit 4. Meanwhile, while the units are still being operated, related disagreements have arisen over the 2021 operating budget that could extend to future budgets. If these disagreements cannot be resolved to the satisfaction of all owners, it is possible that one or more issues will be arbitrated in accordance with the terms of the Ownership and Operation Agreement. In that case, the outcome of any such proceeding could have financial implications for any future decisions we may make with respect to our ownership interest in Colstrip Units 3 & 4. Other impacts of the CETA and its implementing regulations are discussed in the Environmental Issues and Contingencies section.

Depreciation of Colstrip Assets

We have received orders from the IPUC and WUTC allowing us to accelerate the depreciation of our 15 percent ownership interest in Colstrip Units 3 & 4 to 2027 for Idaho and 2025 for Washington. Our remaining investment in Colstrip Units 3 & 4 as of December 31, 2020 was $107.6 million.

Coal Ash Management/Disposal

In 2015, the EPA issued a final rule regarding coal combustion residuals (CCRs), also termed coal combustion byproducts or coal ash (Colstrip produces this byproduct). The CCR rule has been the subject of ongoing litigation. In August 2018, the D.C. Circuit struck down provisions of the rule. In December 2019, a proposed revision to the rule was published in the Federal Register to address the D.C. Circuit's decision. The rule includes technical requirements for CCR landfills and surface impoundments under Subtitle D of the Resource Conservation and Recovery Act, the nation's primary law for regulating solid waste. The Colstrip owners developed a multi-year compliance plan to address the CCR requirements along with existing state obligations expressed through the 2012 Administrative Order on Consent (AOC) with Montana Department of Environmental Quality (MDEQ). These requirements continue despite the 2018 federal court ruling.

The AOC requires MDEQ to review Remedy and Closure plans for all parts of the Colstrip plant through an ongoing public process. The AOC also requires the Colstrip owners to provide financial assurance, primarily in the form of surety bonds, to secure each owner’s pro rata share of various anticipated closure and remediation obligations. We are responsible for our share of two major areas: the Plant Site Area and the Effluent Holding Pond Area. Generally, the plans include the removal of Boron, Chloride, and Sulfate from the groundwater, closure of the existing ash storage ponds, and installation of a new water treatment system to convert the facility to a dry ash storage. We recently adjusted our share of the posted surety bonds to approximately

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$20 million. This amount will be updated annually, with expected obligations decreasing over time as remediation activities are completed.

Colstrip Coal Contract

Colstrip is supplied with fuel from adjacent coal reserves under coal supply and transportation agreements. Several of the co-owners of Colstrip, including us, have negotiated an extension to the coal contract that runs through December 31, 2025.

Other Colstrip Matters

We continue to assess the best options for Colstrip in conjunction with our co-owners. We intend to seek recovery of any costs associated with Colstrip regulatory matters.

Enterprise Risk Management

The material risks to our businesses are discussed in "Item 1A. Risk Factors," "Forward-Looking Statements," as well as "Environmental Issues and Contingencies." The following discussion focuses on our mitigation processes and procedures to address these risks.


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We consider the management of these risks an integral part of managing our core businesses and a key element of our approach to corporate governance.

Risk management includes identifying and measuring various forms of risk that may affect the Company. We have an enterprise risk management process for managing risks throughout our organization. Our Board of Directors and its Committees take an active role in the oversight of risk affecting the Company. Our risk management department facilitates the collection of risk information across the Company, providing senior management with a consolidated view of the Company’s major risks and risk mitigation measures. Each area identifies risks and implements the related mitigation measures. The enterprise risk process supports management in identifying, assessing, quantifying, managing and mitigating the risks. Despite all risk mitigation measures, however, risks are not eliminated.

Our primary identified categories of risk exposure are:

• Financial• Compliance

•  Utility regulatory

•  TechnologyExternal mandates

•  Operational

•  Financial

•  Cyber and Technology

•  Energy commodity

• Strategic

•  OperationalStrategic

•  External MandatesCompliance

Financial Risk
Financial risk is any risk that could have a direct material impact on the financial performance or financial viability

Our primary categories of the Company. Broadly, financial risks involve variation of earnings and liquidity. Underlying risks include, but are not limited to, those described in "Item 1A. Risk Factors."

Utility Regulatory Risk

Regulatory risk is mitigated through a separate regulatory group which communicates with commission regulators and staff regarding the Company’s business plans and concerns. The regulatory group also considers the regulator’s priorities and rate policies and makes recommendations to senior management on regulatory strategy for the Company. Oversight of our regulatory strategies and policies is performed by senior management and our Board of Directors. See “Regulatory Matters” for further discussion of regulatory matters affecting our Company.

Operational Risk

To manage operational and event risks, we maintain emergency operating plans, business continuity and disaster recovery plans, maintain insurance coverage against some, but not all, potential losses and seek to negotiate indemnification arrangements with contractors for certain event risks. In addition, we design and follow detailed vegetation management and asset management inspection plans, which help mitigate wildfire and storm event risks, as well as identify utility assets which may be failing and in need of repair or replacement. We mitigate financialalso have an Emergency Operating Center, which is a team of employees that plan for and train to deal with potential emergencies or unplanned outages at our facilities, resulting from natural disasters or other events. To prevent unauthorized access to our facilities, we have both physical and cyber security in place.

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To address the risk in a varietyrelated to fuel cost, availability and delivery restraints, we have an energy resources risk policy, which includes our wholesale energy markets credit policy and control procedures to manage energy commodity price and credit risks. Development of ways including through oversight from the Financeenergy resources risk policy includes planning for sufficient capacity to meet our customer and wholesale energy delivery obligations. See further discussion of the energy resources risk policy below.

Oversight of the operational risk management process is performed by the Environmental, Technology and Operations Committee of our Board of Directors and from senior management with input from each operating department.

Cyber and Technology Risk

We mitigate cyber and technology risk through trainings and exercises at all levels of the Company. The Environmental, Technology and Operations Committee of our Board of Directors along with senior management are regularly briefed on security policy, programs and incidents. Annual cyber and physical training and testing of employees are included in our enterprise security program. Our enterprise business continuity program facilitates business impact analysis of core functions for development of emergency operating plans, and coordinates annual testing and training exercises.

Technology governance is led by senior management, which includes new technology strategy, risk planning and major project planning and approval. The technology project management office and enterprise capital planning group provide project cost, timeline and schedule oversight. In addition, there are independent third party audits of our critical infrastructure security program and our business risk security controls.

We have a Technology department dedicated to securing, maintaining, evaluating and developing our information technology systems. There are regular training sessions for the technology and security team. This group also evaluates the Company's technology for obsolescence and makes recommendations for upgrading or replacing systems as necessary. Additionally, this group monitors for intrusion and security events that may include a data breach or attack on our operations.

Strategic Risk

Oversight of our strategic risk is performed by the Board of Directors and senior management. We have a Chief Strategy Officer who leads strategic initiatives, to search for and evaluate opportunities for the Company and makes recommendations to senior management. We not only focus on whether opportunities are financially viable, but also consider whether these opportunities fall within our core policies and our core business strategies. We mitigate our reputational risk primarily through a focus on adherence to our core policies, including our Code of Conduct, maintaining an appropriate Company culture and tone at the top, and through communication and engagement of our external stakeholders.

External Mandates Risk

Oversight of our external mandate risk mitigation strategies is performed by the Environmental, Technology and Operations Committee of our Board of Directors and senior management. We have a Perform Council which meets internally to assess the potential impacts of climate policy to our business and to identify strategies to plan for change. Our ESG program creates a framework that is intended to attract investment, enhancement of our brand, and promotion of sustainable long-term growth. We also have employees dedicated to actively engage and monitor federal, state and local government positions and legislative actions that may affect us or our customers.

To prevent the threat of municipalization, we work to build strong relationships with the communities we serve through, among other things:

communication and involvement with local business leaders and community organizations,

providing customers with a multitude of limited income initiatives, including energy fairs, senior outreach, low income workshops, mobile outreach strategy and a Low Income Rate Assistance Plan,

tailoring our internal company initiatives to focus on choices for our customers, to increase their overall satisfaction with the Company, and

engaging in the legislative process in a manner that fosters the interests of our customers and the communities we serve.

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Financial Risk

Our financial risk is impacted by many factors. Several of these risks include regulation and rates, weather, access to capital markets, interest rate risk, credit risk, and foreign exchange risk.We have a Treasury department that monitors our daily cash position and future cash flow needs, as well as monitoring market conditions to determine the appropriate course of action for capital financing and/or hedging strategies.Oversight of our financial risk mitigation strategies is performed by senior management and the Finance Committee of our Board of Directors.

Regulation and Rates

Our Regulatory department is also critical in mitigation of financial risk mitigation as they have regular communications with state commission regulators and staff and they monitor and develop rate strategies for the Company. Rate strategies, such as decoupling, help mitigate the impacts of revenue fluctuations due to weather, conservation or the economy. We also have a Treasury department that monitors our daily cash position and future cash flow needs, as well as monitoring market conditions to determine the appropriate course of action for capital financing and/or hedging strategies.

Weather Risk

To partially mitigate the risk of financial underperformanceunder-performance due to weather-related factors, we developed decoupling rate mechanisms that were approved by the Washington, Idaho and Oregon commissions. Decoupling mechanisms are designed to break the link between a utility's revenues and consumers' energy usage and instead provide revenue based on the number of customers, thus mitigating a large portion of the risk associated with lower customer loads. See "Regulatory Matters" for further discussion of our decoupling mechanisms.

Access to Capital Markets

Our capital requirements rely to a significant degree on regular access to capital markets. We actively engage with rating agencies, banks, investors and state public utility commissions to understand and address the factors that support access to capital markets on reasonable terms. We manage our capital structure to maintain a financial risk profile that we believe these parties will deem prudent. We forecast cash requirements to determine liquidity needs, including sources and variability of cash flows that may arise from our spending plans or from external forces, such as changes in energy prices or interest rates. Our financial and operating forecasts consider various metrics that affect credit ratings. Our regulatory strategies include working with state public utility commissions and filing for rate changes as appropriate to meet financial performance expectations.

Interest Rate Risk

Uncertainty about future interest rates causes risk related to a portion of our existing debt, our future borrowing requirements, and our pension and other post-retirement benefit obligations. We manage debt interest rate exposure by limiting our variable rate debt to a percentage of total capitalization of the Company. We hedge a portion of our interest rate risk on forecasted debt issuances with financial derivative instruments, which may include interest rate swaps and U.S. Treasury lock agreements.instruments. The Finance Committee of our Board of Directors periodically reviews and discusses interest rate risk management processes and the steps management has undertaken to control interest rate risk. Our RMCRisk Management Committee (RMC) also reviews our interest rate risk management plan. Additionally, interest rate risk is managed by monitoring market conditions when timing the issuance of long-term debt and optional debt redemptions and establishing fixed rate long-term debt with varying maturities.

Our interest rate swap derivatives are considered economic hedges against the future forecasted interest rate payments of our long-term debt. Interest rates on our long-term debt are generally set based on underlying U.S. Treasury rates plus credit


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AVISTA CORPORATION



spreads, which are based on our credit ratings and prevailing market prices for debt. The interest rate swap derivatives hedge against changes in the U.S. Treasury rates but do not hedge the credit spread.

Even though we work to manage our exposure to interest rate risk by locking in certain long-term interest rates through interest rate swap derivatives, if market interest rates decrease below the interest rates we have locked in, this will result in a liability related to our interest rate swap derivatives, which can be significant. However, through our regulatory accounting practices similar to our energy commodity derivatives, any interim mark-to-market gains or losses are offset by regulatory assets and liabilities. Upon settlement of interest rate swap derivatives, the cash payments made or received are recorded as a regulatory asset or liability isand are subsequently amortized as a component of interest expense over the termlife of the associated debt.

See "Regulatory Matters – Washington General Rate Cases" for a discussion of the recommendation by the WUTC Staff to deny the recovery of costs incurred in the settlement of certain The settled interest rate swaps and the financial impactswap derivatives are also included as a part of such a denial. Depending on the outcomeAvista Corp.'s cost of this proceeding, we could determine to not manage interest rate risk through swap transactions in the future.
debt calculation for ratemaking purposes.

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AVISTA CORPORATION

The following table summarizes our interest rate swap derivatives outstanding as of December 31, 20172020 and December 31, 20162019 (dollars in thousands):

 

 

December 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Number of agreements

 

 

16

 

 

 

20

 

Notional amount

 

$

175,000

 

 

$

215,000

 

Mandatory cash settlement dates

 

2021 to 2023

 

 

2020 to 2022

 

Short-term derivative assets (1)

 

$

 

 

$

589

 

Short-term derivative liability (1) (2)

 

 

(11,525

)

 

 

(7,825

)

Long-term derivative liability (1) (2)

 

 

(31,238

)

 

 

(18,498

)

 December 31, December 31,
 2017 2016
Number of agreements29
 33
Notional amount$450,000
 $500,000
Mandatory cash settlement dates2018 to 2022
 2017 to 2022
Short-term derivative assets (1)$2,327
 $3,393
Long-term derivative assets (1)2,576
 5,357
Short-term derivative liability (1) (2)(34,447) (6,025)
Long-term derivative liability (1) (2)(1,522) (28,705)

(1)

(1)

There are offsetting regulatory assets and liabilities for these items on the Consolidated Balance Sheets in accordance with regulatory accounting practices.

(2)

(2)

The balance as of December 31, 20172020 and December 31, 20162019 reflects the offsetting of $35.0$8.1 million and $34.9$6.8 million, respectively, of cash collateral against the net derivative positions where a legal right of offset exists.

We estimate that a 10-basis-point10 basis point increase in forward LIBOR interest rates as of December 31, 20172020 would increase the interest rate swap derivative net liability by $5.9 million, while a 10 basis point decrease would decrease the interest rate swap derivative net liability by $9.7 million, while a 10-basis-point decrease would increase the interest rate swap derivative net liability by $10.0$6.1 million.

We estimated that a 10-basis-point10 basis point increase in forward LIBOR interest rates as of December 31, 20162019 would have decreasedincreased the interest rate swap derivative net liability by $10.4$5.1 million, while a 10-basis-point10 basis point decrease would increasedecrease the interest rate swap derivative net liability by $10.7$5.4 million.

The interest rate on $51.5 million of long-term debt to affiliated trusts is adjusted quarterly, reflecting current market rates. Amounts borrowed under our committed line of credit agreements have variable interest rates.

The following table shows our long-term debt (including current portion) and related weighted-average interest rates, by expected maturity dates as of December 31, 20172020 (dollars in thousands):

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Thereafter

 

 

Total

 

 

Fair Value

 

Fixed rate long-term debt (1)

 

$

 

 

$

250,000

 

 

$

13,500

 

 

$

15,000

 

 

$

 

 

$

1,745,000

 

 

$

2,023,500

 

 

$

2,425,072

 

Weighted-average interest rate

 

 

 

 

 

5.13

%

 

 

7.35

%

 

 

3.44

%

 

 

 

 

 

4.36

%

 

 

4.47

%

 

 

 

 

Variable rate long-term debt to affiliated trusts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

51,547

 

 

$

51,547

 

 

$

43,815

 

Weighted-average interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.10

%

 

 

1.10

%

 

 

 

 

 2018 2019 2020 2021 2022 Thereafter Total Fair Value
Fixed rate long-term debt (1)$272,500
 $105,000
 $52,000
 $
 $250,000
 $1,038,500
 $1,718,000
 $1,878,381
Weighted-average interest rate6.07% 5.22% 3.89% 
 5.13% 4.77% 5.03%  
Variable rate long-term debt to affiliated trusts
 
 
 
 
 $51,547
 $51,547
 $41,882
Weighted-average interest rate
 
 
 
 
 2.36% 2.36%  

(1)

(1)

These balances include the fixed rate long-term debt of Avista Corp., AEL&P and AERC.


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Our pension plan is exposed to interest rate risk because the value of pension obligations and other post-retirement obligations varyvaries directly with changes in the discount rates, which are derived from end-of-year market interest rates. In addition, the value of pension investments and potential income on pension investments is partially affected by interest rates because a portion of pension investments are in fixed income securities. TheOversight of our pension plan investment strategies is performed by the Finance Committee of the Board of Directors, which approves investment and funding policies, objectives and strategies that seek an appropriate return for the pension plan and it reviews and approves changes to the investment and funding policies.plan. We manage interest rate risk associated with our pension and other post-retirement benefit plans by investing a targeted amount of pension plan assets in fixed income investments that have maturities with similar profiles to future projected benefit obligations. See "Note 1011 of the Notes to Consolidated Financial Statements" for further discussion of our investment policy associated with the pension assets.

Credit Risk

Counterparty Non-Performance Risk

Counterparty non-performance risk relates to potential losses that we would incur as a result of non-performance of contractual obligations by counterparties to deliver energy or make financial settlements.

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AVISTA CORPORATION

Changes in market prices may dramatically alter the size of credit risk with counterparties, even when we establish conservative credit limits. Should a counterparty fail to perform, we may be required to honor the underlying commitment or to replace existing contracts with contracts at then-current market prices.

We enter into bilateral transactions with various counterparties. We also trade energy and related derivative instruments through clearinghouse exchanges.

We seek to mitigate credit risk by:

transacting through clearinghouse exchanges,

transacting through clearinghouse exchanges,

entering into bilateral contracts that specify credit terms and protections against default,

entering into bilateral contracts that specify credit terms and protections against default,

applying credit limits and duration criteria to existing and prospective counterparties,

applying credit limits and duration criteria to existing and prospective counterparties,

actively monitoring current credit exposures,

actively monitoring current credit exposures,

asserting our collateral rights with counterparties, and

asserting our collateral rights with counterparties,

carrying out transaction settlements timely and effectively.

carrying out transaction settlements timely and effectively.

The extent of transactions conducted through exchanges has increased, as many market participants have shown a preference toward exchange trading and have reduced bilateral transactions. We actively monitor the collateral required by such exchanges to effectively manage our capital requirements.

Counterparties’ credit exposure to us is dynamic in normal markets and may change significantly in more volatile markets. The amount of potential default risk to us from each counterparty depends on the extent of forward contracts, unsettled transactions, interest rates and market prices. There is a risk that we do not obtain sufficient additional collateral from counterparties that are unable or unwilling to provide it.

Credit Risk Liquidity Considerations

To address the impact on our operations of energy market price volatility, our hedging practices for electricity (including fuel for generation) and natural gas extend beyond the current operating year. Executing this extended hedging program may increase credit risk and demands for collateral. Our credit risk management process is designed to mitigate such credit risks through limit setting, contract protections and counterparty diversification, among other practices.

Credit risk affects demands on our capital. We are subject to limits and credit terms that counterparties may assert to allow us to enter into transactions with them and maintain acceptable credit exposures. Many of our counterparties allow unsecured credit at limits prescribed by agreements or their discretion. Capital requirements for certain transaction types involve a combination of initial margin and market value margins without any unsecured credit threshold. Counterparties may seek assurances of performance from us in the form of letters of credit, prepayment or cash deposits.

Credit exposure can change significantly in periods of commodity price and interest rate volatility. As a result, sudden and significant demands may be made against our credit facilities and cash. We actively monitor the exposure to possible collateral calls and take steps to minimize capital requirements.


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AVISTA CORPORATION



As of December 31, 2017,2020, we had cash deposited as collateral of $39.5$5.0 million and letters of credit of $23.0$23.5 million outstanding related to our energy derivative contracts. Price movements and/or a downgrade in our credit ratings could impact further the amount of collateral required. See “Credit Ratings” for further information. For example, in addition to limiting our ability to conduct transactions, if our credit ratings were lowered to below “investment grade” based on our positions outstanding at December 31, 2017,2020 (including contracts that are considered derivatives and those that are considered non-derivatives), we would potentially be required to post the following additional collateral of up to $2.6 million. This amount is different from the amount disclosed in “Note 6 of the Notes to Consolidated Financial Statements” because, while this analysis includes contracts that are not considered derivatives in addition to the contracts considered in Note 6, this analysis also takes into account contractual threshold limits that are not considered in Note 6. Without contractual threshold limits, we would potentially be required to post additional collateral of $4.6 million.(in thousands):

 

 

December 31, 2020

 

Additional collateral taking into account contractual thresholds

 

$

11,772

 

Additional collateral without contractual thresholds

 

 

14,575

 

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AVISTA CORPORATION

Under the terms of interest rate swap derivatives that we enter into periodically, we may be required to post cash or letters of credit as collateral depending on fluctuations in the fair value of the instrument. As of December 31, 2017,2020, we had interest rate swap agreements outstanding with a notional amount totaling $450.0$175.0 million and we had deposited cash in the amount of $35.0 million and letters of credit of $5.0$8.1 million as collateral for these interest rate swap derivatives. If our credit ratings were lowered to below “investment grade” based on our interest rate swap derivatives outstanding at December 31, 2017,2020, we would havepotentially be required to post $18.8 million ofthe following additional collateral.collateral (in thousands):

 

 

December 31, 2020

 

Additional collateral taking into account contractual thresholds (1)

 

$

11,540

 

Additional collateral without contractual thresholds

 

 

42,763

 

(1)

This amount is different from the amount disclosed in “Note 7 of the Notes to Consolidated Financial Statements” because, while this analysis includes contracts that are not considered derivatives in addition to the contracts considered in Note 7, this analysis also takes into account contractual threshold limits that are not considered in Note 7.

Foreign Currency Risk

A significant portion of our utility natural gas supply (including fuel for electric generation) is obtained from Canadian sources. Most of those transactions are executed in U.S. dollars, which avoids foreign currency risk. A portion of our short-term natural gas transactions and long-term Canadian transportation contracts are committed based on Canadian currency prices. The short-term natural gas transactions are typically settled within sixty days with U.S. dollars. We economically hedge a portion of the foreign currency risk by purchasing Canadian currency exchange contractsderivatives when such commodity transactions are initiated. This risk has not had a material effect on our financial condition, results of operations or cash flows and these differences in cost related to currency fluctuations are included with natural gas supply costs for ratemaking.

Further information for derivatives and fair values is disclosed at “Note 67 of the Notes to Consolidated Financial Statements” and “Note 1618 of the Notes to Consolidated Financial Statements.”

Utility Regulatory Risk
Because we are primarily a regulated utility, we face the risk that regulators may not grant rates that provide timely or sufficient recovery of our costs or allow a reasonable rate of return for our shareholders. This includes costs associated with our investment in rate base, as well as commodity costs and other operating and financing expenses.
We mitigate regulatory risk through oversight from our Board of Directors and from senior management. We have a separate regulatory group which communicates with commission regulators and staff regarding the Company’s business plans and concerns. The regulatory group also considers the regulator’s priorities and rate policies and makes recommendations to senior management on regulatory strategy for the Company. See “Regulatory Matters” for further discussion of regulatory matters affecting our Company.

Energy Commodity Risk

Energy commodity risks are associated with fulfilling our obligation to serve customers, managing variability of energy facilities, rights and obligations and fulfilling the terms of our energy commodity agreements with counterparties. These risks include, among other things, those described in "Item 1A. Risk Factors."

We mitigate energy commodity risk primarily through our energy resources risk policy, which includes oversight from the RMC and oversight from the Audit Committee and the Environmental, Technology and Operations Committee of our Board of Directors. In conjunction with the oversight committees, our management team develops hedging strategies, detailed resource procurement plans, resource optimization strategies and long-term integrated resource planning to mitigate some of the risk associated with energy commodities. The various plans and strategies are monitored daily and developed with quantitative methods.

Our energy resources risk policy includes our wholesale energy markets credit policy and control procedures to manage energy commodity price and credit risks. Nonetheless, adverse changes in commodity prices, generating capacity, customer loads, regulation and other factors may result in losses of earnings, cash flows and/or fair values.

We measure the volume of monthly, quarterly and annual energy imbalances between projected power loads and resources. The measurement process is based on expected loads at fixed prices (including those subject to retail rates) and expected resources to the extent that costs are essentially fixed by virtue of known fuel supply costs or projected hydroelectric conditions. To the extent that expected costs are not fixed, either because of volume mismatches between loads and resources or because fuel cost


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AVISTA CORPORATION



is not locked in through fixed price contracts or derivative instruments, our risk policy guides the process to manage this open forward position over a period of time. Normal operations result in seasonal mismatches between power loads and available resources. We are able to vary the operation of generating resources to match parts of intra-hour, hourly, daily and weekly load fluctuations. We use the wholesale power markets, including the natural gas market as it relates to power generation fuel, to sell projected resource surpluses and obtain resources when deficits are projected. We buy and sell fuel for thermal generation facilities based on comparative power market prices and marginal costs of fueling and operating available generating facilities and the relative economics of substitute market purchases for generating plant operation.

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AVISTA CORPORATION

To address the impact on our operations of energy market price volatility, our hedging practices for electricity (including fuel for generation) and natural gas extend beyond the current operating year. Executing this extended hedging program may increase our credit risks. Our credit risk management process is designed to mitigate such credit risks through limit setting, contract protections and counterparty diversification, among other practices.

Our projected retail natural gas loads and resources are regularly reviewed by operating management and the RMC. To manage the impacts of volatile natural gas prices, we seek to procure natural gas through a diversified mix of spot market purchases and forward fixed price purchases from various supply basins and time periods. We have an active hedging program that extends into future years with the goal of reducing price volatility in our natural gas supply costs. We use natural gas storage capacity to support high demand periods and to procure natural gas when price spreads are favorable. Securing prices throughout the year and even into subsequent years mitigates potential adverse impacts of significant purchase requirements in a volatile price environment.


The following table presents energy commodity derivative fair values as a net asset or (liability) as of December 31, 20172020 that are expected to settle in each respective year (dollars in thousands):. There are no expected deliveries of energy commodity derivatives after 2025:

 

 

Purchases

 

 

Sales

 

 

 

Electric Derivatives

 

 

Gas Derivatives

 

 

Electric Derivatives

 

 

Gas Derivatives

 

Year

 

Physical (1)

 

 

Financial (1)

 

 

Physical (1)

 

 

Financial (1)

 

 

Physical (1)

 

 

Financial (1)

 

 

Physical (1)

 

 

Financial (1)

 

2021

 

$

2

 

 

$

(414

)

 

$

(87

)

 

$

10,549

 

 

$

(15

)

 

$

716

 

 

$

(2,152

)

 

$

(10,672

)

2022

 

 

 

 

 

 

 

 

247

 

 

 

1,920

 

 

 

 

 

 

 

 

 

(1,697

)

 

 

(1,536

)

2023

 

 

 

 

 

 

 

 

 

 

 

(122

)

 

 

 

 

 

 

 

 

(1,599

)

 

 

(42

)

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,673

)

 

 

 

2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,219

)

 

 

 

 Purchases Sales
 Electric Derivatives Gas Derivatives Electric Derivatives Gas Derivatives
YearPhysical (1) Financial (1) Physical (1) Financial (1) Physical (1) Financial (1) Physical (1) Financial (1)
2018$(8,267) $(501) $1,022
 $(36,834) $35
 $4,100
 $(374) $15,829
2019(4,950) (1,159) (570) (17,814) (13) 4,621
 (932) 6,395
2020
 
 (766) (1,882) 
 (194) (1,050) 
2021
 
 
 
 
 
 (655) 
2022
 
 
 
 
 
 
 
Thereafter
 
 
 
 
 
 
 

The following table presents energy commodity derivative fair values as a net asset or (liability) as of December 31, 20162019 that were expected to settle in each respective year (dollars in thousands):. There were no expected deliveries of energy commodity derivatives after 2022:

 

 

Purchases

 

 

Sales

 

 

 

Electric Derivatives

 

 

Gas Derivatives

 

 

Electric Derivatives

 

 

Gas Derivatives

 

Year

 

Physical (1)

 

 

Financial (1)

 

 

Physical (1)

 

 

Financial (1)

 

 

Physical (1)

 

 

Financial (1)

 

 

Physical (1)

 

 

Financial (1)

 

2020

 

$

19

 

 

$

2,063

 

 

$

(895

)

 

$

10,929

 

 

$

(422

)

 

$

(7,448

)

 

$

(1,634

)

 

$

(8,922

)

2021

 

 

 

 

 

 

 

 

15

 

 

 

2,666

 

 

 

 

 

 

(26

)

 

 

(1,187

)

 

 

(1,941

)

2022

 

 

 

 

 

 

 

 

35

 

 

180

 

 

 

 

 

 

 

 

 

 

 

 

(5

)

 Purchases Sales
 Electric Derivatives Gas Derivatives Electric Derivatives Gas Derivatives
YearPhysical (1) Financial (1) Physical (1) Financial (1) Physical (1) Financial (1) Physical (1) Financial (1)
2017$(4,274) $1,939
 $97
 $(4,005) $(225) $576
 $(2,036) $(3,440)
2018(5,598) 
 
 (2,170) (33) 854
 (910) 709
2019(3,123) 
 (235) (3,732) (40) 975
 (927) 103
2020
 
 (266) (370) 
 
 (1,288) 
2021
 
 
 
 
 
 (869) 
Thereafter
 
 
 
 
 
 
 

(1)

(1)

Physical transactions represent commodity transactions where we will take or make delivery of either electricity or natural gas; financial transactions represent derivative instruments with delivery of cash in the amount of the benefit or cost but with no physical delivery of the commodity, such as futures, swap derivatives, options, or forward contracts.

The above electric and natural gas derivative contracts will be included in either power supply costs or natural gas supply costs during the period they are delivered and will be included in the various deferral and recovery mechanisms (ERM, PCA, and PGAs), or in the general rate case process, and are expected to eventually be collected through retail rates from customers.

See "Item 1. Business – Electric Operations,"Operations" and "Item 1. Business – Natural Gas Operations," and "Item 1A. Risk Factors" for additional discussion of the risks associated with Energy Commodities.


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AVISTA CORPORATION



Operational Risk
Operational risk involves potential disruption, losses, or excess costs arising from external events or inadequate or failed internal processes, people and systems. Our operations are subject to operational and event risks that include, but are not limited to, those described in "Item 1A. Risk Factors."
To manage operational and event risks, we maintain emergency operating plans, business continuity and disaster recovery plans, maintain insurance coverage against some, but not all, potential losses and seek to negotiate indemnification arrangements with contractors for certain event risks. In addition, we design and follow detailed vegetation management and asset management inspection plans, which help mitigate wildfire and storm event risks, as well as identify utility assets which may be failing and in need of repair or replacement. We also have an Emergency Operating Center, which is a team of employees that plan for and train to deal with potential emergencies or unplanned outages at our facilities, resulting from natural disasters or other events. To prevent unauthorized access to our facilities, we have both physical and cyber security in place.
To address the risk related to fuel cost, availability and delivery restraints, we have an energy resources risk policy, which includes our wholesale energy markets credit policy and control procedures to manage energy commodity price and credit risks. Development of the energy resources risk policy includes planning for sufficient capacity to meet our customer and wholesale energy delivery obligations. See further discussion of the energy resources risk policy above.
Oversight of the operational risk management process is performed by the Environmental, Technology and Operations Committee of our Board of Directors and from senior management with input from each operating department.

Compliance Risk

Compliance risk is the potential consequences of legal or regulatory sanctions or penalties arising from the failure of the Company to comply with requirements of applicable laws, rules and regulations. We have extensive compliance obligations. Our primary compliance risks and obligations include, among others, those described in "Item 1A. Risk Factors."

We mitigate compliance riskmitigated through oversight from the Environmental, Technology and Operations Committee and the Audit Committee of our Board of Directors and from senior management, including our Chief Compliance Officer. We also have separate Regulatory and Environmental Compliance departments that monitor legislation, regulatory orders and actions to determine the overall potential impact to our Company and develop strategies for complying with the various rules and regulations. We also engage outside attorneys and consultants, when necessary, to help ensure compliance with laws and regulations.
Oversight of our compliance risk strategy is performed by senior management, including

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AVISTA CORPORATION

our Chief Compliance Officer, and the Environmental, Technology and Operations Committee and the Audit Committee of our Board of Directors.

See "Item 1. Business, Regulatory Issues" through "Item 1. Business, Reliability Standards" and “Environmental Issues and Contingencies” for further discussion of compliance issues that impact our Company.

Technology Risk
Our primary technology risks are described in "Item 1A. Risk Factors."
We mitigate technology risk through trainings and exercises at all levels of the Company. The Environmental, Technology and Operations Committee of our Board of Directors along with senior management are regularly briefed on security policy, programs and incidents. Annual cyber and physical training and testing of employees are included in our enterprise security program. Our enterprise business continuity program facilitates business impact analysis of core functions for development of emergency operating plans, and coordinates annual testing and training exercises.
Technology governance is led by senior management, which includes new technology strategy, risk planning and major project planning and approval. The technology project management office and enterprise capital planning group provide project cost, timeline and schedule oversight. In addition, there are independent third party audits of our critical infrastructure security program and our business risk security controls.
We have a Technology department dedicated to securing, maintaining, evaluating and developing our information technology systems. There are regular training sessions for the technology and security team. This group also evaluates the Company's technology for obsolescence and makes recommendations for upgrading or replacing systems as necessary. Additionally, this group monitors for intrusion and security events that may include a data breach or attack on our operations.
Strategic Risk
Strategic risk relates to the potential impacts resulting from incorrect assumptions about external and internal factors, inappropriate business plans, ineffective business strategy execution, or the failure to respond in a timely manner to changes in

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AVISTA CORPORATION



the regulatory, macroeconomic or competitive environments. Our primary strategic risks include, among others, those described in "Item 1A. Risk Factors."
We mitigate strategic risk through detailed oversight from the Board of Directors and from senior management. We also have a Chief Strategy Officer that leads strategic initiatives, to search for and evaluate opportunities for the Company and makes recommendations to senior management. We not only focus on whether opportunities are financially viable, but also consider whether these opportunities fall within our core policies and our core business strategies. We mitigate our reputational risk primarily through a focus on adherence to our core policies, including our Code of Conduct, maintaining an appropriate Company culture and tone at the top, and through communication and engagement of our external stakeholders.
External Mandates Risk
External mandate risk involves forces outside the Company, which may include significant changes in customer expectations, disruptive technologies that result in obsolescence of our business model and government action that could impact the Company. See "Environmental Issues and Contingencies" and "Forward-Looking Statements" for a discussion of or reference to our external mandates risks.
We mitigate external mandate risk through detailed oversight from the Environmental, Technology and Operations Committee of our Board of Directors and from senior management. We have a Climate Council which meets internally to assess the potential impacts of climate policy to our business and to identify strategies to plan for change. We also have employees dedicated to actively engage and monitor federal, state and local government positions and legislative actions that may affect us or our customers.
To prevent the threat of municipalization, we work to build strong relationships with the communities we serve through, among other things:
communication and involvement with local business leaders and community organizations,
providing customers with a multitude of limited income initiatives, including energy fairs, senior outreach and low income workshops, mobile outreach strategy and a Low Income Rate Assistance Plan,
tailoring our internal company initiatives to focus on choices for our customers, to increase their overall satisfaction with the Company, and
engaging in the legislative process in a manner that fosters the interests of our customers and the communities we serve.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information required by this item is set forth in the Enterprise Risk Management section of "Item 7. Management’s Discussion and Analysis" and is incorporated herein by reference.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The Report of Independent Registered Public Accounting Firm and Financial Statements begin on the next page.


85


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Avista Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Avista Corporation and subsidiaries (the "Company") as of December 31, 20172020 and 2016,2019, the related consolidated statements of income, comprehensive income, equity, and cash flows, for each of the three years in the period ended December 31, 2017,2020, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017,2020, in conformity with accounting principles generally accepted in the United States of America.

America .

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 20, 2018,23, 2021, expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Regulatory Matters - Refer to Notes 1, 22, and 23 to the financial statements

Critical Audit Matter Description

The Company accounts for its regulated operations in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 980, Regulated Operations (“ASC 980”). The provisions of this accounting guidance require, among other things, that financial statements of a rate-regulated enterprise reflect the actions of regulators, where appropriate. These actions may result in the recognition of revenues and expenses in time periods that are different than non-rate-regulated enterprises. When this occurs, costs are deferred as assets in the balance sheet (regulatory assets) and recorded as expenses when those amounts are reflected in rates. Also, regulators can impose liabilities upon a regulated company for amounts previously collected from customers and for recovery of costs that are expected to be incurred in the future (regulatory liabilities).

The Company is subject to regulation by the Washington Utilities and Transportation Commission (the “WUTC”), the Idaho Public Utility Commission (the “IPUC”), the Public Utility Commission of Oregon (the “OPUC”), the Public Service Commission of the State of Montana (the “MPSC”) and the Regulatory Commission of Alaska (the “RCA”) (collectively, the “Commissions”), which have jurisdiction with respect to, among other things, the rates of electric and natural gas distribution companies in Washington, Idaho, Oregon, Montana, and Alaska, respectively. Accounting for the economics of rate regulation


has an impact on multiple financial statement line items and disclosures, such as property, plant, and equipment, regulatory assets and liabilities, operating revenues, operation and maintenance expense, and depreciation expense.

The Company’s rates are subject to the rate-setting processes of the Commissions and, in certain jurisdictions, annual earnings oversight. Rates are determined and approved in regulatory proceedings based on analyses of the Company’s costs to provide utility service and are designed to recover the Company’s prudently incurred investments in the utility business and provide a return thereon. Decisions to be made by the Commissions in the future will impact the accounting for regulated operations under ASC 980 as described above. While the Company has indicated that it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve (1) full recovery of the costs of providing utility service or (2) full recovery of all amounts invested in the utility business and a reasonable return on that investment.

We identified the impact of rate regulation as a critical audit matter due to the significant judgments made by management to support its assertions about affected account balances and disclosures and the high degree of subjectivity involved in assessing the impact of future regulatory orders on the financial statements. Management judgments include assessing the likelihood of (1) recovery in future rates of incurred costs, (2) a disallowance of part of the cost of recently completed plant or plant under construction and (3) refunds to customers. Given that management’s accounting judgements are based on assumptions about the outcome of future decisions by the Commission, auditing these judgments required specialized knowledge of accounting for rate regulation and the rate setting process due to its inherent complexities.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the uncertainty of future decisions by the Commissions included the following procedures, among others:

We tested the effectiveness of management’s controls over the evaluation of the likelihood of (1) the recovery in future rates of costs incurred as property, plant, and equipment and deferred as regulatory assets and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We also tested the effectiveness of management’s controls over the initial recognition of amounts as property, plant and equipment; regulatory assets or liabilities; and the monitoring and evaluation of regulatory developments that may affect the likelihood of recovering costs in future rates or of a future reduction in rates.

We evaluated the Company’s disclosures related to the impacts of rate regulation, including the balances recorded and regulatory developments.

We read relevant regulatory orders issued by the Commissions for the Company and other public utilities in the Company’s jurisdictions, regulatory statutes, interpretations, procedural memorandums, filings made by interveners, and other publicly available information to assess the likelihood of recovery in future rates or of a future reduction in rates based on the precedents of the Commissions’ treatment of similar costs under similar circumstances. We evaluated the external information and compared it to management’s recorded regulatory asset and liability balances for completeness.

We inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors that may impact the Company’s future rates, evaluating the evidence in relation to management’s assertions, as applicable.

We inquired of management about property, plant, and equipment that may be abandoned. We inspected the capital-projects budget and construction-work-in-process listings and inquired of management to identify projects that are designed to replace assets that may be retired prior to the end of their useful life. We inspected minutes of the Board of Directors and regulatory orders and other filings with the Commissions, evaluating the evidence in relation to management’s assertions, as applicable, regarding probability of an abandonment.

We obtained an analysis from management regarding probability of recovery for regulatory assets or probability of either refund or future reduction in rates for regulatory liabilities not yet addressed in a regulatory order in order to assess management’s assertion that amounts are probable of recovery and/or that a future refund or reduction in rates is not probable.

/s/ Deloitte & Touche LLP

Seattle, Washington

Portland, Oregon

February 20, 2018


23, 2021

We have served as the Company's auditor since 1933.


86


CONSOLIDATED STATEMENTS OF INCOME

Avista Corporation

Avista Corporation

For the Years Ended December 31

Dollars in thousands, except per share amounts

 

 

2020

 

 

2019

 

 

2018

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Utility revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Utility revenues, exclusive of alternative revenue programs

 

$

1,324,091

 

 

$

1,323,524

 

 

$

1,368,657

 

Alternative revenue programs

 

 

(3,814

)

 

 

9,614

 

 

 

908

 

Total utility revenues

 

 

1,320,277

 

 

 

1,333,138

 

 

 

1,369,565

 

Non-utility revenues

 

 

1,614

 

 

 

12,484

 

 

 

27,328

 

Total operating revenues

 

 

1,321,891

 

 

 

1,345,622

 

 

 

1,396,893

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Utility operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Resource costs

 

 

398,509

 

 

 

439,817

 

 

 

494,736

 

Other operating expenses

 

 

354,614

 

 

 

345,212

 

 

 

318,274

 

Merger transaction costs

 

 

 

 

 

19,675

 

 

 

3,718

 

Depreciation and amortization

 

 

223,507

 

 

 

205,365

 

 

 

182,877

 

Taxes other than income taxes

 

 

106,501

 

 

 

105,652

 

 

 

107,295

 

Non-utility operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Other operating expenses

 

 

5,344

 

 

 

18,883

 

 

 

28,081

 

Depreciation and amortization

 

 

716

 

 

 

629

 

 

 

799

 

Total operating expenses

 

 

1,089,191

 

 

 

1,135,233

 

 

 

1,135,780

 

Income from operations

 

 

232,700

 

 

 

210,389

 

 

 

261,113

 

Interest expense

 

 

104,348

 

 

 

103,012

 

 

 

99,715

 

Interest expense to affiliated trusts

 

 

713

 

 

 

1,342

 

 

 

1,221

 

Capitalized interest

 

 

(4,083

)

 

 

(4,174

)

 

 

(3,939

)

Merger termination fee

 

 

 

 

 

(103,000

)

 

 

 

Other expense (income)-net

 

 

(4,817

)

 

 

(14,928

)

 

 

1,458

 

Income before income taxes

 

 

136,539

 

 

 

228,137

 

 

 

162,658

 

Income tax expense

 

 

7,051

 

 

 

31,374

 

 

 

26,060

 

Net income

 

 

129,488

 

 

 

196,763

 

 

 

136,598

 

Net loss (income) attributable to noncontrolling interests

 

 

 

 

 

216

 

 

 

(169

)

Net income attributable to Avista Corp. shareholders

 

$

129,488

 

 

$

196,979

 

 

$

136,429

 

Weighted-average common shares outstanding (thousands), basic

 

 

67,962

 

 

 

66,205

 

 

 

65,673

 

Weighted-average common shares outstanding (thousands), diluted

 

 

68,102

 

 

 

66,329

 

 

 

65,946

 

Earnings per common share attributable to Avista Corp. shareholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.91

 

 

$

2.98

 

 

$

2.08

 

Diluted

 

$

1.90

 

 

$

2.97

 

 

$

2.07

 

 2017 2016 2015
Operating Revenues:     
Utility revenues$1,423,386
 $1,418,914
 $1,456,091
Non-utility revenues22,543
 23,569
 28,685
Total operating revenues1,445,929
 1,442,483
 1,484,776
Operating Expenses:     
Utility operating expenses:     
Resource costs524,566
 551,366
 656,964
Other operating expenses317,813
 315,795
 303,221
Acquisition costs14,618
 
 
Depreciation and amortization171,281
 160,514
 143,499
Taxes other than income taxes106,752
 98,735
 97,657
Non-utility operating expenses:     
Other operating expenses25,650
 25,501
 29,526
Depreciation and amortization740
 769
 695
Total operating expenses1,161,420
 1,152,680
 1,231,562
Income from operations284,509
 289,803
 253,214
Interest expense95,361
 86,496
 79,968
Interest expense to affiliated trusts831
 634
 473
Capitalized interest(3,310) (2,651) (3,546)
Other income-net(7,063) (10,078) (9,300)
Income from continuing operations before income taxes198,690
 215,402
 185,619
Income tax expense82,758
 78,086
 67,449
Net income from continuing operations115,932
 137,316
 118,170
Net income from discontinued operations (Note 5)
 
 5,147
Net income115,932
 137,316
 123,317
Net income attributable to noncontrolling interests(16) (88) (90)
Net income attributable to Avista Corp. shareholders$115,916
 $137,228
 $123,227

The Accompanying Notes are an Integral Part of These Statements.


87


CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (continued)

Avista Corporation

Avista Corporation

For the Years Ended December 31

Dollars in thousands except per share amounts

 

 

2020

 

 

2019

 

 

2018

 

Net income

 

$

129,488

 

 

$

196,763

 

 

$

136,598

 

Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

Change in unfunded benefit obligation for pension and other

   postretirement benefit plans - net of taxes of $(1,095), $(636)

   and $523, respectively

 

 

(4,119

)

 

 

(2,393

)

 

 

1,966

 

Total other comprehensive income (loss)

 

 

(4,119

)

 

 

(2,393

)

 

 

1,966

 

Comprehensive income

 

 

125,369

 

 

 

194,370

 

 

 

138,564

 

Comprehensive loss (income) attributable to noncontrolling

   interests

 

 

-

 

 

 

216

 

 

 

(169

)

Comprehensive income attributable to Avista Corporation

   shareholders

 

$

125,369

 

 

$

194,586

 

 

$

138,395

 

 2017 2016 2015
Amounts attributable to Avista Corp. shareholders:     
Net income from continuing operations$115,916
 $137,228
 $118,080
Net income from discontinued operations
 
 5,147
Net income attributable to Avista Corp. shareholders$115,916
 $137,228
 $123,227
Weighted-average common shares outstanding (thousands), basic64,496
 63,508
 62,301
Weighted-average common shares outstanding (thousands), diluted64,806
 63,920
 62,708
Earnings per common share attributable to Avista Corp. shareholders, basic:     
Earnings per common share from continuing operations$1.80
 $2.16
 $1.90
Earnings per common share from discontinued operations
 
 0.08
Total earnings per common share attributable to Avista Corp. shareholders, basic$1.80
 $2.16
 $1.98
Earnings per common share attributable to Avista Corp. shareholders, diluted:     
Earnings per common share from continuing operations$1.79
 $2.15
 $1.89
Earnings per common share from discontinued operations
 
 0.08
Total earnings per common share attributable to Avista Corp. shareholders, diluted$1.79
 $2.15
 $1.97
Dividends declared per common share$1.43
 $1.37
 $1.32

The Accompanying Notes are an Integral Part of These Statements.


88


CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Avista Corporation
For the Years Ended December 31

Dollars in thousands

 

 

2020

 

 

2019

 

Assets:

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

14,196

 

 

$

9,896

 

Accounts and notes receivable, net

 

 

163,772

 

 

 

166,657

 

Materials and supplies, fuel stock and stored natural gas

 

 

67,451

 

 

 

66,583

 

Regulatory assets

 

 

13,673

 

 

 

21,851

 

Other current assets

 

 

84,885

 

 

 

40,142

 

Total current assets

 

 

343,977

 

 

 

305,129

 

Net utility property

 

 

4,991,612

 

 

 

4,797,007

 

Goodwill

 

 

52,426

 

 

 

52,426

 

Non-current regulatory assets

 

 

750,443

 

 

 

670,802

 

Other property and investments-net and other non-current assets

 

 

263,639

 

 

 

257,092

 

Total assets

 

$

6,402,097

 

 

$

6,082,456

 

Liabilities and Equity:

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

106,613

 

 

$

110,219

 

Current portion of long-term debt

 

 

 

 

 

52,000

 

Short-term borrowings

 

 

203,000

 

 

 

185,800

 

Regulatory liabilities

 

 

46,435

 

 

 

51,715

 

Other current liabilities

 

 

149,831

 

 

 

130,979

 

Total current liabilities

 

 

505,879

 

 

 

530,713

 

Long-term debt

 

 

2,008,534

 

 

 

1,843,768

 

Long-term debt to affiliated trusts

 

 

51,547

 

 

 

51,547

 

Pensions and other postretirement benefits

 

 

211,880

 

 

 

212,006

 

Deferred income taxes

 

 

594,712

 

 

 

528,513

 

Non-current regulatory liabilities

 

 

784,820

 

 

 

775,436

 

Other non-current liabilities and deferred credits

 

 

214,999

 

 

 

201,189

 

Total liabilities

 

 

4,372,371

 

 

 

4,143,172

 

Commitments and Contingencies (See Notes to Consolidated Financial Statements)

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

Avista Corporation Shareholders’ Equity:

 

 

 

 

 

 

 

 

Common stock, no par value; 200,000,000 shares authorized; 69,238,901

   and 67,176,996 shares issued and outstanding, respectively

 

 

1,286,068

 

 

 

1,210,741

 

Accumulated other comprehensive loss

 

 

(14,378

)

 

 

(10,259

)

Retained earnings

 

 

758,036

 

 

 

738,802

 

Total equity

 

 

2,029,726

 

 

 

1,939,284

 

Total liabilities and equity

 

$

6,402,097

 

 

$

6,082,456

 

 2017 2016 2015
Net income$115,932
 $137,316
 $123,317
Other Comprehensive Income (Loss):     
Change in unfunded benefit obligation for pension and other postretirement benefit plans - net of taxes of $(281), $(495) and $667, respectively(522) (918) 1,238
Total other comprehensive income (loss)(522) (918) 1,238
Comprehensive income115,410
 136,398
 124,555
Comprehensive income attributable to noncontrolling interests(16) (88) (90)
Comprehensive income attributable to Avista Corporation shareholders$115,394
 $136,310
 $124,465

The Accompanying Notes are an Integral Part of These Statements.


89


CONSOLIDATED BALANCE SHEETS

Avista Corporation
As ofSTATEMENTS OF CASH FLOWS

Avista Corporation

For the Years Ended December 31

Dollars in thousands

 

 

2020

 

 

2019

 

 

2018

 

Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

129,488

 

 

$

196,763

 

 

$

136,598

 

Non-cash items included in net income:

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

224,223

 

 

 

205,994

 

 

 

187,318

 

Provision for deferred income taxes

 

 

44,964

 

 

 

15,098

 

 

 

8,570

 

Power and natural gas cost amortizations (deferrals), net

 

 

(9,923

)

 

 

(45,917

)

 

 

10,263

 

Amortization of debt expense

 

 

3,237

 

 

 

2,680

 

 

 

2,967

 

Amortization of investment in exchange power

 

 

 

 

 

1,633

 

 

 

2,450

 

Stock-based compensation expense

 

 

5,846

 

 

 

11,353

 

 

 

5,367

 

Equity-related AFUDC

 

 

(6,970

)

 

 

(6,585

)

 

 

(6,554

)

Pension and other postretirement benefit expense

 

 

33,812

 

 

 

36,417

 

 

 

32,017

 

Other regulatory assets and liabilities and deferred debits

   and credits

 

 

10,287

 

 

 

65

 

 

 

27,512

 

Change in decoupling regulatory deferral

 

 

2,971

 

 

 

(10,327

)

 

 

(1,288

)

Gain on sale of investments

 

 

(4,795

)

 

 

(7,450

)

 

 

 

Other

 

 

1,998

 

 

 

(13,526

)

 

 

1,114

 

Contributions to defined benefit pension plan

 

 

(22,000

)

 

 

(22,000

)

 

 

(22,000

)

Cash paid on settlement of interest rate swap agreements

 

 

(33,499

)

 

 

(13,325

)

 

 

(32,174

)

Cash received on settlement of interest rate swap agreements

 

 

 

 

 

 

 

 

5,594

 

Changes in certain current assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts and notes receivable

 

 

(10,960

)

 

 

(4,366

)

 

 

15,474

 

Materials and supplies, fuel stock and stored natural gas

 

 

(868

)

 

 

(6,148

)

 

 

(5,807

)

Collateral posted for derivative instruments

 

 

1,579

 

 

 

63,974

 

 

 

(4,128

)

Income taxes receivable

 

 

(41,363

)

 

 

(8,736

)

 

 

2,021

 

Other current assets

 

 

(2,401

)

 

 

(3,657

)

 

 

(2,589

)

Accounts payable

 

 

(10,152

)

 

 

7,471

 

 

 

(470

)

Other current liabilities

 

 

15,530

 

 

 

(1,199

)

 

 

(370

)

Net cash provided by operating activities

 

 

331,004

 

 

 

398,212

 

 

 

361,885

 

Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Utility property capital expenditures (excluding equity-related

   AFUDC)

 

 

(404,306

)

 

 

(442,510

)

 

 

(424,350

)

Issuance of notes receivable by subsidiaries

 

 

(4,393

)

 

 

(7,303

)

 

 

(3,555

)

Equity and property investments made by subsidiaries

 

 

(5,925

)

 

 

(13,508

)

 

 

(13,283

)

Proceeds from sale of investments

 

 

6,786

 

 

 

16,407

 

 

 

 

Other

 

 

(2,905

)

 

 

1,403

 

 

 

756

 

Net cash used in investing activities

 

$

(410,743

)

 

$

(445,511

)

 

$

(440,432

)

 2017 2016
Assets:   
Current Assets:   
Cash and cash equivalents$16,172
 $8,507
Accounts and notes receivable-less allowances of $5,132 and $5,026, respectively185,664
 180,265
Regulatory asset for energy commodity derivatives24,991
 11,365
Materials and supplies, fuel stock and stored natural gas58,075
 53,314
Income taxes receivable314
 48,265
Other current assets52,318
 49,625
Total current assets337,534
 351,341
Net Utility Property:   
Utility plant in service5,853,308
 5,506,499
Construction work in progress157,839
 150,474
Total6,011,147
 5,656,973
Less: Accumulated depreciation and amortization1,612,337
 1,509,473
Total net utility property4,398,810
 4,147,500
Other Non-current Assets:   
Investment in affiliated trusts11,547
 11,547
Goodwill57,672
 57,672
Other property and investments-net and other non-current assets83,912
 72,224
Total other non-current assets153,131
 141,443
Deferred Charges:   
Regulatory assets for deferred income tax90,315
 109,853
Regulatory assets for pensions and other postretirement benefits209,115
 240,114
Other regulatory assets127,328
 135,751
Regulatory asset for interest rate swaps169,704
 161,508
Non-current regulatory asset for energy commodity derivatives18,967
 16,919
Other deferred charges9,828
 5,326
Total deferred charges625,257
 669,471
Total assets$5,514,732
 $5,309,755

The Accompanying Notes are an Integral Part of These Statements.


90


CONSOLIDATED BALANCE SHEETSSTATEMENTS OF CASH FLOWS (continued)

Avista Corporation
As of

Avista Corporation

For the Years Ended December 31

Dollars in thousands

 

 

2020

 

 

2019

 

 

2018

 

Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in short-term borrowings

 

$

17,200

 

 

$

(4,200

)

 

$

84,603

 

Proceeds from issuance of long-term debt

 

 

165,000

 

 

 

180,000

 

 

 

374,621

 

Maturity of long-term debt and finance leases

 

 

(54,800

)

 

 

(92,660

)

 

 

(277,438

)

Issuance of common stock, net of issuance costs

 

 

72,200

 

 

 

64,573

 

 

 

1,207

 

Cash dividends paid

 

 

(110,254

)

 

 

(102,772

)

 

 

(98,046

)

Other

 

 

(5,307

)

 

 

(2,402

)

 

 

(7,916

)

Net cash provided by financing activities

 

 

84,039

 

 

 

42,539

 

 

 

77,031

 

Net increase (decrease) in cash and cash equivalents

 

 

4,300

 

 

 

(4,760

)

 

 

(1,516

)

Cash and cash equivalents at beginning of year

 

 

9,896

 

 

 

14,656

 

 

 

16,172

 

Cash and cash equivalents at end of year

 

$

14,196

 

 

$

9,896

 

 

$

14,656

 

Supplemental Cash Flow Information:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid (received) during the year:

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

$

97,717

 

 

$

99,060

 

 

$

97,437

 

Income taxes paid

 

 

1,901

 

 

 

26,764

 

 

 

17,801

 

Income tax refunds

 

 

(918

)

 

 

(979

)

 

 

(3,025

)

Non-cash financing and investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable for capital expenditures

 

 

32,039

 

 

 

25,644

 

 

 

31,868

 

 2017 2016
Liabilities and Equity:   
Current Liabilities:   
Accounts payable$107,289
 $115,545
Current portion of long-term debt and capital leases277,438
 3,287
Short-term borrowings105,398
 120,000
Current energy commodity derivative liabilities8,848
 7,035
Accrued interest16,351
 15,869
Accrued taxes other than income taxes33,802
 33,374
Deferred natural gas costs37,474
 30,820
Current portion of pensions and other postretirement benefits11,544
 10,994
Current unsettled interest rate swap derivative liabilities34,447
 6,025
Other current liabilities64,911
 64,579
Total current liabilities697,502
 407,528
Long-term debt and capital leases1,491,799
 1,678,717
Long-term debt to affiliated trusts51,547
 51,547
Regulatory liability for utility plant retirement costs285,786
 273,983
Pensions and other postretirement benefits203,566
 226,552
Deferred income taxes466,630
 840,928
Regulatory liability for excess deferred income taxes442,319
 
Non-current interest rate swap derivative liabilities1,522
 28,705
Other non-current liabilities, regulatory liabilities and deferred credits143,577
 153,319
Total liabilities3,784,248
 3,661,279
Commitments and Contingencies (See Notes to Consolidated Financial Statements)
 
Equity:   
Avista Corporation Shareholders’ Equity:   
Common stock, no par value; 200,000,000 shares authorized; 65,494,333 and 64,187,934 shares issued and outstanding as of December 31, 2017 and December 31, 2016, respectively1,133,448
 1,075,281
Accumulated other comprehensive loss(8,090) (7,568)
Retained earnings604,470
 581,014
Total Avista Corporation shareholders’ equity1,729,828
 1,648,727
Noncontrolling Interests656
 (251)
Total equity1,730,484
 1,648,476
Total liabilities and equity$5,514,732
 $5,309,755

The Accompanying Notes are an Integral Part of These Statements.



91


CONSOLIDATED STATEMENTS OF CASH FLOWS

Avista Corporation
EQUITY

Avista Corporation

For the Years Ended December 31

Dollars in thousands, except per share amounts

 

 

2020

 

 

2019

 

 

2018

 

Common Stock, Shares:

 

 

 

 

 

 

 

 

 

 

 

 

Shares outstanding at beginning of year

 

 

67,176,996

 

 

 

65,688,356

 

 

 

65,494,333

 

Shares issued through equity compensation plans

 

 

139,726

 

 

 

75,399

 

 

 

185,794

 

Shares issued through Employee Investment Plan (401-K)

 

 

17,179

 

 

 

3,653

 

 

 

8,229

 

Shares issued through sales agency agreements

 

 

1,905,000

 

 

 

1,409,588

 

 

 

 

Shares outstanding at end of year

 

 

69,238,901

 

 

 

67,176,996

 

 

 

65,688,356

 

Common Stock, Amount:

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of year

 

$

1,210,741

 

 

$

1,136,491

 

 

$

1,133,448

 

Equity compensation expense

 

 

5,535

 

 

 

10,568

 

 

 

5,765

 

Issuance of common stock through equity compensation plans

 

 

965

 

 

 

827

 

 

 

791

 

Issuance of common stock through Employee Investment Plan

   (401-K)

 

 

674

 

 

 

175

 

 

 

416

 

Issuance of common stock through sales agency agreements,

   net of issuance costs

 

 

70,561

 

 

 

63,571

 

 

 

 

Payment of minimum tax withholdings for share-based

   payment awards

 

 

(2,408

)

 

 

(891

)

 

 

(3,929

)

Balance at end of year

 

 

1,286,068

 

 

 

1,210,741

 

 

 

1,136,491

 

Accumulated Other Comprehensive Loss:

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of year

 

 

(10,259

)

 

 

(7,866

)

 

 

(8,090

)

Other comprehensive income (loss)

 

 

(4,119

)

 

 

(2,393

)

 

 

1,966

 

Reclassification of excess income tax benefits

 

 

 

 

 

 

 

 

(1,742

)

Balance at end of year

 

 

(14,378

)

 

 

(10,259

)

 

 

(7,866

)

Retained Earnings:

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of year

 

 

738,802

 

 

 

644,595

 

 

 

604,470

 

Net income attributable to Avista Corporation shareholders

 

 

129,488

 

 

 

196,979

 

 

 

136,429

 

Cash dividends paid (common stock)

 

 

(110,254

)

 

 

(102,772

)

 

 

(98,046

)

Reclassification of excess income tax benefits

 

 

 

 

 

 

 

 

1,742

 

Balance at end of year

 

 

758,036

 

 

 

738,802

 

 

 

644,595

 

Total Avista Corporation shareholders’ equity

 

$

2,029,726

 

 

$

1,939,284

 

 

$

1,773,220

 

Noncontrolling Interests:

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of year

 

$

 

 

$

825

 

 

$

656

 

Net income attributable to noncontrolling interests

 

 

 

 

 

(216

)

 

 

169

 

Deconsolidation of noncontrolling interests related to sale of

   METALfx

 

 

 

 

 

(609

)

 

 

 

Balance at end of year

 

 

 

 

 

 

 

 

825

 

Total equity

 

$

2,029,726

 

 

$

1,939,284

 

 

$

1,774,045

 

Dividends declared per common share

 

$

1.62

 

 

$

1.55

 

 

$

1.49

 

 2017 2016 2015
Operating Activities:     
Net income$115,932
 $137,316
 $123,317
Non-cash items included in net income:     
Depreciation and amortization175,655
 164,925
 147,835
Provision for deferred income taxes69,657
 124,543
 51,801
Power and natural gas cost amortizations (deferrals), net11,741
 16,835
 21,358
Amortization of debt expense3,254
 3,477
 3,526
Amortization of investment in exchange power2,450
 2,450
 2,450
Stock-based compensation expense7,359
 7,891
 6,914
Equity-related AFUDC(6,669) (8,475) (8,331)
Pension and other postretirement benefit expense37,074
 38,786
 37,050
Amortization of Spokane Energy contract
 14,694
 13,508
Gain on sale of Ecova
 
 (777)
Other regulatory assets and liabilities and deferred debits and credits(9,144) (26,245) 4,569
Change in decoupling regulatory deferral24,179
 (29,789) (10,933)
Other1,860
 5,557
 (517)
Contributions to defined benefit pension plan(22,000) (12,000) (12,000)
Cash paid on settlement of interest rate swap derivatives(11,302) (53,966) 
Cash received on settlement of interest rate swap derivatives2,479
 
 
Changes in certain current assets and liabilities:     
Accounts and notes receivable(9,270) (17,170) (10,538)
Materials and supplies, fuel stock and stored natural gas(4,767) 834
 12,208
Collateral posted for derivative instruments(22,394) 10,712
 (13,301)
Income taxes receivable53,414
 (33,923) 19,772
Other current assets(2,106) (3,907) 2,338
Accounts payable(8,162) 5,176
 (8,138)
Other current liabilities1,058
 10,546
 (6,471)
Net cash provided by operating activities410,298
 358,267
 375,640
Investing Activities:     
Utility property capital expenditures (excluding equity-related AFUDC)(412,339) (406,644) (393,425)
Issuance of notes receivable at subsidiaries(3,700) (10,094) (2,307)
Repayments from notes receivable at subsidiaries
 5,000
 
Equity and property investments made by subsidiaries(13,680) (13,097) (1,944)
Distributions received from investments1,915
 
 
Proceeds from sale of Ecova, net of cash sold
 
 13,856
Other(6,299) (7,631) (4,007)
Net cash used in investing activities$(434,103) $(432,466) $(387,827)

The Accompanying Notes are an Integral Part of These Statements.


92

88



AVISTA CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS OF CASH FLOWS (continued)

Avista Corporation
For the Years Ended December 31
Dollars in thousands
 2017 2016 2015
Financing Activities:     
Net increase (decrease) in short-term borrowings
$(15,000) $15,000
 $
Proceeds from issuance of long-term debt90,000
 245,000
 100,000
Redemption and maturity of long-term debt and capital leases(3,287) (163,167) (2,905)
Maturity of nonrecourse long-term debt of Spokane Energy
 
 (1,431)
Issuance of common stock, net of issuance costs56,380
 66,953
 1,560
Repurchase of common stock
 
 (2,920)
Cash dividends paid(92,460) (87,154) (82,397)
Other(4,163) (4,410) (11,379)
Net cash provided by financing activities31,470
 72,222
 528
Net increase (decrease) in cash and cash equivalents7,665
 (1,977) (11,659)
Cash and cash equivalents at beginning of year8,507
 10,484
 22,143
Cash and cash equivalents at end of year$16,172
 $8,507
 $10,484
Supplemental Cash Flow Information:     
Cash paid (received) during the year:     
Interest$95,499
 $86,319
 $79,673
Income taxes paid5,579
 5,403
 27,239
Income tax refunds(47,086) (18,861) (37,200)
Non-cash financing and investing activities:     
Accounts payable for capital expenditures31,157
 30,252
 35,248
The Accompanying Notes are an Integral Part of These Statements.



93


CONSOLIDATED STATEMENTS OF EQUITY
Avista Corporation
For the Years Ended December 31
Dollars in thousands
 2017 2016 2015
Common Stock, Shares:     
Shares outstanding at beginning of year64,187,934
 62,312,651
 62,243,374
Shares issued through equity compensation plans214,925
 203,727
 125,620
Shares issued through Employee Investment Plan (401-K)21,474
 26,556
 33,057
Shares issued through sales agency agreements1,070,000
 1,645,000
 
Shares repurchased
 
 (89,400)
Shares outstanding at end of year65,494,333
 64,187,934
 62,312,651
Common Stock, Amount:     
Balance at beginning of year$1,075,281
 $1,004,336
 $999,960
Equity compensation expense6,530
 7,065
 6,035
Issuance of common stock through equity compensation plans720
 624
 462
Issuance of common stock through Employee Investment Plan (401-K)939
 1,061
 1,099
Issuance of common stock through sales agency agreements, net of issuance costs54,721
 65,267
 
Payment of minimum tax withholdings for share-based payment awards(3,552) (3,072) (1,832)
Repurchase of common stock
 
 (1,431)
Purchase of subsidiary noncontrolling interests(1,191) 
 
Excess tax benefits
 
 43
Balance at end of year1,133,448
 1,075,281
 1,004,336
Accumulated Other Comprehensive Loss:     
Balance at beginning of year(7,568) (6,650) (7,888)
Other comprehensive income (loss)(522) (918) 1,238
Balance at end of year(8,090) (7,568) (6,650)
Retained Earnings:     
Balance at beginning of year581,014
 530,940
 491,599
Net income attributable to Avista Corporation shareholders115,916
 137,228
 123,227
Cash dividends paid (common stock)(92,460) (87,154) (82,397)
Repurchase of common stock
 
 (1,489)
Balance at end of year604,470
 581,014
 530,940
Total Avista Corporation shareholders’ equity$1,729,828
 $1,648,727
 $1,528,626
Noncontrolling Interests:     
Balance at beginning of year$(251) $(339) $(429)
Net income attributable to noncontrolling interests16
 88
 90
Purchase of subsidiary noncontrolling interests891
 
 
Balance at end of year656
 (251) (339)
Total equity$1,730,484
 $1,648,476
 $1,528,287
The Accompanying Notes are an Integral Part of These Statements.

94


AVISTA CORPORATION



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

Avista Corp. is primarily an electric and natural gas utility with certain other business ventures. Avista Utilities is an operating division of Avista Corp., comprising theits regulated utility operations in the Pacific Northwest. Avista Utilities provides electric distribution and transmission, and natural gas distribution services in parts of eastern Washington and northern Idaho. Avista Utilities also provides natural gas distribution service in parts of northeastern and southwestern Oregon. Avista Utilities has electric generating facilities in Washington, Idaho, Oregon and Montana. Avista Utilities also supplies electricity to a small number of customers in Montana, most of whom are employees who operate Avista Utilities'the Company's Noxon Rapids generating facility.

AERC is a wholly-owned subsidiary of Avista Corp. The primary subsidiary of AERC is AEL&P, which comprises Avista Corp.'s regulated utility operations in Alaska.

Avista Capital, a wholly owned non-regulated subsidiary of Avista Corp., is the parent company of all of the subsidiary companies in the non-utility businesses, with the exception of AJT Mining Properties, Inc., which is a subsidiary of AERC. See Note 2124 for business segment information.

On July 19, 2017, Avista Corp. entered into See Note 26 for discussion of the sale of METALfx, which was an Agreement and Plan of Merger (Merger Agreement) to become a wholly-ownedunregulated subsidiary of Hydro One. Consummation of the pending acquisition is subject to a number of approvals and the satisfaction or waiver of other specified conditions. The transaction is expected to close in the second half of 2018. See Note 4 for additional information.
Company.

Basis of Reporting

The consolidated financial statements include the assets, liabilities, revenues and expenses of the Company and its subsidiaries and other majority owned subsidiaries and variable interest entities for which the Company or its subsidiaries are the primary beneficiaries. The amounts included in discontinued operations in the Consolidated Statements of Income for 2015 relate to the disposition of Ecova on June 30, 2014. See Note 5 for further information regarding the disposition of Ecova. Intercompany balances were eliminated in consolidation. The accompanying consolidated financial statements include the Company’s proportionate share of utility plant and related operations resulting from its interests in jointly owned plants (see Note 7)8).

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported for assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include:

determining the market value of energy commodity derivative assets and liabilities,

determining the market value of energy commodity derivative assets and liabilities,

pension and other postretirement benefit plan obligations,

pension and other postretirement benefit plan obligations,

contingent liabilities,

contingent liabilities,

goodwill impairment testing,

goodwill impairment testing,

recoverability of regulatory assets, and

recoverability of regulatory assets, and

unbilled revenues.

unbilled revenues.

Changes in these estimates and assumptions are considered reasonably possible and may have a material effect on the consolidated financial statements and thus actual results could differ from the amounts reported and disclosed herein.

System of Accounts
The accounting records of the Company’s utility operations are maintained in accordance with the uniform system of accounts prescribed by the FERC and adopted by the state regulatory commissions in Washington, Idaho, Montana, Oregon and Alaska.

Regulation

The Company is subject to state regulation in Washington, Idaho, Montana, Oregon and Alaska. The Company is also subject to federal regulation primarily by the FERC, as well as various other federal agencies with regulatory oversight of particular aspects of its operations.


95


AVISTA CORPORATION



Utility Revenues
Utility revenues related to the sale of energy are recorded when service is rendered or energy is delivered to customers. Revenues and resource costs from Avista Utilities’ settled energy contracts that are “booked out” (not physically delivered) are reported on a net basis as part of utility revenues. The determination of the energy sales to individual customers is based on the reading of their meters, which occurs on a systematic basis throughout the month. At the end of each calendar month, the amount of energy delivered to customers since the date of the last meter reading is estimated and the corresponding unbilled revenue is estimated and recorded. Our estimate of unbilled revenue is based on:
the number of customers,
current rates,
meter reading dates,
actual native load for electricity,
actual throughput for natural gas, and
electric line losses and natural gas system losses.
Any difference between actual and estimated revenue is automatically corrected in the following month when the actual meter reading and customer billing occurs.
Accounts receivable includes unbilled energy revenues of the following amounts as of December 31 (dollars in thousands):
 2017 2016
Unbilled accounts receivable$68,641
 $72,377
Other Non-Utility Revenues
Revenues from the other businesses are primarily derived from the operations of AM&D, doing business as METALfx, and are recognized when the risk of loss transfers to the customer, which occurs when products are shipped. In addition, prior to Spokane Energy's dissolution in 2015, there were revenues at Spokane Energy related to a long-term fixed rate electric capacity contract. This contract was transferred to Avista Corp. during the second quarter of 2015 and the revenues from this contract subsequent to the transfer are included in utility revenues.

Depreciation

For utility operations, depreciation expense is estimated by a method of depreciation accounting utilizing composite rates for utility plant. Such rates are designed to provide for retirements of properties at the expiration of their service lives. For utility operations, the ratio of depreciation provisions to average depreciable property was as follows for the years ended December 31:

89


AVISTA CORPORATION

 

 

2020

 

 

2019

 

 

2018

 

Avista Utilities

 

 

 

 

 

 

 

 

 

 

 

 

Ratio of depreciation to average depreciable property

 

 

3.43

%

 

 

3.28

%

 

 

3.17

%

Alaska Electric Light and Power Company

 

 

 

 

 

 

 

 

 

 

 

 

Ratio of depreciation to average depreciable property

 

 

2.77

%

 

 

2.48

%

 

 

2.46

%

 2017 2016 2015
Avista Utilities     
Ratio of depreciation to average depreciable property3.12% 3.11% 3.09%
Alaska Electric Light and Power Company     
Ratio of depreciation to average depreciable property2.43% 2.39% 2.42%

The average service lives for the following broad categories of utility plant in service are (in years):

 

 

Avista Utilities

 

 

Alaska Electric Light

and Power Company

 

Electric thermal/other production

 

 

27

 

 

 

42

 

Hydroelectric production

 

 

81

 

 

 

42

 

Electric transmission

 

 

49

 

 

 

43

 

Electric distribution

 

 

39

 

 

 

40

 

Natural gas distribution property

 

 

44

 

 

N/A

 

Other shorter-lived general plant

 

 

8

 

 

 

18

 

 Avista Utilities Alaska Electric Light and Power Company
Electric thermal/other production41 41
Hydroelectric production78 42
Electric transmission57 41
Electric distribution35 40
Natural gas distribution property42 N/A
Other shorter-lived general plant10 16

96


AVISTA CORPORATION



Taxes Other Than Income Taxes
Taxes other than income taxes include state excise taxes, city occupational and franchise taxes, real and personal property taxes and certain other taxes not based on income. These taxes are generally based on revenues or the value of property. Utility- related taxes collected from customers (primarily state excise taxes and city utility taxes) are recorded as operating revenue and expense. Taxes other than income taxes consisted of the following items for the years ended December 31 (dollars in thousands):
 2017 2016 2015
Utility-related taxes$64,012
 $57,745
 $59,173
Property taxes40,074
 38,505
 35,948
Other taxes2,666
 2,485
 2,536
Total$106,752
 $98,735
 $97,657

Allowance for Funds Used During Construction

AFUDC represents the cost of both the debt and equity funds used to finance utility plant additions during the construction period. As prescribed by regulatory authorities, AFUDC is capitalized as a part of the cost of utility plant. The debt component of AFUDC is credited against total interest expense in the Consolidated Statements of Income in the line item “capitalized interest.” The equity component of AFUDC is included in the Consolidated StatementStatements of Income in the line item “other income-net.expense (income)-net.” The Company is permitted, under established regulatory rate practices, to recover the capitalized AFUDC, and a reasonable return thereon, through its inclusion in rate base and the provision for depreciation after the related utility plant is placed in service. Cash inflow related to AFUDC does not occur until the related utility plant is placed in service and included in rate base.

The WUTC and IPUC have authorized Avista Utilities to calculate AFUDC using its allowed rate of return. To the extent amounts calculated using this rate exceed the AFUDC amounts calculated using the FERC formula, Avista Utilities capitalizes the excess as a regulatory asset. The regulatory asset associated with plant in service is amortized over the average useful life of Avista Utilities' utility plant which is approximately 30 years. The regulatory asset associated with construction work in progress is not amortized until the plant is placed in service.

The effective AFUDC rate was the following for the years ended December 31:31:

 

 

2020

 

 

2019

 

 

2018

 

Avista Utilities

 

 

 

 

 

 

 

 

 

 

 

 

Effective state AFUDC rate

 

 

7.25

%

 

 

7.39

%

 

 

7.43

%

Alaska Electric Light and Power Company

 

 

 

 

 

 

 

 

 

 

 

 

Effective AFUDC rate

 

 

8.04

%

 

 

8.96

%

 

 

9.04

%

 2017 2016 2015
Avista Utilities     
Effective AFUDC rate7.29% 7.29% 7.32%
Alaska Electric Light and Power Company     
Effective AFUDC rate9.48% 9.40% 9.31%

Income Taxes

Deferred income tax assets represent future income tax deductions the Company expects to utilize in future tax returns to reduce taxable income. Deferred income tax liabilities represent future taxable income the Company expects to recognize in future tax returns. Deferred tax assets and liabilities arise when there are temporary differences resulting from differing treatment of items for tax and accounting purposes. A deferred income tax asset or liability is determined based on the enacted tax rates that will be in effect when the temporary differences between the financial statement carrying amounts and tax basis of existing assets and liabilities are expected to be reported in the Company’s consolidated income tax returns. The deferred income tax expense for the period is equal to the net change in the deferred income tax asset and liability accounts from the beginning to the end of the period. The effect on deferred income taxes from a change in tax rates is recognized in income in

90


AVISTA CORPORATION

the period that includes the enactment date unless a regulatory order specifies deferral of the effect of the change in tax rates over a longer period of time. The Company establishes a valuation allowance when it is more likely than not that all, or a portion, of a deferred tax asset will not be realized. Deferred income tax liabilities and regulatory assets are established for income tax benefits flowed through to customers.

The Company's largest deferred income tax item is the difference between the book and tax basis of utility plant. This item results from the temporary difference on depreciation expense. In early tax years, this item is recorded as a deferred income tax liability that will eventually reverse and become subject to income tax in later tax years.

See Note 11 for discussion of the TCJA and its impacts on the Company's financial statements during 2017, as well as a tabular presentation of all the Company's deferred tax assets and liabilities.

The Company did not0t incur any penalties on income tax positions in 2017, 20162020, 2019 or 2015.2018. The Company would recognize interest accrued related to income tax positions as interest expense and any penalties incurred as other operating expense.

Stock-Based Compensation

The Company currently issues three types of stock-based compensation awards - restricted shares, market-based awards and performance-based awards. Historically, these stock compensation awards have not been material to the Company's overall


97


AVISTA CORPORATION



financial results. Compensation cost relating to share-based payment transactions is recognized in the Company’s financial statements based on the fair value of the equity or liability instruments issued and recorded over the requisite service period.

The Company recorded stock-based compensation expense (included in other operating expenses) and income tax benefits in the Consolidated Statements of Income of the following amounts for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Stock-based compensation expense

 

$

5,846

 

 

$

11,353

 

 

$

5,367

 

Income tax benefits

 

 

1,228

 

 

 

2,384

 

 

 

1,127

 

Excess tax benefits (expenses) on settled share-based employee

   payments

 

 

(165

)

 

 

(612

)

 

 

990

 

 2017 2016 2015
Stock-based compensation expense$7,359
 $7,891
 $6,914
Income tax benefits (1)2,576
 2,762
 2,420
Excess tax benefits on settled share-based employee payments (2)2,348
 1,597
 
(1)Income tax benefits were calculated using a 35 percent income tax rate; however, as of December 31, 2017, due to the TCJA enactment, deferred tax assets associated with stock compensation were revalued to 21 percent. Beginning on January 1, 2018 income tax benefits will be calculated using the new 21 percent tax rate.
(2)Beginning in 2016, excess tax benefits associated with the settlement of share-based employee payments are recognized in the Statements of Income due to the adoption of ASU 2016-09, effective January 1, 2016. See Note 2 for further discussion.

Restricted share awards vest in equal thirds each year over a three-year period3 years and are payable in Avista Corp. common stock at the end of each year if the service condition is met. In addition to the service condition, for restricted shares granted in 2017, the Company must meet a return on equity target in order for the Chief Executive Officer's restricted shares to vest. Restricted stock is valued at the close of market of the Company’s common stock on the grant date.

Total Shareholder Return (TSR) awards are market-based awards and Cumulative Earnings Per Share (CEPS) awards are performance awards. CEPS awards were first granted in 2014. Both types of awards vest after a period of three3 years and are payable in cash or Avista Corp. common stock at the end of the three-year period. The method of settlement is at the discretion of the Company and historically the Company has settled these awards through issuance of Avista Corp. common stock and intends to continue this practice. Both types of awards entitle the recipients to dividend equivalent rights, are subject to forfeiture under certain circumstances, and are subject to meeting specific market or performance conditions. Based on the level of attainment of the market or performance conditions, the amount of cash paid or common stock issued will range from 0 to 200 percent of the initial awards granted. Dividend equivalent rights are accumulated and paid out only on shares that eventually vest and have met the market and performance conditions.

For both the TSR awards and the CEPS awards, the Company accounts for them as equity awards and compensation cost for these awards is recognized over the requisite service period, provided that the requisite service period is rendered. For TSR awards, if the market condition is not met at the end of the three-year service period, there will be no change in the cumulative amount of compensation cost recognized, since the awards are still considered vested even though the market metric was not met. For CEPS awards, at the end of the three-year service period, if the internal performance metric of cumulative earnings per share is not met, all compensation cost for these awards is reversed as these awards are not considered vested.

The fair value of each TSR award is estimated on the date of grant using a statistical model that incorporates the probability of meeting the market targets based on historical returns relative to a peer group. The estimated fair value of the equity component of CEPS awards was estimated on the date of grant as the share price of Avista Corp. common stock on the date of grant, less the net present value of the estimated dividends over the three-year period.


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AVISTA CORPORATION



AVISTA CORPORATION

The following table summarizes the number of grants, vested and unvested shares, earned shares (based on market metrics), and other pertinent information related to the Company's stock compensation awards for the years ended December 31:

 

 

2020

 

 

2019

 

 

2018

 

Restricted Shares

 

 

 

 

 

 

 

 

 

 

 

 

Shares granted during the year

 

 

45,540

 

 

 

50,061

 

 

 

40,661

 

Shares vested during the year

 

 

56,203

 

 

 

48,228

 

 

 

53,352

 

Unvested shares at end of year

 

 

71,706

 

 

 

93,351

 

 

 

91,998

 

Unrecognized compensation expense at end of year

   (in thousands)

 

$

2,003

 

 

$

2,054

 

 

$

1,964

 

TSR Awards

 

 

 

 

 

 

 

 

 

 

 

 

TSR shares granted during the year

 

 

47,848

 

 

 

99,214

 

 

 

80,724

 

TSR shares vested during the year (1)

 

 

71,299

 

 

 

106,858

 

 

 

107,342

 

Unvested TSR shares at end of year

 

 

122,133

 

 

 

178,035

 

 

 

187,172

 

Unrecognized compensation expense (in thousands)

 

$

2,296

 

 

$

3,377

 

 

$

3,706

 

CEPS Awards

 

 

 

 

 

 

 

 

 

 

 

 

CEPS shares granted during the year

 

 

47,848

 

 

 

49,609

 

 

 

40,329

 

CEPS shares vested during the year

 

 

35,622

 

 

 

53,454

 

 

 

53,699

 

CEPS shares earned based on market metrics

 

 

63,763

 

 

 

106,908

 

 

 

30,102

 

Unvested CEPS shares at end of year

 

 

83,464

 

 

 

88,990

 

 

 

93,579

 

Unrecognized compensation expense (in thousands)

 

$

1,090

 

 

$

2,401

 

 

$

1,260

 

(1)

The market metrics were not met during 2020, 2019 and 2018 and 0 TRS shares were earned during these periods.

 2017 2016 2015
Restricted Shares     
Shares granted during the year57,746
 58,610
 58,302
Shares vested during the year(57,473) (52,385) (60,379)
Unvested shares at end of year106,053
 109,806
 106,091
Unrecognized compensation expense at end of year (in thousands)$1,853
 $1,853
 $1,705
TSR Awards     
TSR shares granted during the year114,390
 116,435
 116,435
TSR shares vested during the year(107,649) (111,665) (171,334)
TSR shares earned based on market metrics158,262
 132,887
 222,734
Unvested TSR shares at end of year218,507
 222,228
 223,697
Unrecognized compensation expense (in thousands)$2,849
 $3,409
 $3,219
CEPS Awards     
CEPS shares granted during the year57,223
 57,521
 58,259
CEPS shares vested during the year(53,862) (55,835) 
CEPS shares earned based on market metrics41,502
 90,460
 
Unvested CEPS shares at end of year108,581
 110,452
 111,887
Unrecognized compensation expense (in thousands)$1,856
 $1,671
 $1,840

Outstanding TSR and CEPS share awards include a dividend component that is paid in cash. This component of the share grants is accounted for as a liability award. These liability awards are revalued on a quarterly basis taking into account the number of awards outstanding, historical dividend rate, the change in the value of the Company’s common stock relative to an external benchmark (TSR awards only) and the amount of CEPS earned to date compared to estimated CEPS over the performance period (CEPS awards only). Over the life of these awards, the cumulative amount of compensation expense recognized will match the actual cash paid. As of December 31, 20172020 and 2016,2019, the Company had recognized cumulative compensation expense and a liability of $1.5$0.8 million and $0.9 million, respectively, related to the dividend component on the outstanding and unvested share grants.

Other IncomeExpense (Income) - Net

Other IncomeExpense (Income) - net consisted of the following items for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Interest income

 

$

(1,952

)

 

$

(2,587

)

 

$

(2,710

)

Interest on regulatory deferrals

 

 

(1,222

)

 

 

(1,460

)

 

 

(990

)

Equity-related AFUDC

 

 

(6,970

)

 

 

(6,585

)

 

 

(6,554

)

Non-service portion of pension and other postretirement benefit

   expenses

 

 

6,433

 

 

 

8,899

 

 

 

5,156

 

Net (income) loss on investments

 

 

(905

)

 

 

(14,299

)

 

 

5,369

 

Other expense (income)

 

 

(201

)

 

 

1,104

 

 

 

1,187

 

Total

 

$

(4,817

)

 

$

(14,928

)

 

$

1,458

 

 2017 2016 2015
Interest income$2,162
 $1,823
 $653
Interest on regulatory deferrals1,288
 1,308
 48
Equity-related AFUDC6,669
 8,475
 8,331
Net loss on investments(4,160) (2,152) (637)
Other income1,104
 624
 905
Total$7,063
 $10,078
 $9,300

Earnings per Common Share Attributable to Avista Corporation Shareholders

Basic earnings per common share attributable to Avista Corp. shareholders is computed by dividing net income attributable to Avista Corp. shareholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share attributable to Avista Corp. shareholders is calculated by dividing net income attributable to Avista Corp. shareholders (adjusted for the effect of potentially dilutive securities issued to noncontrolling interests by the Company's subsidiaries) by diluted weighted-average common shares outstanding during the period, including common stock equivalent shares outstanding using the treasury stock method, unless such shares are anti-dilutive. Common stock equivalent shares include shares issuable upon exercise of stock options andunder contingent stock awards. See Note 1821 for earnings per common share calculations.


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AVISTA CORPORATION



AVISTA CORPORATION

Cash and Cash Equivalents

For the purposes of the Consolidated Statements of Cash Flows, the Company considers all temporary investments with a maturity of three months or less when purchased to be cash equivalents.

Allowance for Doubtful Accounts

The Company maintains an allowance for doubtful accounts to provide for estimated and potential losses on accounts receivable. The Company determines the allowance for utility and other customer accounts receivable based on historical write-offs as compared to accounts receivable and operating revenues. Additionally, the Company establishes specific allowances for certain individual accounts. The following table presents the activity in the allowance for doubtful accounts during the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Allowance as of the beginning of the year

 

$

2,419

 

 

$

5,233

 

 

$

5,132

 

Additions expensed during the year (1)

 

 

11,280

 

 

 

460

 

 

 

3,917

 

Net deductions

 

 

(2,312

)

 

 

(3,274

)

 

 

(3,816

)

Allowance as of the end of the year

 

$

11,387

 

 

$

2,419

 

 

$

5,233

 

(1)

Increase in 2020 related to COVID-19, bad debt expense in excess of the amount recovered through rates of $7.1 million, was deferred as a regulatory asset.

 2017 2016 2015
Allowance as of the beginning of the year$5,026
 $4,530
 $4,888
Additions expensed during the year5,317
 6,053
 5,802
Net deductions(5,211) (5,557) (6,160)
Allowance as of the end of the year$5,132
 $5,026
 $4,530
Materials and Supplies, Fuel Stock and Stored Natural Gas
Inventories of materials and supplies, fuel stock and stored natural gas are recorded at average cost for our regulated operations and the lower of cost or market for our non-regulated operations and consisted of the following as of December 31 (dollars in thousands):
 2017 2016
Materials and supplies$41,493
 $40,700
Fuel stock4,843
 4,585
Stored natural gas11,739
 8,029
Total$58,075
 $53,314

Utility Plant in Service

The cost of additions to utility plant in service, including an allowance for funds used during construction and replacements of units of property and improvements, is capitalized. The cost of depreciable units of property retired plus the cost of removal less salvage is charged to accumulated depreciation.

Asset Retirement Obligations

The Company records the fair value of a liability for an ARO in the period in which it is incurred. When the liability is initially recorded, the associated costs of the ARO are capitalized as part of the carrying amount of the related long-lived asset. The liability is accreted to its present value each period and the related capitalized costs are depreciated over the useful life of the related asset. In addition, if there are changes in the estimated timing or estimated costs of the AROs, adjustments are recorded during the period new information becomes available as an increase or decrease to the liability, with the offset recorded to the related long-lived asset. Upon retirement of the asset, the Company either settles the ARO for its recorded amount or recognizes a regulatory asset or liability for the difference, which will be surcharged/refunded to customers through the ratemaking process. The Company records regulatory assets and liabilities for the difference between asset retirement costs currently recovered in rates and AROs recorded since asset retirement costs are recovered through rates charged to customers (see Note 910 for further discussion of the Company's AROs).

The Company recovers certain asset retirement costs through rates charged to customers as a portion of its depreciation expense for which the Company has not recorded asset retirement obligations. The Company has recorded the amount of estimated retirement costs collected from customers (that do not represent legal or contractual obligations) and included them as a non-current regulatory liability on the Consolidated Balance Sheets in the following amounts as of December 31 (dollars in thousands):

 2017 2016
Regulatory liability for utility plant retirement costs$285,786
 $273,983

Goodwill

Goodwill arising from acquisitions represents the future economic benefit arising from other assets acquired in a business combination that are not individually identified and separately recognized. The Company evaluates goodwill for impairment


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AVISTA CORPORATION



using a qualitative analysisfair value to carrying amount comparison (Step 0) for AEL&P and a combination of discounted cash flow models and a market approach for the other subsidiaries on at least an annual basis or more frequently if impairment indicators arise.1). The Company completed its annual evaluation of goodwill for potential impairment as of November 30, 20172020 and determined that goodwill was not impaired at that time.time (carrying value was less than the determined fair value). There were no events or circumstances that changed between November 30, 20172020 and December 31, 20172020 that would more likely than not reduce the fair values of the reporting units below their carrying amounts.
There were no

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AVISTA CORPORATION

The changes in the carrying amount of goodwill during 20162019 and 20172020 and the balance was as follows (dollars in thousands):

 

 

AEL&P

 

 

Other

 

 

Accumulated Impairment Losses

 

 

Total

 

Balance as of January 1, 2019

 

$

52,426

 

 

$

12,979

 

 

$

(7,733

)

 

$

57,672

 

Goodwill sold during the year

 

 

0

 

 

 

(12,979

)

 

 

7,733

 

 

 

(5,246

)

Balance as of December 2019

 

$

52,426

 

 

$

0

 

 

$

0

 

 

$

52,426

 

Balance as of December 31, 2020

 

$

52,426

 

 

$

0

 

 

$

0

 

 

$

52,426

 

 AEL&P Other 
Accumulated
Impairment
Losses
 Total
Balance as of the December 31, 2016$52,426
 $12,979
 $(7,733) $57,672
Balance as of the December 31, 201752,426
 12,979
 (7,733) 57,672

During the year ended December 31, 2020, there were 0 changes in the carrying amount of goodwill. During the year ended December 31, 2019, goodwill sold related to the sale of METALfx in April 2019. See Note 26 for further discussion. Accumulated impairment losses arewere attributable to METALfx, which was a part of the other businesses.

Derivative Assets and Liabilities

Derivatives are recorded as either assets or liabilities on the Consolidated Balance Sheets measured at estimated fair value.

The WUTC and the IPUC issued accounting orders authorizing Avista Corp. to offset energy commodity derivative assets or liabilities with a regulatory asset or liability. This accounting treatment is intended to defer the recognition of mark-to-market gains and losses on energy commodity transactions until the period of delivery. Realized benefits and costs result in adjustments to retail rates through PGAs, the ERM in Washington, the PCA mechanism in Idaho, and periodic general rates cases. The resulting regulatory assets associated with energy commodity derivative instruments have been concluded to be probable of recovery through future rates.

Substantially all forward contracts to purchase or sell power and natural gas are recorded as derivative assets or liabilities at estimated fair value with an offsetting regulatory asset or liability. Contracts that are not considered derivatives are accounted for on the accrual basis until they are settled or realized unless there is a decline in the fair value of the contract that is determined to be other-than-temporary.

For interest rate swap derivatives, Avista Corp. records all mark-to-market gains and losses in each accounting period as assets and liabilities, as well as offsetting regulatory assets and liabilities, such that there is no income statement impact. The interest rate swap derivatives are risk management tools similar to energy commodity derivatives. Upon settlement of interest rate swap derivatives, the regulatory asset or liability is amortized as a component of interest expense over the term of the associated debt. The Company records an offset of interest rate swap derivative assets and liabilities with regulatory assets and liabilities, based on the prior practice of the commissions to provide recovery through the ratemaking process. See Note 19 for additional discussion regarding interest rate swaps in the Company's 2017 Washington general rate cases.

As of December 31, 2017, the

The Company has multiple master netting agreements with a variety of entities that allow for cross-commodity netting of derivative agreements with the same counterparty (i.e. power derivatives can be netted with natural gas derivatives). In addition, some master netting agreements allow for the netting of commodity derivatives and interest rate swap derivatives for the same counterparty. The Company does not have any agreements which allow for cross-affiliate netting among multiple affiliated legal entities. The Company nets all derivative instruments when allowed by the agreement for presentation in the Consolidated Balance Sheets.

Fair Value Measurements

Fair value represents the price that would be received when selling an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. Energy commodity derivative assets and liabilities, deferred compensation assets, as well as derivatives related to interest rate swap derivatives and foreign currency exchange derivatives, are reported at estimated fair value on the Consolidated Balance Sheets. See Note 1618 for the Company’s fair value disclosures.

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AVISTA CORPORATION

Regulatory Deferred Charges and Credits

The Company prepares its consolidated financial statements in accordance with regulatory accounting practices because:

rates for regulated services are established by or subject to approval by independent third-party regulators,
the regulated rates are designed to recover the cost of providing the regulated services, and

101


rates for regulated services are established by or subject to approval by independent third-party regulators,

AVISTA CORPORATION

the regulated rates are designed to recover the cost of providing the regulated services, and


in view of demand for the regulated services and the level of competition, it is reasonable to assume that rates can be charged to and collected from customers at levels that will recover costs.



in view of demand for the regulated services and the level of competition, it is reasonable to assume that rates can be charged to and collected from customers at levels that will recover costs.

Regulatory accounting practices require that certain costs and/or obligations (such as incurred power and natural gas costs not currently includedreflected in rates, but expected to be recovered or refunded in the future), are reflected as deferred charges or credits on the Consolidated Balance Sheets. These costs and/or obligations are not reflected in the Consolidated Statements of Income until the period during which matching revenues are recognized. The Company also has decoupling revenue deferrals. Decoupling revenue deferrals are recognized in the Consolidated Statements of Income during the period they occur (i.e. during the period of revenue shortfall or excess due to fluctuations in customer usage), subject to certain limitations, and a regulatory asset/liability is established which will be surcharged or rebated to customers in future periods. GAAP requires thatSee Note 4 for any alternative regulatory revenue program, like decoupling, the revenue must be expected to be collected from customers within 24 months of the deferral to qualify for recognition in the current period Consolidated Statement of Income. Any amounts included in the Company's decoupling program that are not expected to be collected from customers within 24 months are not recorded in the financial statements until the period in which revenue recognition criteria are met. This could ultimately result indiscussion on decoupling revenue that arose during the current year being recognized in a future period.

deferrals.

If at some point in the future the Company determines that it no longer meets the criteria for continued application of regulatory accounting practices for all or a portion of its regulated operations, the Company could be:

required to write off its regulatory assets, and

required to write off its regulatory assets, and

precluded from the future deferral of costs or decoupled revenues not recovered through rates at the time such amounts are incurred, even if the Company expected to recover these amounts from customers in the future.

precluded from the future deferral of costs or decoupled revenues not recovered through rates at the time such amounts are incurred, even if the Company expected to recover these amounts from customers in the future.

See Note 2023 for further details of regulatory assets and liabilities.

Unamortized Debt Expense

Unamortized debt expense includes debt issuance costs that are amortized over the life of the related debt. These costs are recorded as an offset to Long-Term Debt and Capital Leases on the Consolidated Balance Sheets.

Unamortized Debt Repurchase Costs

For the Company’s Washington regulatory jurisdiction and for any debt repurchases beginning in 2007 in all jurisdictions, premiums

Premiums paid or discounts received to repurchase debt are amortized over the remaining life of the original debt that was repurchased or, if new debt is issued in connection with the repurchase, these costs are amortized over the life of the new debt. In the Company’s other regulatory jurisdictions, premiums paid to repurchase debt prior to 2007 are being amortized over the average remaining maturity of outstanding debt when no new debt was issued in connection with the debt repurchase. These costs are recovered through retail rates as a component of interest expense.

Accumulated Other Comprehensive Loss
Accumulated other comprehensive loss, net of tax, consisted of the following as of December 31 (dollars in thousands):
 2017 2016
Unfunded benefit obligation for pensions and other postretirement benefit plans - net of taxes of $4,356 and $4,075, respectively$8,090
 $7,568

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AVISTA CORPORATION



The following table details the reclassifications out of accumulated other comprehensive loss by component for the years ended December 31 (dollars in thousands):
  Amounts Reclassified from Accumulated Other Comprehensive Loss  
Details about Accumulated Other Comprehensive Loss Components 2017 2016 2015 Affected Line Item in Statement of Income
Amortization of defined benefit pension items        
Amortization of net prior service cost $(4,381) $(1,171) $31
 (a)
Amortization of net loss 36,833
 (7,602) 2,623
 (a)
Adjustment due to effects of regulation (b) (33,255) 7,360
 (749) (a)
  (803) (1,413) 1,905
 Total before tax
  281
 495
 (667) Tax benefit (expense)
  $(522) $(918) $1,238
 Net of tax
(a)These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 10 for additional details).
(b)The adjustment for the effects of regulation during the year ended December 31, 2016 includes approximately $2.1 million related to the reclassification of a pension regulatory asset associated with one of our jurisdictions into accumulated other comprehensive loss.

Appropriated Retained Earnings

In accordance with the hydroelectric licensing requirements of section 10(d) of the Federal Power Act (FPA), the Company maintains an appropriated retained earnings account for any earnings in excess of the specified rate of return on the Company's investment in the licenses for its various hydroelectric projects. Per section 10(d) of the FPA, the Company must maintain these excess earnings in an appropriated retained earnings account until the termination of the licensing agreements or apply them to reduce the net investment in the licenses of the hydroelectric projects at the discretion of the FERC. The Company calculates the earnings in excess of the specified rate of return on an annual basis, usually during the second quarter.

In addition to the hydroelectric project licenses identified above for Avista Utilities, the requirements of section 10(d) of the FPA also apply to the AEL&P licenses for Lake Dorothy and Annex Creek/Salmon Creek (combined).

The appropriated retained earnings amounts included in retained earnings were as follows as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Appropriated retained earnings

 

$

47,473

 

 

$

43,151

 

 2017 2016
Appropriated retained earnings$33,917
 $25,564
Operating Leases
The Company has multiple lease arrangements involving various assets, with minimum terms ranging from 1 to 45 years. Future minimum lease payments required under operating leases having initial or remaining noncancelable lease terms in excess of one year were not material as of December 31, 2017. 
Capital Leases
The Company has two capital leases, one at Avista Corp. and one at AEL&P. The capital lease at Avista Corp. expires in 2018 and is not material to the financial statements as of December 31, 2017. The capital lease at AEL&P is a PPA (treated as a lease for accounting purposes) related to the Snettisham Hydroelectric Project that expires in 2034. While the two leases are treated as capital leases for accounting purposes, for ratemaking purposes these agreements are treated as operating leases with a constant level of annual rental expense (straight line expense). Because of this regulatory treatment, any difference between the operating lease expense for ratemaking purposes and the expenses recognized under capital lease treatment (interest and depreciation of the capital lease asset) is recorded as a regulatory asset and amortized during the later years of the lease when the capital lease expense is less than the operating lease expense included in base rates. See Note 14 for further discussion of the Snettisham capital lease.

Contingencies

The Company has unresolved regulatory, legal and tax issues which have inherently uncertain outcomes. The Company accrues a loss contingency if it is probable that a liability has been incurred and the amount of the loss or impairment can be reasonably


103


AVISTA CORPORATION



estimated. The Company also discloses loss contingencies that do not meet these conditions for accrual, if there is a reasonable possibility that a material loss may be incurred. As of December 31, 2017,2020, the Company has not recorded any significant

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AVISTA CORPORATION

amounts related to unresolved contingencies. See Note 1922 for further discussion of the Company's commitments and contingencies.

COVID-19

In 2020, the WUTC, IPUC, and OPUC approved accounting orders that allow the Company to defer certain net COVID-19 related costs and benefits. As such, as of December 31, 2020, the Company has deferred a net benefit to customers of $2.8 million for all jurisdictions.

In Alaska, a Senate Bill was signed into law that provides for deferral and recovery of incremental COVID-19 related costs subject to approval by the RCA.

The respective regulatory authorities will determine the appropriateness and prudency of any deferred expenses when the Company seeks recovery. See “Regulatory Deferred Charges and Credits”.

NOTE 2. NEW ACCOUNTING STANDARDS

ASU No. 2014-09, “Revenue from Contracts with Customers2016-02, "Leases (Topic 606)”

In May 2014, the FASB issued 842)"

ASU No. 2014-09,2018-01, "Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842"

ASU No. 2018-11, "Leases (Topic 842): Targeted Improvements"

On January 1, 2019, the Company adopted ASU No. 2016-02, which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customersleases and supersedes mostprevious lease accounting guidance, as well as several practical expedients in ASU Nos. 2018-01 and 2018-11.

The Company adopted ASU No. 2016-02 utilizing a modified retrospective adoption method with the "package of three" and hindsight practical expedients offered by the standard. The "package of three" provides for an entity to not reassess at adoption whether any expired or existing contracts are deemed, for accounting purposes, to be or contain leases, the classification of any expired or existing leases, and any initial direct costs for any existing leases. As a result, the Company did not reassess existing or expired contracts under the new lease guidance, and it did not reassess the classification of any existing leases. The Company used the benefit of hindsight in determining both term and impairments associated with any existing leases. Use of this practical expedient has resulted in lease terms that best represent management's expectations with respect to use of the underlying asset but did not result in recognition of any impairment.

The Company elected to adopt ASU No. 2018-01, which allows an entity to exclude from application of Topic 842 all easements executed prior to January 1, 2019. In addition, the Company elected to adopt the "comparatives under 840" practical expedient offered in ASU No. 2018-11, which allows an entity to apply the new lease standard at the adoption date, recognizing any necessary cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption and presenting comparative periods in the financial statements under ASC 840 (previous lease accounting guidance). Adoption of the standard did not result in a cumulative effect adjustment within the Company's financial statements.

As allowed by ASU No. 2016-02, the Company elected not to apply the requirements of the standard to short-term leases, those leases with an initial term of 12 months or less. These leases are not recorded on the balance sheet and are not material to the financial statements.

Adoption of the standard impacted the Company's Consolidated Balance Sheets through recognition of right-of-use (ROU) assets and lease liabilities for the Company's operating leases. Accounting for finance leases (formerly capital leases) remained substantially unchanged. See Note 5 for further information on the Company's leases. 

ASU 2018-13 "Fair Value Measurement (Topic 820)"

In August 2018, the FASB issued ASU No. 2018-13, which amends the fair value measurement disclosure requirements of ASC 820. The requirements of this ASU include additional disclosure regarding the range and weighted average used to develop significant unobservable inputs for Level 3 fair value estimates and the elimination of certain other previously required disclosures, such as the narrative description of the valuation process for Level 3 fair value measurements. This ASU became effective on January 1, 2020 and the requirements of this ASU did not have a material impact on the Company's fair value disclosures. See Note 18 for the Company's fair value disclosures.

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AVISTA CORPORATION

ASU No. 2018-14 "Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20)"

In August 2018, the FASB issued ASU No. 2018-14, which amends ASC 715 to add, remove and/or clarify certain disclosure requirements related to defined benefit pension and other postretirement plans. The additional disclosure requirements are primarily narrative discussion of significant changes in the benefit obligations and plan assets. The removed disclosures are primarily information about accumulated other comprehensive income expected to be recognized over the next year and the effects of changes associated with assumed health care costs. This ASU became effective for periods ending after December 15, 2020 and the requirements of this ASU did not have a material impact on the Company’s disclosures upon adoption.

NOTE 3. BALANCE SHEET COMPONENTS

Materials and Supplies, Fuel Stock and Stored Natural Gas

Inventories of materials and supplies, fuel stock and stored natural gas are recorded at average cost for our regulated operations and the lower of cost or market for our non-regulated operations and consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Materials and supplies

 

$

53,258

 

 

$

47,402

 

Fuel stock

 

 

4,658

 

 

 

4,875

 

Stored natural gas

 

 

9,535

 

 

 

14,306

 

Total

 

$

67,451

 

 

$

66,583

 

Other Current Assets

Other current revenue recognition guidance, including industry-specific guidance. assets consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Collateral posted for derivative instruments after netting with outstanding

   derivative liabilities

 

$

4,336

 

 

$

4,434

 

Prepayments

 

 

24,411

 

 

 

19,652

 

Income taxes receivable

 

 

49,814

 

 

 

11,047

 

Other

 

 

6,324

 

 

 

5,009

 

Total

 

$

84,885

 

 

$

40,142

 

Other Property and Investments-Net and Other Non-Current Assets

Other property and investments-net and other non-current assets consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Operating lease ROU assets

 

$

71,891

 

 

$

69,746

 

Finance lease ROU assets

 

 

47,338

 

 

 

50,980

 

Non-utility property

 

 

19,508

 

 

 

27,159

 

Equity investments

 

 

59,318

 

 

 

51,258

 

Investment in affiliated trust

 

 

11,547

 

 

 

11,547

 

Notes receivable

 

 

14,454

 

 

 

14,060

 

Deferred compensation assets

 

 

9,174

 

 

 

8,948

 

Assets held for sale (1)

 

 

3,462

 

 

 

 

Other

 

 

26,947

 

 

 

23,394

 

Total

 

$

263,639

 

 

$

257,092

 

(1)

The Company is in the process of selling certain subsidiary assets associated with Steam Plant Square and Brew Pub.

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AVISTA CORPORATION

Other Current Liabilities

Other current liabilities consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Accrued taxes other than income taxes

 

$

45,099

 

 

$

36,965

 

Derivative liabilities

 

 

14,008

 

 

 

10,928

 

Employee paid time off accruals

 

 

26,495

 

 

 

22,343

 

Accrued interest

 

 

17,083

 

 

 

16,486

 

Pensions and other postretirement benefits

 

 

11,987

 

 

 

8,826

 

Other

 

 

35,159

 

 

 

35,431

 

Total

 

$

149,831

 

 

$

130,979

 

Other Non-Current Liabilities and Deferred Credits

Other non-current liabilities and deferred credits consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Operating lease liabilities

 

$

67,716

 

 

$

65,565

 

Finance lease liabilities

 

 

48,815

 

 

 

51,750

 

Deferred investment tax credits

 

 

29,866

 

 

 

30,444

 

Asset retirement obligations

 

 

17,194

 

 

 

20,338

 

Derivative liabilities

 

 

37,427

 

 

 

19,685

 

Other

 

 

13,981

 

 

 

13,407

 

Total

 

$

214,999

 

 

$

201,189

 

NOTE 4. REVENUE

ASC 606 defines the core principle of the revenue recognition model is that an entity should identify the various performance obligations in a contract, allocate the transaction price among the performance obligations and recognize revenue when (or as) the entity satisfies each performance obligation. This ASU is effective for periods beginning after December 15, 2017.

Utility Revenues

Revenue from Contracts with Customers

General

The Company will adopt this standard on January 1, 2018 using a modified retrospective method, which requires a cumulative adjustment to opening retained earnings, as opposed to a full retrospective application. The Company has not identified any cumulative adjustments.

Since the majority of Avista Corp.’s revenue is from rate-regulated sales of electricity and natural gas to retail customers, which has two performance obligations, (1) having service available for a specified period (typically a month at a time) and (2) the delivery of energy to customers. The total energy price generally has a fixed component (basic charge) related to having service available and a usage-based component, related to the delivery and consumption of energy. The commodity is sold and/or delivered to and consumed by the customer simultaneously, and the provisions of the relevant utility commission authorization determine the charges the Company may bill the customer. Given that all revenue recognition criteria are met upon the delivery of energy to customers, revenue is recognized immediately.

In addition, the sale of electricity and natural gas is governed by the various state utility commissions, which set rates, charges, terms and conditions of service, and prices. Collectively, these rates, charges, terms and conditions are included in a “tariff,” which governs all aspects of the provision of regulated services. Tariffs are only permitted to be changed through a rate-setting process involving an independent, third-party regulator empowered by statute to establish rates that bind customers. Thus, all regulated sales by the Company are conducted subject to the regulator-approved tariff.

Tariff sales involve the current provision of commodity service (electricity and/or natural gas) to customers for a price that generally has a basic charge and a usage-based component. Tariff rates also include certain pass-through costs to customers such as natural gas costs, retail revenue credits and other miscellaneous regulatory items that do not impact net income, but can cause total revenue to fluctuate significantly up or down compared to previous periods. The commodity is sold and/or delivered to and consumed by the customer simultaneously, and the provisions of the relevant tariff determine the charges the Company may bill the customer, payment due date, and other pertinent rights and obligations of both parties. Generally, tariff sales do not

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AVISTA CORPORATION

involve a written contract. Given that all revenue recognition criteria are met upon the delivery of energy to customers, revenue is recognized immediately at that time.

Revenues from contracts with customers are presented in the Consolidated Statements of Income in the line item "Utility revenues, exclusive of alternative revenue programs."

Unbilled Revenue from Contracts with Customers

The determination of the volume of energy sales to individual customers is based on the reading of their meters, which occurs on a systematic basis throughout the month (once per month for each individual customer). At the end of each calendar month, the amount of energy delivered to customers since the date of the last meter reading is estimated and the corresponding unbilled revenue is estimated and recorded. The Company's estimate of unbilled revenue is based on:

the number of customers,

current rates,

meter reading dates,

actual native load for electricity,

actual throughput for natural gas, and

electric line losses and natural gas system losses.

Any difference between actual and estimated revenue is automatically corrected in the following month when the actual meter reading and customer billing occurs.

Accounts receivable includes unbilled energy revenues of the following amounts as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Unbilled accounts receivable

 

$

71,258

 

 

$

63,259

 

Non-Derivative Wholesale Contracts

The Company has certain wholesale contracts which are not accounted for as derivatives that are within the scope of ASC 606 and considered revenue from contracts with customers. Revenue is recognized as energy is delivered to these customers, the Company willcustomer or the service is available for specified period of time, consistent with the discussion of tariff sales above.

Alternative Revenue Programs (Decoupling)

ASC 606 specifies that alternative revenue programs are contracts between an entity and a regulator of utilities, not have a significant change in operatingcontract between an entity and a customer. GAAP requires that an entity present revenue arising from alternative revenue programs separately from revenues or net income due to the application of this standard. The Company reviewed and analyzed certainarising from contracts with customers (moston the face of the Consolidated Statements of Income. The Company's decoupling mechanisms (also known as a FCA in Idaho) qualify as alternative revenue programs. Decoupling revenue deferrals are recognized in the Consolidated Statements of Income during the period they occur (i.e. during the period of revenue shortfall or excess due to fluctuations in customer usage), subject to certain limitations, and a regulatory asset or liability is established which will be surcharged or rebated to customers in future periods. GAAP requires that for any alternative revenue program, like decoupling, the revenue must be expected to be collected from customers within 24 months of the deferral to qualify for recognition in the current period Consolidated Statements of Income. Any amounts included in the Company's decoupling program that are not expected to be collected from customers within 24 months are not recorded in the financial statements until the period in which revenue recognition criteria are met. The amounts expected to be collected from customers within 24 months represents an estimate which must be made by the Company on an ongoing basis due to it being based on the volumes of electric and natural gas sold to customers on a go-forward basis.

The Company records alternative program revenues under the gross method, which is to amortize the decoupling regulatory asset/liability to the alternative revenue program line item on the Consolidated Statements of Income as it is collected from or refunded to customers. The cash passing between the Company and the customers is presented in revenue from contracts with

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AVISTA CORPORATION

customers since it is a portion of the overall tariff paid by customers. This method results in a gross-up to both revenue from contracts with customers and revenue from alternative revenue programs, but has a net zero impact on total revenue. Depending on whether the previous deferral balance being amortized was a regulatory asset or regulatory liability, and depending on the size and direction of the current year deferral of surcharges and/or rebates to customers, it could result in negative alternative revenue program revenue during the year.

Derivative Revenue

Most wholesale electric and natural gas transactions (including both physical and financial transactions), and the sale of fuel are considered derivatives, which are related to wholesalescoped out of ASC 606. As such, these revenues are disclosed separately from revenue from contracts with customers. Revenue is recognized for these items upon the settlement/expiration of the derivative contract. Derivative revenue includes those transactions which are entered into and settled within the same month.

Other Utility Revenue

Other utility revenue includes rent, revenues from the lineman training school, sales of powermaterials, late fees and natural gas)other charges that do not represent contracts with customers.Other utility revenue also includes the provision for earnings sharing and didthe deferral and amortization of refunds to customers associated with the TCJA, enacted in December 2017. This revenue is scoped out of ASC 606, as this revenue does not identify any significant differencesrepresent items where a customer is a party that has contracted with the Company to obtain goods or services that are an output of the Company’s ordinary activities in exchange for consideration. As such, these revenues are presented separately from revenue from contracts with customers.

Other Considerations for Utility Revenues

Contracts with Multiple Performance Obligations

In addition to the tariff sales described above, which are stand-alone energy sales, the Company has bundled arrangements which contain multiple performance obligations including some combination of energy, capacity, energy reserves and RECs. Under these arrangements, the total contract price is allocated to the various performance obligations and revenue is recognized as the obligations are satisfied. Depending on the source of the revenue, it could either be included in revenue recognition between current GAAPfrom contracts with customers or derivative revenue.

Gross Versus Net Presentation

Revenues and ASU No. 2014-09.

During the implementation process, the Company worked through several issues, the most significantresource costs from Avista Utilities’ settled energy contracts that are “booked out” (not physically delivered) are reported on a net basis as part of which are as follows:
Contributions in Aid of Construction – There was the potential that CIAC could be recognized as revenue upon the adoption of ASU No. 2014-09. Implementation guidance indicates that CIAC will continue to be accounted for as an offset to utility plant in service.
Utility-Related Taxes Collected from Customers – There were questions on the presentation of utility-relatedderivative revenues.

Utility-related taxes collected from customers (primarily state excise taxes and city utility taxes) are taxes that are imposed on a gross basis. Under GAAP,Avista Utilities as opposed to being imposed on its customers; therefore, Avista Utilities is the Company has been allowed to recordtaxpayer and records these utility-related taxestransactions on a gross basis in revenue when billed tofrom contracts with customers with an offset included in taxesand operating expense (taxes other than income taxes in operating expenses.taxes). The Company evaluated whether this gross presentation is appropriate under ASU 2014-09 and determined that for AEL&P, the presentation will change from its current gross presentation to a net presentation with utility revenues and for Avista Utilities, the current presentation will not change. Currently, there are approximately $2.0 million annually in utility-related taxes collected from customers at AEL&P are imposed on the customers rather than AEL&P; therefore, the customers are the taxpayers and AEL&P is acting as their agent. As such, these transactions at AEL&P are presented on a net basis within revenue from contracts with customers.

Utility-related taxes that were included in revenue from contracts with customers were as follows for AEL&P.the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Utility-related taxes

 

$

59,319

 

 

$

59,528

 

 

$

58,730

 

Non-Utility Revenues

Revenue from Contracts with Customers

Non-utility revenue from contracts with customers is derived from contracts with one performance obligation. Prior to its sale in April 2019 (See Note 26 for further discussion on the sale of METALfx), METALfx had one performance obligation, the delivery of a product, and revenues were recognized when the risk of loss transferred to the customer, which occurred when products were shipped.

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AVISTA CORPORATION

Other Revenue

Other non-utility revenue primarily relates to rent revenue, which is scoped out of ASC 606; therefore, this revenue is presented separately from revenue from contracts with customers.

Significant Judgments and Unsatisfied Performance Obligations

The vast majority of the Company's revenues are derived from the rate-regulated sale of electricity and natural gas that have two performance obligations that are satisfied throughout the period and as energy is delivered to customers. In addition, the customers do not pay for energy in advance of receiving it. As such, the Company does not have any significant unsatisfied performance obligations or deferred revenues as of period-end associated with these revenues. Also, the only significant judgments involving revenue recognition are estimates surrounding unbilled revenue and receivables from contracts with customers (discussed in detail above) and estimates surrounding the amount of decoupling revenues which will be collected from customers within 24 months.

The Company has certain capacity arrangements, where the Company has a contractual obligation to provide either electric or natural gas capacity to its customers for a fixed fee. Most of these arrangements are paid for in arrears by the customers and do not result in deferred revenue and only result in receivables from the customers. The Company does have one capacity agreement where the customer makes payments throughout the year, and depending on the timing of the customer payments, it can result in an immaterial amount of deferred revenue or a receivable from the customer. As of December 31, 2020, the Company estimates it had unsatisfied capacity performance obligations of $23.8 million, which will be recognized as revenue in future periods as the capacity is provided to the customers. These performance obligations are not reflected in the financial statements, as the Company has not received payment for these services.

Disaggregation of Total Operating Revenue

The following table disaggregates total operating revenue by segment and source for the years ended December 31 (dollars in thousands):

Renewable Energy Credits -

 

 

2020

 

 

2019

 

 

2018

 

Avista Utilities

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from contracts with customers

 

$

1,157,746

 

 

$

1,152,125

 

 

$

1,147,935

 

Derivative revenues

 

 

110,313

 

 

 

118,741

 

 

 

186,459

 

Alternative revenue programs

 

 

(3,814

)

 

 

9,614

 

 

 

908

 

Deferrals and amortizations for rate refunds to customers

 

 

5,335

 

 

 

4,509

 

 

 

(18,241

)

Other utility revenues

 

 

7,888

 

 

 

10,884

 

 

 

8,905

 

Total Avista Utilities

 

 

1,277,468

 

 

 

1,295,873

 

 

 

1,325,966

 

AEL&P

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from contracts with customers

 

 

42,624

 

 

 

36,779

 

 

 

44,758

 

Deferrals and amortizations for rate refunds to customers

 

 

(190

)

 

 

(190

)

 

 

(1,753

)

Other utility revenues

 

 

375

 

 

 

676

 

 

 

594

 

Total AEL&P

 

 

42,809

 

 

 

37,265

 

 

 

43,599

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from contracts with customers

 

 

564

 

 

 

11,286

 

 

 

26,154

 

Other revenues

 

 

1,050

 

 

 

1,198

 

 

 

1,174

 

Total Other

 

 

1,614

 

 

 

12,484

 

 

 

27,328

 

Total operating revenues

 

$

1,321,891

 

 

$

1,345,622

 

 

$

1,396,893

 

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AVISTA CORPORATION

Utility industry implementation guidance indicates thatRevenue from Contracts with Customers by Type and Service

The following table disaggregates revenue from contracts with customers associated with the saleCompany's electric operations for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

 

 

Avista Utilities

 

 

AEL&P

 

 

Total Utility

 

 

Avista Utilities

 

 

AEL&P

 

 

Total Utility

 

 

Avista Utilities

 

 

AEL&P

 

 

Total Utility

 

ELECTRIC OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from contracts with customers

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

$

377,785

 

 

$

18,618

 

 

$

396,403

 

 

$

369,102

 

 

$

17,134

 

 

$

386,236

 

 

$

368,753

 

 

$

18,506

 

 

$

387,259

 

Commercial and governmental

 

 

303,972

 

 

 

23,754

 

 

 

327,726

 

 

 

317,589

 

 

 

19,391

 

 

 

336,980

 

 

 

314,532

 

 

 

25,989

 

 

 

340,521

 

Industrial

 

 

103,103

 

 

 

0

 

 

 

103,103

 

 

 

105,802

 

 

 

0

 

 

 

105,802

 

 

 

109,846

 

 

 

0

 

 

 

109,846

 

Public street and highway lighting

 

 

7,303

 

 

 

252

 

 

 

7,555

 

 

 

7,448

 

 

 

254

 

 

 

7,702

 

 

 

7,539

 

 

 

263

 

 

 

7,802

 

Total retail revenue

 

 

792,163

 

 

 

42,624

 

 

 

834,787

 

 

 

799,941

 

 

 

36,779

 

 

 

836,720

 

 

 

800,670

 

 

 

44,758

 

 

 

845,428

 

Transmission

 

 

18,236

 

 

 

0

 

 

 

18,236

 

 

 

18,180

 

 

 

0

 

 

 

18,180

 

 

 

17,864

 

 

 

0

 

 

 

17,864

 

Other revenue from contracts

   with customers

 

 

19,252

 

 

 

0

 

 

 

19,252

 

 

 

26,969

 

 

 

0

 

 

 

26,969

 

 

 

27,364

 

 

 

0

 

 

 

27,364

 

Total revenue from contracts

   with customers

 

$

829,651

 

 

$

42,624

 

 

$

872,275

 

 

$

845,090

 

 

$

36,779

 

 

$

881,869

 

 

$

845,898

 

 

$

44,758

 

 

$

890,656

 

The following table disaggregates revenue from contracts with customers associated with the Company's natural gas operations for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

 

 

Avista Utilities

 

 

Avista Utilities

 

 

Avista Utilities

 

NATURAL GAS OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from contracts with customers

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

$

213,612

 

 

$

196,430

 

 

$

194,340

 

Commercial

 

 

94,937

 

 

 

92,168

 

 

 

89,341

 

Industrial and interruptible

 

 

7,128

 

 

 

5,263

 

 

 

4,753

 

Total retail revenue

 

 

315,677

 

 

 

293,861

 

 

 

288,434

 

Transportation

 

 

7,917

 

 

 

8,674

 

 

 

9,103

 

Other revenue from contracts with customers

 

 

4,501

 

 

 

4,500

 

 

 

4,500

 

Total revenue from contracts with customers

 

$

328,095

 

 

$

307,035

 

 

$

302,037

 

NOTE 5. LEASES

ASC 842, which outlines a model for entities to use in accounting for leases and supersedes previous lease accounting guidance, became effective on January 1, 2019. The core principle of self-generated RECs will bethe model is that an entity should recognize the ROU assets and liabilities that arise from leases on the balance sheet and depreciate or amortize the asset and liability over the term of the lease, as well as provide disclosure to enable users of the consolidated financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases.

Significant Judgments and Assumptions

The Company determines if an arrangement is a lease, as well as its classification, at its inception.

ROU assets represent the Company's right to use an underlying asset for the lease term, and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Operating and finance lease ROU assets and lease liabilities are recognized at the time of generation and salecommencement date of the credits as opposed to whenagreement based on the RECs are certified inpresent value of lease payments over the Western Renewable Energy Generation Information System, which generally occurs during a period subsequent to the sale. This represents a change from the Company's prior practice, which has been to defer revenue recognition until the time of certification. Revenue associated with the sale of RECs is not material to the financial statements and almost alllease term. As most of the Company's REC revenueleases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date to determine the present value of lease payments. The implicit

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AVISTA CORPORATION

rate is deferredused when it is readily determinable. The operating and finance lease ROU assets also include any lease payments made and exclude lease incentives, if any, that accrue to the benefit of the lessee.

Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for future rebatelease payments is recognized on a straight-line basis over the lease term. Any difference between lease expense and cash paid for leased assets is recognized as a regulatory asset or regulatory liability.

Description of Leases

Operating Leases

The Company's most significant operating lease is with the State of Montana associated with submerged land around the Company's hydroelectric facilities in the Clark Fork River basin, which expires in 2046. The terms of this lease are subject to retail customers.renegotiation, depending on the outcome of ongoing litigation between Montana and NorthWestern Energy. In addition, the State of Montana and Avista Corp. are engaged in litigation regarding lease terms, including how much money, if any, the State of Montana will return to Avista Corp. The Company is currently paying all lease payments to the State of Montana into an escrow account until the litigation is resolved. As such, theamounts recorded for this lease are uncertain and amounts may change in the timingfuture depending on the outcome of revenue recognition will have an insignificant impactthe ongoing litigation. Any reduction in future lease payments or the return of previously paid amounts to revenue and net income.

The Company is monitoring utility industry implementation guidance to determine if thereAvista Corp. will be further industry consensus regarding accounting and presentation issues.
included in the future ratemaking process.

In addition to the issues described above,lease with the State of Montana, the Company will also has other operating leases for land associated with its utility operations, as well as communication sites which support network and radio communications within its service territory. The Company's leases have significant changesremaining terms of 1 to its revenue-related footnote disclosures, including the bifurcation of wholesale revenue into derivative and non-derivative sales. The Company continues to evaluate what information would be most useful for users73 years. Most of the financial statements, including information already provided elsewhereCompany's leases include options to extend the lease term for periods of 5 to 50 years. Options are exercised at the Company's discretion.

Certain of the Company's lease agreements include rental payments which are periodically adjusted over the term of the agreement based on the consumer price index. The Company's lease agreements do not include any material residual value guarantees or material restrictive covenants.

Avista Corp. does not record leases with a term of 12 months or less in the document outsideConsolidated Balance Sheets. Total short-term lease costs for the footnote disclosures. These additional disclosures will most likely include the disaggregation of revenues by type of service, source of revenue or customer class. Also, the Company will have enhanced disclosures regarding its revenue recognition policies and elections. The Company does not expect any material presentation changesyear ended December 31, 2020 are immaterial.

Finance Lease

AEL&P has a PPA which is treated as a finance lease for accounting purposes related to the base financial statements,Snettisham Hydroelectric Project, which expires in 2034. For ratemaking purposes, this lease is treated as an operating lease with a constant level of annual rental expense (straight line rent expense). Because of this regulatory treatment, any difference between the operating lease expense for ratemaking purposes and only expects changes to its footnote disclosures.


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AVISTA CORPORATION



ASU No. 2016-02 “Leases (Topic 842)”
In February 2016, the FASB issued ASU No. 2016-02. This ASU introduces a new lessee model that requires most leases to be capitalizedexpenses recognized under GAAP (interest expense and shown on the balance sheet with corresponding lease assets and liabilities. The standard also aligns certainamortization of the underlying principlesfinance lease ROU asset) is recorded as a regulatory asset and amortized during the later years of the lease when the finance lease expense is less than the operating lease expense included in base rates. In 2018 and prior years, the total cost associated with the Snettisham PPA was included in resource costs. Due to the adoption of the new lessor model with those in Topic 606, the FASB’s new revenue recognition standard. Furthermore, this ASU addresses other issues that arise under the current lease model; for example, eliminating the required use of bright-line tests in current GAAP for determining lease classification (operating leases versus capital leases). This ASU also includes enhanced disclosures surrounding leases. This ASU is effective for periods beginning on or after December 15, 2018; however, early adoption is permitted. Under ASU 2016-02, upon adoption, the effects of this standard must be applied using a modified retrospective approach to the earliest period presented, which will likely require restatements of previously issued financial statements. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. During 2018, a proposed ASU was issued by the FASB that provides a practical expedient that would allow companies to use an optional transition method, which would allow for a cumulative adjustment to retained earnings during the period of adoption and prior periods would not require restatement.
The Company evaluated ASU 2016-02 and determined that it will not early adopt this standard before its effective date in 2019.
The Company has formed a lease standard, implementation team that is working through the implementation process. Based on work to-date, the implementation team has identified a complete population of existing and potential leases under the new standard and has completed its reviewamortization of the agreementsROU asset is now included in depreciation and amortization and the interest associated with this population. However, the team has not yet quantified the impact of recording these leases. In addition, the teamlease liability is developing a process to identify any new potential leases that may be entered into between now and the standard implementation dateincluded in 2019.
The Company is monitoring utility industry implementation guidance as it relates to several unresolved issues to determine if there will be an industry consensus. The Company has not yet estimated the potential impact on its future financial condition, results of operations and cash flows.
ASU No. 2016-09 “Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting”
In March 2016, the FASB issued ASU No. 2016-09. This ASU simplified several aspects of the accounting for employee share-based payment transactions including:
allowing excess tax benefits or tax deficiencies to be recognized as income tax benefits or expenses in the Consolidated Statements of Income rather than in Additional Paid in Capital (APIC),
excess tax benefits no longer represent a financing cash inflowinterest expense on the Consolidated Statements of Cash Flows and instead will be included as an operating activity,
requiring excess tax benefits and tax deficiencies to be excluded from the calculation of diluted earnings per share, whereas under previous accounting guidance, these amounts had to be estimated and included in the calculation,
allowing forfeitures to be accounted for as they occur, instead of estimating forfeitures, and
changing the statutory tax withholding requirements for share-based payments.
Income.

The Company early adopted this standard during the second quarter of 2016, with a retrospective effective date of January 1, 2016. The adoption of this standard resulted in a recognized income tax benefit of $1.6 million in 2016 associated with excess tax benefits on settled share-based employee payments.

ASU No. 2017-07 “Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost”
In March 2017, the FASB issued ASU No. 2017-07, which amends the income statement presentation of the components of net periodic benefit costlease expense were as follows for an entity’s defined benefit pensionthe year ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Operating lease cost:

 

 

 

 

 

 

 

 

Fixed lease cost (Other operating expenses)

 

$

4,746

 

 

$

4,425

 

Variable lease cost (Other operating expenses)

 

 

1,099

 

 

 

988

 

Total operating lease cost

 

$

5,845

 

 

$

5,413

 

 

 

 

 

 

 

 

 

 

Finance lease cost:

 

 

 

 

 

 

 

 

Amortization of ROU asset (Depreciation and amortization)

 

$

3,641

 

 

$

3,641

 

Interest on lease liabilities (Interest expense)

 

 

2,662

 

 

 

2,795

 

Total finance lease cost

 

$

6,303

 

 

$

6,436

 

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AVISTA CORPORATION

Supplemental cash flow information related to leases was as follows for the year ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

 

 

Operating cash outflows:

 

 

 

 

 

 

 

 

Operating lease payments

 

$

4,612

 

 

$

4,375

 

Interest on finance lease

 

 

2,662

 

 

 

2,795

 

Total operating cash outflows

 

$

7,274

 

 

$

7,170

 

 

 

 

 

 

 

 

 

 

Finance cash outflows:

 

 

 

 

 

 

 

 

Principal payments on finance lease

 

$

2,800

 

 

$

2,660

 

Supplemental balance sheet information related to leases was as follows for December 31 (dollars in thousands):

 

 

December 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Operating Leases

 

 

 

 

 

 

 

 

Operating lease ROU assets (Other property and investments-net

   and other non-current assets)

 

$

71,891

 

 

$

69,746

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

$

4,249

 

 

$

4,128

 

Other non-current liabilities and deferred credits

 

 

67,716

 

 

 

65,565

 

Total operating lease liabilities

 

$

71,965

 

 

$

69,693

 

 

 

 

 

 

 

 

 

 

Finance Leases

 

 

 

 

 

 

 

 

Finance lease ROU assets (Other property and investments-net

   and other non-current assets)

 

$

47,338

 

 

$

50,980

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

$

2,935

 

 

$

2,800

 

Other non-current liabilities and deferred credits

 

 

48,815

 

 

 

51,750

 

Total finance lease liabilities

 

$

51,750

 

 

$

54,550

 

 

 

 

 

 

 

 

 

 

Weighted Average Remaining Lease Term

 

 

 

 

 

 

 

 

Operating leases

 

25.20 years

 

 

26.60 years

 

Finance leases

 

7.22 years

 

 

8.27 years

 

 

 

 

 

 

 

 

 

 

Weighted Average Discount Rate

 

 

 

 

 

 

 

 

Operating leases

 

 

4.28

%

 

 

3.82

%

Finance leases

 

 

4.62

%

 

 

4.88

%

Maturities of lease liabilities (including principal and other postretirement plans. Under current GAAP, net benefit cost consists of several components that reflect different aspects of an employer’s financial arrangementsinterest) were as well as the cost of benefits earned by employees. These components are aggregated and reported net in the financial statements. ASU No. 2017-07 requires entities to (1) disaggregate the current service-cost component from the other components of net benefit cost (other components) and present it with other current compensation costs for related employees in the income statement and (2) present the other components elsewhere in the income statement and outside of income from operations.

In addition, only the service-cost component of net benefit cost is eligible for capitalization (e.g., as part of utility plant). This is a change from current practice, under which entities capitalize the aggregate net benefit cost to utility plant when applicable, in accordance with FERC accounting guidance. Avista Corp. is a rate-regulated entity and all components of net periodic benefit

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cost are currently recovered from customers as a component of utility plant and, under the new ASU, these costs will continue to be recovered from customers in the same manner over the depreciable lives of utility plant. As all such costs are expected to continue to be recoverable, the components that are no longer eligible to be recorded as a component of utility plant for GAAP will be recorded as regulatory assets.
This ASU is effective for periods beginning after December 15, 2017 and early adoption is permitted. Upon adoption, entities must use a retrospective transition method to adopt the requirement for separate presentation in the income statement and a prospective transition method to adopt the requirement to limit the capitalization of net periodic benefit costs to the service-cost component. The Company did not early adopt this standard and does not expect a material impact on its future financial condition, results of operations or cash flows upon adoption of this standard.
ASU 2018-02 “Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income”
In February 2018, the FASB issued ASU 2018-02, which amends the guidance for reporting comprehensive income. The ASU allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the enactment of the TCJA. This ASU is effective for periods beginning after December 15, 2018 and early adoption is permitted. Upon adoption, the requirements of the ASU must be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the TCJA is recognized. The Company did not early adopt this standardfollows as of December 31, 20172020 (dollars in thousands):

 

 

Operating Leases

 

 

Finance Leases

 

2021

 

$

4,779

 

 

$

5,457

 

2022

 

 

4,799

 

 

 

5,460

 

2023

 

 

4,827

 

 

 

5,456

 

2024

 

 

4,852

 

 

 

5,459

 

2025

 

 

4,865

 

 

 

5,454

 

Thereafter

 

 

96,734

 

 

 

43,661

 

Total lease payments

 

$

120,856

 

 

$

70,947

 

Less: imputed interest

 

 

(48,891

)

 

 

(19,197

)

Total

 

$

71,965

 

 

$

51,750

 

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AVISTA CORPORATION

Maturities of lease liabilities (including principal and does not expect a material impact on its future financial condition, resultsinterest) were as follows as of operations or cash flows upon adoption of this standard.December 31, 2019 (dollars in thousands):

 

 

Operating Leases

 

 

Finance Leases

 

2020

 

$

4,372

 

 

$

5,462

 

2021

 

 

4,375

 

 

 

5,457

 

2022

 

 

4,383

 

 

 

5,460

 

2023

 

 

4,399

 

 

 

5,456

 

2024

 

 

4,411

 

 

 

5,459

 

Thereafter

 

 

91,654

 

 

 

49,115

 

Total lease payments

 

$

113,594

 

 

$

76,409

 

Less: imputed interest

 

 

(43,901

)

 

 

(21,859

)

Total

 

$

69,693

 

 

$

54,550

 

NOTE 3.6. VARIABLE INTEREST ENTITIES

Lancaster Power Purchase Agreement

The Company has a PPA for the purchase of all the output of the Lancaster Plant, a 270 MW natural gas-fired combined cycle combustion turbine plant located in Kootenai County, Idaho, owned by an unrelated third-party (Rathdrum Power LLC), through 2026.

Avista Corp. has a variable interest in the PPA. Accordingly, Avista Corp. made an evaluation of which interest holders have the power to direct the activities that most significantly impact the economic performance of the entity and which interest holders have the obligation to absorb losses or receive benefits that could be significant to the entity. Avista Corp. pays a fixed capacity and operations and maintenance payment and certain monthly variable costs under the PPA. Under the terms of the PPA, Avista Corp. makes the dispatch decisions, provides all natural gas fuel and receives all of the electric energy output from the Lancaster Plant. However, Rathdrum Power LLC (the owner) controls the daily operation of the Lancaster Plant and makes operating and maintenance decisions. Rathdrum Power LLC controls all of the rights and obligations of the Lancaster Plant after the expiration of the PPA in 2026 and Avista Corp. does not have any further obligations after the expiration. It is estimated that the plant will have 15 to 25 years of useful life after that time. Rathdrum Power LLC bears the maintenance risk of the plant and will receive the residual value of the Lancaster Plant. Avista Corp. has no debt or equity investments in the Lancaster Plant and does not provide financial support through liquidity arrangements or other commitments (other than the PPA). Based on its analysis, Avista Corp. does not consider itself to be the primary beneficiary of the Lancaster Plant. Accordingly, neither the Lancaster Plant nor Rathdrum Power LLC is included in Avista Corp.’s consolidated financial statements. The Company has a future contractual obligation of approximately $260.2$175.1 million under the PPA (representing the fixed capacity and operations and maintenance payments through 2026) and believes this would be its maximum exposure to loss. However, the Company believes that such costs will be recovered through retail rates.

Limited Partnerships and Similar Entities

Under current GAAP, a limited partnership or similar legal entity that is the functional equivalent of a limited partnership is considered a VIE regardless of whether it otherwise qualifies as a voting interest entity unless a simple majority or lower threshold of the “unrelated” limited partners (i.e., parties other than the general partner, entities under common control with the general partner, and other parties acting on behalf of the general partner) have substantive kick-out rights (including liquidation rights) or participating rights.

As of December 31, 2017,2020, the Company has seventhirteen investments in limited partnerships (or the functional equivalent) where Avista Corp. is a limited partner investor in an investment fund where the general partner makes all of the investment and operating decisions with regards to the partnership and fund. To remove the general partner from any of the funds, approval from greater than a simple majority of the limited partners is required. As such, the limited partners do not have substantive kick-out rights and these investments are considered VIEs. Consolidation of these VIEs by Avista Corp. is not required because the Company does not have majority ownership in any of the funds, it does not have the power to direct any activities of the funds, and it does not have the power to appoint executive leadership, including the board of directors.


106

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AVISTA CORPORATION



AVISTA CORPORATION

Avista Corp. participates in profits and losses of the investment funds based on its ownership percentage and its losses are capped at its total initial investment in the funds. For sixnine of the seventhirteen VIEs, Avista Corp. does not have any additional commitments beyond its initial investment. For the seventh VIE, Avista Corp. has up to a $25.0 million total commitment, andother four VIEs, as of December 31, 2017,2020, Avista Corp. has invested $9.7$51.2 million, leaving $15.3with an additional commitment of $30.7 million remaining to be invested. In addition, the Company is not allowed to withdraw any capital contributions from the investment funds until after the funds' expiration dates and all liabilities of the funds are settled. The expiration dates range from 20192021 to 2037,2040, with one investmentthree investments having no termination date (as it isthey are perpetual). In addition, twoone of the funds areis closed and expired and the Company is awaiting final distribution as soon as the underlying investments are liquidated. As of December 31, 2017,2020, the Company has a total carrying amount in these investment funds of $12.2$56.2 million.

NOTE 4. PENDING ACQUISITION BY HYDRO ONE
On July 19, 2017, Avista Corp. entered into a Merger Agreement, by and among Hydro One, Olympus Holding Corp., a wholly owned subsidiary of Hydro One (US parent), and Olympus Corp., a wholly owned subsidiary of US parent (Merger Sub). Subject to the terms and conditions of the Merger Agreement, Merger Sub will be merged with and into Avista Corp., with Avista Corp. surviving as an indirect, wholly-owned subsidiary of Hydro One. Hydro One, based in Toronto, is Ontario’s largest electricity transmission and distribution provider.
At the effective time of the acquisition, each share of Avista Corp. common stock issued and outstanding, other than shares of Avista Corp. common stock that are owned by Hydro One, US Parent (as defined in the Merger Agreement) or Merger Sub or any of their respective subsidiaries, will be converted automatically into the right to receive an amount in cash equal to $53, without interest.
Closing Conditions, Required Approvals
Consummation of the acquisition is subject to the satisfaction or waiver, if permissible under applicable law, of specified closing conditions, including, but not limited to, (i) the approval of the acquisition by the holders of a majority of the outstanding shares of Avista Corp. Common Stock, (ii) the receipt of regulatory approvals required to consummate the acquisition, including approval from the FERC, the Committee on Foreign Investment in the United States (CFIUS), the Federal Communications Commission (FCC), the WUTC, IPUC, Public Service Commission of the State of Montana (MPSC), OPUC, and the RCA, and (iii) meeting the requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act), as amended. Under the HSR Act and the rules and regulations promulgated thereunder, the acquisition may not be completed until notification and report forms have been filed with the U.S. Department of Justice (DOJ) and the Federal Trade Commission (FTC) and the applicable waiting period has expired or been terminated. Hydro One and the Company each intend to file the required HSR notification and report forms with the DOJ and the FTC.
The transaction is expected to close in the second half of 2018 subject to remaining referenced approvals and the satisfaction or waiver of other specified conditions.
Approvals Requested
On September 14, 2017, Avista Corp. and Hydro One filed applications for approval of the acquisition with the FERC, the WUTC, the IPUC, the OPUC and the MPSC, requesting approval of the transaction on or before August 14, 2018. However, the OPUC has set a procedural schedule with an end date no later than September 14, 2018. On November 21, 2017, applications for approval of the acquisition were filed with the RCA, with a statutory deadline of May 20, 2018.
On February 9, 2018, Hydro One and the Company filed a draft joint voluntary notice of the acquisition with CFIUS pursuant to Section 721 of Title VII of the Defense Production Act of 1950, as amended, 50 U.S.C. § 4565 (Section 721) and its implementing regulations.
Approvals Received
On November 21, 2017, Avista Corp. shareholders approved the acquisition in a special meeting of shareholders. Also, on January 16, 2018 the FERC approved the acquisition.
Other Pending Required Approvals
The Company intends to file for the required approvals with the FCC pursuant to Section 310 of the Communications Act of 1934, as amended, over the transfer of control of FCC licenses that would result from the acquisition.
Other Information Related to the Acquisition
As part of the applications for approval, Hydro One and Avista Corp. have proposed to flow through to Avista Corp.'s retail customers in each of Washington, Idaho and Oregon rate credits, which amount to $31.5 million in total among the three jurisdictions, over a 10-year period beginning at the time the acquisition closes. In addition, to the extent Avista Corp. and

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AVISTA CORPORATION



Hydro One in a future rate proceeding demonstrate that cost savings, or benefits, directly related to the proposed transaction are already being flowed through to customers through base retail rates, the rate credit to customers would be reduced by up to $22.0 million over the 10-year period. The portion of the total rate credit that is not allowable for offset effectively represents acceptance by Hydro One of a lower rate of return during the 10-year period.
As part of the reply comments that were included in the application for approval that was filed with the RCA, Hydro One and Avista Corp. have proposed to flow through to AEL&P's customers, a rate credit totaling $1.0 million over a 10-year period beginning at the time the acquisition closes.
The Merger Agreement also contains customary representations, warranties and covenants of Avista Corp., Hydro One, US Parent and Merger Sub. These covenants include, among others, an obligation on behalf of Avista Corp. to operate its business in the ordinary course until the acquisition is consummated, subject to certain exceptions. In addition, the parties are required to use reasonable best efforts to obtain any required regulatory approvals.
Avista Corp. has made certain additional customary covenants, including, among others, and subject to certain exceptions, a customary non-solicitation covenant prohibiting Avista Corp. from soliciting, providing non-public information or entering into discussions or negotiations concerning proposals relating to alternative business combination transactions, except as and to the extent permitted under the Merger Agreement with respect to an unsolicited written Takeover Proposal (as defined in the Merger Agreement) made prior to the approval of the acquisition by Avista Corp.'s shareholders if, among other things, Avista Corp.'s board of directors determines in good faith that such Takeover Proposal is or could be reasonably expected to lead to a Superior Proposal (as defined in the Merger Agreement) and that failure to take such actions would reasonably be expected to be inconsistent with its fiduciary duties under applicable law. No such Takeover Proposals have been received.
The Merger Agreement may be terminated by Avista Corp. and Hydro One by mutual consent and by either Avista Corp. or Hydro One under certain circumstances, including if the acquisition is not consummated by September 30, 2018 (subject to an extension of up to six months by either party if all of the conditions to closing, other than the conditions related to obtaining required regulatory approvals, the absence of a law or injunction preventing the consummation of the acquisition and the absence of a Burdensome Condition (as defined in the Merger Agreement) in any required regulatory approval, have been satisfied). The Merger Agreement also provides for certain additional termination rights for each of Avista Corp. and Hydro One. Upon termination of the Merger Agreement under certain specified circumstances, including (i) termination by Avista Corp. in order to enter into a definitive agreement with respect to a Superior Proposal, or (ii) termination by Hydro One following a withdrawal by Avista Corp.'s board or directors of its recommendation of the Merger Agreement, Avista Corp. will be required to pay Hydro One the Company Termination Fee of $103.0 million. Avista Corp. will also be required to pay Hydro One the Company Termination Fee in the event Avista Corp. signs or consummates any specified alternative transaction within twelve months following the termination of the Merger Agreement under certain circumstances. In addition, if the Merger Agreement is terminated under certain circumstances due to the failure to obtain required regulatory approvals, the imposition of a Burdensome Condition with respect to a required regulatory approval, or the breach by Hydro One, US Parent or Merger Sub of their obligations in respect of obtaining regulatory approvals, Hydro One will be required to pay Avista Corp. a termination fee of $103.0 million.
The Company is incurring significant acquisition costs associated with the pending Hydro One acquisition consisting primarily of consulting, banking fees, legal fees and employee time and are not being passed through to customers. In addition, a significant portion of these costs are not deductible for income tax purposes.
See Note 19 for discussion of shareholder lawsuits filed against the Company, the Company’s directors, Hydro One, Olympus Holding Corp., and Olympus Corp. in relation to the Merger Agreement and the proposed acquisition.
NOTE 5. DISCONTINUED OPERATIONS
On June 30, 2014, Avista Capital, completed the sale of its interest in Ecova to Cofely USA Inc., an unrelated party to Avista Corp. The sales price was $335.0 million in cash, less the payment of debt and other customary closing adjustments. At the closing of the transaction on June 30, 2014, Ecova became a wholly-owned subsidiary of Cofely USA Inc. and the Company has not had and will not have any further involvement with Ecova after such date.
The purchase price of $335.0 million, as adjusted, was divided among all the security holders of Ecova pro rata based on ownership. After consideration of all escrow amounts received, the sales transaction provided cash proceeds to Avista Corp., net of debt, payment to option and minority holders, income taxes and transaction expenses, of $143.7 million, and resulted in a net gain of $74.8 million. Almost all of the net gain was recognized in 2014 with some true-ups during 2015.

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AVISTA CORPORATION



Prior to the completion of the sales transaction, Ecova was a reportable business segment. There were no amounts recorded for discontinued operations during the years ended December 31, 2017 and 2016. The following table presents amounts that were included in discontinued operations for the year ended December 31, 2015 (dollars in thousands):
 2015
Revenues$
Gain on sale of Ecova (1)777
Transaction expenses and accelerated employee benefits71
Gain on sale of Ecova, net of transaction expenses706
  
Income before income taxes706
Income tax benefit (2)(4,441)
Net income from discontinued operations5,147
Net income attributable to noncontrolling interests
Net income from discontinued operations attributable to Avista Corp. shareholders$5,147
(1)This represents the gross gain recorded to discontinued operations. The total gain net of taxes and transactions expenses was $74.8 million, of which $69.7 million was recognized during 2014.
(2)The tax benefit during 2015 primarily resulted from the reversal of a valuation allowance against net operating losses at Ecova because the net operating losses were deemed realizable after further evaluation.

NOTE 6.7. DERIVATIVES AND RISK MANAGEMENT

Energy Commodity Derivatives

Avista Corp. is exposed to market risks relating to changes in electricity and natural gas commodity prices and certain other fuel prices. Market risk is, in general, the risk of fluctuation in the market price of the commodity being traded and is influenced primarily by supply and demand. Market risk includes the fluctuation in the market price of associated derivative commodity instruments. Avista Corp. utilizes derivative instruments, such as forwards, futures, swap derivatives and options in order to manage the various risks relating to these commodity price exposures. Avista Corp. has an energy resources risk policy and control procedures to manage these risks.

As part of Avista Corp.'s resource procurement and management operations in the electric business, the Company engages in an ongoing process of resource optimization, which involves the economic selection from available energy resources to serve Avista Corp.'s load obligations and the use of these resources to capture available economic value through wholesale market transactions. These include sales and purchases of electric capacity and energy, fuel for electric generation, and derivative contracts related to capacity, energy and fuel. Such transactions are part of the process of matching resources with load obligations and hedging a portion of the related financial risks. These transactions range from terms of intra-hour up to multiple years.

As part of its resource procurement and management of its natural gas business, Avista Corp. makes continuing projections of its natural gas loads and assesses available natural gas resources including natural gas storage availability. Natural gas resource planning typically includes peak requirements, low and average monthly requirements and delivery constraints from natural gas supply locations to Avista Corp.'s distribution system. However, daily variations in natural gas demand can be significantly different than monthly demand projections. On the basis of these projections, Avista Corp. plans and executes a series of transactions to hedge a portion of its projected natural gas requirements through forward market transactions and derivative instruments. These transactions may extend as much as fourthree natural gas operating years (November through October) into the future. Avista Corp. also leaves a significant portion of its natural gas supply requirements unhedged for purchase in short-term and spot markets.

Avista Corp. plans for sufficient natural gas delivery capacity to serve its retail customers for a theoretical peak day event. Avista Corp. generally has more pipeline and storage capacity than what is needed during periods other than a peak day. Avista Corp. optimizes its natural gas resources by using market opportunities to generate economic value that helps mitigate fixed costs. Avista Corp. also optimizes its natural gas storage capacity by purchasing and storing natural gas when prices are traditionally lower, typically in the summer, and withdrawing during higher priced months, typically during the winter. However, if market conditions and prices indicate that Avista Corp. should buy or sell natural gas during other times in the year, Avista Corp. engages in optimization transactions to capture value in the marketplace. Natural gas optimization activities


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AVISTA CORPORATION



include, but are not limited to, wholesale market sales of surplus natural gas supplies, purchases and sales of natural gas to optimize use of pipeline and storage capacity, and participation in the transportation capacity release market.

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AVISTA CORPORATION

The following table presents the underlying energy commodity derivative volumes as of December 31, 20172020 that are expected to be delivered in each respective year (in thousands of MWhs and mmBTUs):

 

 

Purchases

 

 

Sales

 

 

 

Electric Derivatives

 

 

Gas Derivatives

 

 

Electric Derivatives

 

 

Gas Derivatives

 

Year

 

Physical (1)

MWh

 

 

Financial (1)

MWh

 

 

Physical (1)

mmBTUs

 

 

Financial (1)

mmBTUs

 

 

Physical (1)

MWh

 

 

Financial (1)

MWh

 

 

Physical (1)

mmBTUs

 

 

Financial (1)

mmBTUs

 

2021

 

 

1

 

 

 

224

 

 

 

10,353

 

 

 

65,188

 

 

 

17

 

 

 

451

 

 

 

5,448

 

 

 

39,273

 

2022

 

 

0

 

 

 

0

 

 

 

450

 

 

 

25,525

 

 

 

0

 

 

 

0

 

 

 

1,360

 

 

 

12,030

 

2023

 

 

0

 

 

 

0

 

 

 

0

 

 

 

4,950

 

 

 

0

 

 

 

0

 

 

 

1,360

 

 

 

900

 

2024

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

1,370

 

 

 

0

 

2025

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

1,115

 

 

 

0

 

 Purchases Sales
 Electric Derivatives Gas Derivatives Electric Derivatives Gas Derivatives
Year
Physical (1)
MWh
 
Financial (1)
MWh
 
Physical (1)
mmBTUs
 
Financial (1)
mmBTUs
 Physical (1)
MWh
 Financial (1)
MWh
 Physical (1)
mmBTUs
 Financial (1)
mmBTUs
2018426
 763
 10,572
 107,580
 213
 1,739
 3,643
 67,375
2019235
 737
 610
 61,073
 94
 1,420
 1,345
 35,438
2020
 
 910
 16,590
 
 589
 1,430
 915
2021
 
 
 
 
 
 1,049
 
2022
 
 
 
 
 
 
 
Thereafter
 
 
 
 
 
 
 

As of December 31, 2020, there are 0 expected deliveries of energy commodity derivatives after 2025.

The following table presents the underlying energy commodity derivative volumes as of December 31, 20162019 that were expected to be delivered in each respective year (in thousands of MWhs and mmBTUs):

 

 

Purchases

 

 

Sales

 

 

 

Electric Derivatives

 

 

Gas Derivatives

 

 

Electric Derivatives

 

 

Gas Derivatives

 

Year

 

Physical (1)

MWh

 

 

Financial (1)

MWh

 

 

Physical (1)

mmBTUs

 

 

Financial (1)

mmBTUs

 

 

Physical (1)

MWh

 

 

Financial (1)

MWh

 

 

Physical (1)

mmBTUs

 

 

Financial (1)

mmBTUs

 

2020

 

 

2

 

 

 

442

 

 

 

9,813

 

 

 

78,803

 

 

 

133

 

 

 

1,724

 

 

 

2,984

 

 

 

37,848

 

2021

 

 

0

 

 

 

0

 

 

 

153

 

 

 

25,523

 

 

 

0

 

 

 

246

 

 

 

1,040

 

 

 

13,108

 

2022

 

 

0

 

 

 

0

 

 

 

225

 

 

 

4,725

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

675

 

As of December 31, 2019, there were 0 expected deliveries of energy commodity derivatives after 2022.

 Purchases Sales
 Electric Derivatives Gas Derivatives Electric Derivatives Gas Derivatives
Year
Physical (1)
MWh
 
Financial (1)
MWh
 
Physical (1)
mmBTUs
 
Financial (1)
mmBTUs
 Physical (1)
MWh
 Financial (1)
MWh
 Physical (1)
mmBTUs
 Financial (1)
mmBTUs
2017510
 907
 15,475
 110,380
 316
 1,552
 4,165
 73,110
2018397
 
 
 52,755
 286
 1,244
 1,360
 15,113
2019235
 
 610
 29,475
 158
 982
 1,345
 4,020
2020
 
 910
 2,725
 
 
 1,430
 
2021
 
 
 
 
 
 1,060
 
Thereafter
 
 
 
 
 
 
 

(1)

(1)

Physical transactions represent commodity transactions in which Avista Corp. will take or make delivery of either electricity or natural gas; financial transactions represent derivative instruments with delivery of cash in the amount of the benefit or cost but with no physical delivery of the commodity, such as futures, swap derivatives, options, or forward contracts.

The electric and natural gas derivative contracts above will be included in either power supply costs or natural gas supply costs during the period they are delivered and will be included in the various deferral and recovery mechanisms (ERM, PCA, and PGAs), or in the general rate case process, and are expected to be collected through retail rates from customers.

Foreign Currency Exchange Derivatives

A significant portion of Avista Corp.'s natural gas supply (including fuel for power generation) is obtained from Canadian sources. Most of those transactions are executed in U.S. dollars, which avoids foreign currency risk. A portion of Avista Corp.’s short-term natural gas transactions and long-term Canadian transportation contracts are committed based on Canadian currency prices and settled within 60 days with U.S. dollars. Avista Corp. hedges a portion of the foreign currency risk by purchasing Canadian currency exchange derivatives when such commodity transactions are initiated. The foreign currency exchange derivatives and the unhedged foreign currency risk have not had a material effect on Avista Corp.’s financial condition, results of operations or cash flows and these differences in cost related to currency fluctuations are included with natural gas supply costs for ratemaking.

The following table summarizes the foreign currency exchange derivatives that Avista Corp. has outstanding as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Number of contracts

 

 

22

 

 

 

20

 

Notional amount (in United States dollars)

 

$

3,860

 

 

$

5,932

 

Notional amount (in Canadian dollars)

 

 

4,949

 

 

 

7,828

 

 2017 2016
Number of contracts18
 21
Notional amount (in United States dollars)$2,552
 $2,819
Notional amount (in Canadian dollars)3,241
 3,754

110

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AVISTA CORPORATION



AVISTA CORPORATION

Interest Rate Swap Derivatives

Avista Corp. is affected by fluctuating interest rates related to a portion of its existing debt, and future borrowing requirements. Avista Corp. hedges a portion of its interest rate risk with financial derivative instruments, which may include interest rate swap derivatives and U.S. Treasury lock agreements.instruments. These interest rate swap derivatives and U.S. Treasury lock agreementsfinancial derivative instruments are considered economic hedges against fluctuations in future cash flows associated with anticipated debt issuances.

The following table summarizes the unsettled interest rate swap derivatives that Avista Corp. has outstanding as of the balance sheet date indicated below (dollars in thousands):

Balance Sheet Date

 

Number of Contracts

 

 

Notional Amount

 

 

Mandatory Cash

Settlement Date

December 31, 2020

 

 

4

 

 

 

45,000

 

 

2021

 

 

 

11

 

 

 

120,000

 

 

2022

 

 

 

1

 

 

 

10,000

 

 

2023

December 31, 2019

 

 

7

 

 

 

70,000

 

 

2020

 

 

 

3

 

 

 

35,000

 

 

2021

 

 

 

10

 

 

 

110,000

 

 

2022

Balance Sheet Date Number of Contracts Notional Amount Mandatory Cash Settlement Date
December 31, 2017 14 275,000
 2018
  6 70,000
 2019
  3 30,000
 2020
  1 15,000
 2021
  5 60,000
 2022
December 31, 2016 6 75,000
 2017
  14 275,000
 2018
  6 70,000
 2019
  2 20,000
 2020
  5 60,000
 2022
During

See Note 16 for discussion of the third quarter 2017,bond purchase agreement and the related settlement of interest rate swaps in connection with the execution of a purchase agreement for $90.0 million of Avista Corp. first mortgage bonds issued in December 2017, Avista Corp. cash-settled five interest rate swap derivatives (notional aggregate amount of $60.0 million) and paid a total of $8.8 million. Upon settlement of interest rate swap derivatives, the cash payments made or received are recorded as a regulatory asset or liability and are subsequently amortized as a component of interest expense over the lifepricing of the associated debt. The settled interest rate swap derivatives are also included as a part of Avista Corp.'s cost of debt calculation for ratemaking purposes.

bonds in June 2020.

The fair value of outstanding interest rate swap derivatives can vary significantly from period to period depending on the total notional amount of swap derivatives outstanding and fluctuations in market interest rates compared to the interest rates fixed by the swaps. Avista Corp. is required to make cash payments to settle the interest rate swap derivatives when the fixed rates are higher than prevailing market rates at the date of settlement. Conversely, Avista Corp. receives cash to settle its interest rate swap derivatives when prevailing market rates at the time of settlement exceed the fixed swap rates.

Summary of Outstanding Derivative Instruments

The amounts recorded on the Consolidated Balance SheetSheets as of December 31, 20172020 and December 31, 20162019 reflect the offsetting of derivative assets and liabilities where a legal right of offset exists.


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AVISTA CORPORATION



The following table presents the fair values and locations of derivative instruments recorded on the Consolidated Balance SheetSheets as of December 31, 20172020 (in thousands):

 

 

Fair Value

 

Derivative and Balance Sheet Location

 

Gross

Asset

 

 

Gross

Liability

 

 

Collateral

Netting

 

 

Net Asset

(Liability)

on Balance

Sheet

 

Foreign currency exchange derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other current assets

 

$

30

 

 

$

 

 

$

 

 

$

30

 

Interest rate swap derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

 

 

 

(19,575

)

 

 

8,050

 

 

 

(11,525

)

Other non-current liabilities and deferred credits

 

 

952

 

 

 

(32,190

)

 

 

 

 

 

(31,238

)

Energy commodity derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other current assets

 

 

9,203

 

 

 

(8,306

)

 

 

 

 

 

897

 

Other property and investments-net and other

   non-current assets

 

 

1,755

 

 

 

(1,159

)

 

 

 

 

 

596

 

Other current liabilities

 

 

11,037

 

 

 

(14,007

)

 

 

487

 

 

 

(2,483

)

Other non-current liabilities and deferred credits

 

 

1,725

 

 

 

(8,043

)

 

 

129

 

 

 

(6,189

)

Total derivative instruments recorded on the

   balance sheet

 

$

24,702

 

 

$

(83,280

)

 

$

8,666

 

 

$

(49,912

)

 Fair Value
 Derivative and Balance Sheet LocationGross
Asset
 Gross
Liability
 Collateral
Netting
 Net Asset
(Liability)
in Balance Sheet
Foreign currency exchange derivatives       
Other current assets$32
 $(1) $
 $31
Interest rate swap derivatives       
Other current assets2,597
 (270) 
 2,327
Other property and investments-net and other non-current assets4,880
 (2,304) 
 2,576
Current unsettled interest rate swap derivative liabilities

 (63,399) 28,952
 (34,447)
Non-current interest rate swap derivative liabilities

 (7,540) 6,018
 (1,522)
Energy commodity derivatives       
Other current assets1,386
 (122) 
 1,264
Current energy commodity derivative liabilities26,641
 (52,895) 17,406
 (8,848)
Other non-current liabilities, regulatory liabilities and deferred credits15,970
 (34,936) 10,032
 (8,934)
Total derivative instruments recorded on the balance sheet$51,506
 $(161,467) $62,408
 $(47,553)

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AVISTA CORPORATION

The following table presents the fair values and locations of derivative instruments recorded on the Consolidated Balance SheetSheets as of December 31, 20162019 (in thousands):

 

 

Fair Value

 

Derivative and Balance Sheet Location

 

Gross

Asset

 

 

Gross

Liability

 

 

Collateral

Netting

 

 

Net Asset

(Liability)

on Balance

Sheet

 

Foreign currency exchange derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other current assets

 

$

97

 

 

$

 

 

$

 

 

$

97

 

Interest rate swap derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other current assets

 

 

589

 

 

 

 

 

 

 

 

 

589

 

Other current liabilities

 

 

238

 

 

 

(9,379

)

 

 

1,316

 

 

 

(7,825

)

Other non-current liabilities and deferred credits

 

 

725

 

 

 

(24,677

)

 

 

5,454

 

 

 

(18,498

)

Energy commodity derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other current assets

 

 

416

 

 

 

(245

)

 

 

 

 

 

171

 

Other property and investments-net and other

   non-current assets

 

 

6,369

 

 

 

(5,446

)

 

 

 

 

 

923

 

Other current liabilities

 

 

34,760

 

 

 

(41,241

)

 

 

3,378

 

 

 

(3,103

)

Other non-current liabilities and deferred credits

 

 

28

 

 

 

(1,215

)

 

 

 

 

 

(1,187

)

Total derivative instruments recorded on the

   balance sheet

 

$

43,222

 

 

$

(82,203

)

 

$

10,148

 

 

$

(28,833

)

 Fair Value
 Derivative and Balance Sheet LocationGross
Asset
 Gross
Liability
 Collateral
Netting
 Net Asset
(Liability)
in Balance Sheet
Foreign currency exchange derivatives       
Other current liabilities$5
 $(28) $
 $(23)
Interest rate swap derivatives       
Other current assets3,393
 
 
 3,393
Other property and investments-net and other non-current assets5,754
 (397) 
 5,357
Current unsettled interest rate swap derivative liabilities
 (15,756) 9,731
 (6,025)
Non-current interest rate swap derivative liabilities3,951
 (57,825) 25,169
 (28,705)
Energy commodity derivatives       
Other current assets18,682
 (16,787) 
 1,895
Current energy commodity derivative liabilities16,335
 (29,598) 6,228
 (7,035)
Other non-current liabilities, regulatory liabilities and deferred credits13,071
 (29,990) 3,630
 (13,289)
Total derivative instruments recorded on the balance sheet$61,191
 $(150,381) $44,758
 $(44,432)

Exposure to Demands for Collateral

Avista Corp.'s derivative contracts often require collateral (in the form of cash or letters of credit) or other credit enhancements, or reductions or terminations of a portion of the contract through cash settlement. In the event of a downgrade in Avista Corp.'s credit ratings or changes in market prices, additional collateral may be required. In periods of price volatility, the level of exposure can change significantly. As a result, sudden and significant demands may be made against Avista Corp.'s credit facilities and cash. Avista Corp. actively monitors the exposure to possible collateral calls and takes steps to mitigate capital requirements.


112


AVISTA CORPORATION



The following table presents Avista Corp.'s collateral outstanding related to its derivative instruments as of December 31 (in thousands):

 

 

2020

 

 

2019

 

Energy commodity derivatives

 

 

 

 

 

 

 

 

Cash collateral posted

 

$

4,953

 

 

$

7,812

 

Letters of credit outstanding

 

 

23,500

 

 

 

17,400

 

Balance sheet offsetting (cash collateral against net derivative positions)

 

 

616

 

 

 

3,378

 

Interest rate swap derivatives

 

 

 

 

 

 

 

 

Cash collateral posted (offset by net derivative positions)

 

 

8,050

 

 

 

6,770

 

There were 0 letters of credit outstanding related to interest rate swap derivatives as of December 31, (in thousands):

 2017 2016
Energy commodity derivatives   
Cash collateral posted$39,458
 $17,134
Letters of credit outstanding23,000
 24,400
Balance sheet offsetting (cash collateral against net derivative positions)27,438
 9,858
    
Interest rate swap derivatives   
Cash collateral posted34,970
 34,900
Letters of credit outstanding5,000
 3,600
Balance sheet offsetting (cash collateral against net derivative positions)34,970
 34,900
2020 and December 31, 2019.

Certain of Avista Corp.’s derivative instruments contain provisions that require the Company to maintain an "investment grade" credit rating from the major credit rating agencies. If Avista Corp.’s credit ratings were to fall below “investment grade,” it would be in violation of these provisions, and the counterparties to the derivative instruments could request immediate payment or demand immediate and ongoing collateralization on derivative instruments in net liability positions.

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AVISTA CORPORATION

The following table presents the aggregate fair value of all derivative instruments with credit-risk-related contingent features that are in a liability position and the amount of additional collateral Avista Corp. could be required to post as of December 31 (in thousands):

 

 

2020

 

 

2019

 

Interest rate swap derivatives

 

 

 

 

 

 

 

 

Liabilities with credit-risk-related contingent features

 

$

50,813

 

 

$

34,056

 

Additional collateral to post

 

 

42,763

 

 

 

26,912

 

 2017 2016
Energy commodity derivatives   
Liabilities with credit-risk-related contingent features$1,336
 $1,124
Additional collateral to post1,336
 1,046
    
Interest rate swap derivatives   
Liabilities with credit-risk-related contingent features73,514
 73,978
Additional collateral to post18,770
 21,100

NOTE 7.8. JOINTLY OWNED ELECTRIC FACILITIES

The Company has a 15 percent ownership interest in Units 3 & 4 of the Colstrip generating station, a twin-unit coal-fired generating facility, Colstrip,plant located in southeastern Montana, and provides financing for its ownership interest in the project. ThePursuant to the ownership and operating agreements among the co-owners, the Company’s share of related fuel costs as well as operating expenses for plant in service are included in the corresponding accounts in the Consolidated Statements of Income. The Company’s share of utility plant in service for Colstrip and accumulated depreciation (inclusive of the ARO assets and accumulated amortization) were as follows as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Utility plant in service

 

$

391,922

 

 

$

387,860

 

Accumulated depreciation

 

 

(284,282

)

 

 

(268,637

)

 2017 2016
Utility plant in service$379,970
 $380,406
Accumulated depreciation(255,604) (249,359)

See Note 910 for further discussion of AROs.


113


the environmental liabilities are joint and several under the law, so that if any co-owner failed to pay its share of such liability, the other co-owners (or any one of them) could be required to pay the defaulting co-owner‘s share (or the entire liability).

NOTE 8.9. PROPERTY, PLANT AND EQUIPMENT

Net Utility Property

Net utility property consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Utility plant in service

 

$

6,809,797

 

 

$

6,462,993

 

Construction work in progress

 

 

175,767

 

 

 

164,941

 

Total

 

 

6,985,564

 

 

 

6,627,934

 

Less: Accumulated depreciation and amortization

 

 

1,993,952

 

 

 

1,830,927

 

Total net utility property

 

$

4,991,612

 

 

$

4,797,007

 

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AVISTA CORPORATION

Gross Property, Plant and Equipment

The gross balances of the major classifications of property, plant and equipment are detailed in the following table as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Avista Utilities:

 

 

 

 

 

 

 

 

Electric production

 

$

1,457,497

 

 

$

1,445,017

 

Electric transmission

 

 

862,987

 

 

 

802,546

 

Electric distribution

 

 

1,978,868

 

 

 

1,847,273

 

Electric construction work-in-progress (CWIP) and other

 

 

384,372

 

 

 

350,331

 

Electric total

 

 

4,683,724

 

 

 

4,445,167

 

Natural gas underground storage

 

 

53,351

 

 

 

51,017

 

Natural gas distribution

 

 

1,282,563

 

 

 

1,203,186

 

Natural gas CWIP and other

 

 

83,644

 

 

 

81,245

 

Natural gas total

 

 

1,419,558

 

 

 

1,335,448

 

Common plant (including CWIP)

 

 

712,609

 

 

 

681,711

 

Total Avista Utilities

 

 

6,815,891

 

 

 

6,462,326

 

AEL&P:

 

 

 

 

 

 

 

 

Electric production

 

 

105,076

 

 

 

100,448

 

Electric transmission

 

 

22,419

 

 

 

22,000

 

Electric distribution

 

 

25,814

 

 

 

24,096

 

Electric CWIP and other

 

 

6,677

 

 

 

9,539

 

Electric total

 

 

159,986

 

 

 

156,083

 

Common plant

 

 

9,687

 

 

 

9,525

 

Total AEL&P

 

 

169,673

 

 

 

165,608

 

Total gross utility property

 

 

6,985,564

 

 

 

6,627,934

 

Other (1)

 

 

16,394

 

 

 

28,195

 

Total

 

$

7,001,958

 

 

$

6,656,129

 

 2017 2016
Avista Utilities:   
Electric production$1,392,017
 $1,346,332
Electric transmission726,240
 682,529
Electric distribution1,617,451
 1,525,175
Electric construction work-in-progress (CWIP) and other322,144
 296,912
Electric total4,057,852
 3,850,948
Natural gas underground storage46,233
 44,672
Natural gas distribution1,027,197
 954,298
Natural gas CWIP and other63,803
 57,601
Natural gas total1,137,233
 1,056,571
Common plant (including CWIP)588,833
 527,458
Total Avista Utilities5,783,918
 5,434,977
AEL&P:   
Electric production97,883
 94,839
Electric transmission21,413
 20,252
Electric distribution21,061
 20,057
Electric production held under long-term capital lease71,007
 71,007
Electric CWIP and other7,341
 7,190
Electric total218,705
 213,345
Common plant8,524
 8,651
Total AEL&P227,229
 221,996
Other (1)
36,783
 30,764
Total$6,047,930
 $5,687,737

(1)

(1)

Included in other property and investments-net and other non-current assets on the Consolidated Balance Sheets. Accumulated depreciation was $11.6$2.2 million as of December 31, 20172020 and $11.2$5.4 million as of December 31, 20162019 for the other businesses.

NOTE 9.10. ASSET RETIREMENT OBLIGATIONS

The Company has recorded liabilities for future AROs to:

restore coal ash containment ponds and coal holding areas at Colstrip,

restore coal ash containment ponds at Colstrip,

cap a landfill at the Kettle Falls Plant, and

cap a landfill at the Kettle Falls Plant,

remove plant and restore the land at the Coyote Springs 2 site at the termination of the land lease.

remove plant and restore the land at the Coyote Springs 2 site at the termination of the land lease, and
dispose of PCBs in certain transformers.

Due to an inability to estimate a range of settlement dates, the Company cannot estimate a liability for the:

removal and disposal of certain transmission and distribution assets, and

removal and disposal of certain transmission and distribution assets,

abandonment and decommissioning of certain hydroelectric generation and natural gas storage facilities.

abandonment and decommissioning of certain hydroelectric generation and natural gas storage facilities.

In 2015, the EPA issued a final rule regarding coal combustion residuals (CCR), also termed coal combustion byproducts or coal ash.CCRs. Colstrip, of which Avista Corp. is a 15 percent owner of unitsUnits 3 & 4, produces this byproduct. The CCR rule establishedhas been the subject of ongoing litigation. In August 2018, the D.C. Circuit struck down provisions of the rule. The rule includes technical requirements for CCR landfills and surface impoundments under Subtitle D of the Resource Conservation and Recovery Act, the nation's primary law for regulating solid waste.impoundments. The Company, in conjunction with the other Colstrip owners developed a multi-year compliance plan to strategically address the CCR requirements and existing state obligations while maintaining operational stability. During 2015, the operator of Colstrip provided an initial cost estimate of the expected retirement costs associated with complying with the new CCR rule. Based on the initial assessments, Avista Corp. recorded an

increase to its ARO of $12.5 million during 2015 with a corresponding increase in the cost basis of the utility plant. During 2016 and 2017, due to additional information and updated estimates, the ARO was adjusted during each of those years by minor amounts.
obligations.

The actual asset retirement costs related to the CCR rule requirements may vary substantially from the estimates used to record the ARO due to the uncertainty and evolving nature of the compliance strategies that will be used and the availability of data used to estimate costs, such as the quantity of coal ash present at certain sites and the volume of fill that will be needed to cap

111


AVISTA CORPORATION

and cover certain impoundments. Avista Corp. will coordinate with the plant operator and continue to gather additional data in future periods to make decisions about compliance strategies and the timing of closure activities. As additionalThe Company updates its estimates as new information becomes available, Avista Corp. will update the ARO for these changes in estimates, which could be material.available. The Company expects to seek recovery of any increased costs related to complying with the CCR rule through customer rates.

In addition to the above, under a 2018 Administrative Order on Consent and ongoing negotiations with the Montana Department of Ecological Quality, the owners of Colstrip are required to provide financial assurance, primarily in the form of surety bonds, to secure each owner's pro-rata share of various anticipated closure and remediation of the ash ponds and coal holding areas. The amount of financial assurance required of each owner may, like the ARO, vary substantially due to the uncertainty and evolving nature of anticipated closure and remediation activities, and as those activities are completed over time.

The following table documents the changes in the Company’s asset retirement obligation during the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Asset retirement obligation at beginning of year

 

$

20,338

 

 

$

18,266

 

 

$

17,482

 

Liabilities incurred

 

 

(2,315

)

 

 

2,699

 

 

 

 

Liabilities settled

 

 

(1,645

)

 

 

(1,503

)

 

 

(66

)

Accretion expense

 

 

816

 

 

 

876

 

 

 

850

 

Asset retirement obligation at end of year

 

$

17,194

 

 

$

20,338

 

 

$

18,266

 

 2017 2016 2015
Asset retirement obligation at beginning of year$15,515
 $15,997
 $3,028
Liabilities incurred1,171
 430
 12,539
Liabilities settled
 (1,529) (29)
Accretion expense796
 617
 459
Asset retirement obligation at end of year$17,482
 $15,515
 $15,997

NOTE 10.11. PENSION PLANS AND OTHER POSTRETIREMENT BENEFIT PLANS

The pension and other postretirement benefit plans described below only relate to Avista Utilities. AEL&P (not discussed below) participates in a defined contribution multiemployer plan for its union workers and a defined contribution money purchase pension plan for its nonunion workers. METALfx (not discussed below) has a defined contribution 401(k) savings plan. None of the subsidiary retirement plans, individually or in the aggregate, are significant to Avista Corp.

Avista Utilities

The Company has a defined benefit pension plan covering the majority of all regular full-time employees at Avista Utilities that were hired prior to January 1, 2014. Individual benefits under this plan are based upon the employee’s years of service, date of hire and average compensation as specified in the plan. Non-union employees hired on or after January 1, 2014 participate in a defined contribution 401(k) plan in lieu of a defined benefit pension plan. Union employees hired on or after January 1, 2014 are still covered under the defined benefit pension plan. The Company’s funding policy is to contribute at least the minimum amounts that are required to be funded under the Employee Retirement Income Security Act, but not more than the maximum amounts that are currently deductible for income tax purposes. The Company contributed $22.0 million in cash to the pension plan in 2017, $12.0 million in 20162020, 2019, and $12.0 million in 2015.2018. The Company expects to contribute $22.0$42.0 million in cash to the pension plan in 2018.

2021.

The Company also has a SERP that provides additional pension benefits to certain executive officers and certain key employees of the Company. The SERP is intended to provide benefits to individuals whose benefits under the defined benefit pension plan are reduced due to the application of Section 415 of the Internal Revenue Code of 1986 and the deferral of salary under deferred compensation plans. The liability and expense for this plan are included as pension benefits in the tables included in this Note.

The Company expects that benefit payments under the pension plan and the SERP will total (dollars in thousands):

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Total 2026-

2030

 

Expected benefit payments

 

$

42,390

 

 

$

42,673

 

 

$

42,478

 

 

$

43,149

 

 

$

43,752

 

 

$

223,788

 

 2018 2019 2020 2021 2022 Total 2023-2027
Expected benefit payments$36,916
 $37,613
 $38,610
 $38,729
 $38,837
 $205,395

The expected long-term rate of return on plan assets is based on past performance and economic forecasts for the types of investments held by the plan. In selecting a discount rate, the Company considers yield rates for highly rated corporate bond portfolios with maturities similar to that of the expected term of pension benefits.

112


AVISTA CORPORATION

The Company provides certain health care and life insurance benefits for eligible retired employees that were hired prior to January 1, 2014. The Company accrues the estimated cost of postretirement benefit obligations during the years that employees provide services. The liability and expense of this plan are included as other postretirement benefits. Non-union employees hired on or after January 1, 2014, will have access to the retiree medical plan upon retirement; however, Avista Corp. will no longer provide a contribution toward their medical premium.


114


AVISTA CORPORATION



The Company has a Health Reimbursement Arrangement (HRA) to provide employees with tax-advantaged funds to pay for allowable medical expenses upon retirement. The amount earned by the employee is fixed on the retirement date based on the employee’s years of service and the ending salary. The liability and expense of the HRA are included as other postretirement benefits.

The Company provides death benefits to beneficiaries of executive officers who die during their term of office or after retirement. Under the plan, an executive officer’s designated beneficiary will receive a payment equal to twice the executive officer’s annual base salary at the time of death (or if death occurs after retirement, a payment equal to twice the executive officer’s total annual pension benefit). The liability and expense for this plan are included as other postretirement benefits.

The Company expects that benefit payments under other postretirement benefit plans will total (dollars in thousands):

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Total 2026-

2030

 

Expected benefit payments

 

$

6,610

 

 

$

6,800

 

 

$

6,891

 

 

$

7,021

 

 

$

7,164

 

 

$

37,156

 

 2018 2019 2020 2021 2022 Total 2023-2027
Expected benefit payments$6,856
 $7,064
 $6,093
 $6,223
 $6,288
 $32,265

The Company expects to contribute $6.9$6.8 million to other postretirement benefit plans in 2018,2021, representing expected benefit payments to be paid during the year excluding the Medicare Part D subsidy. The Company uses a December 31 measurement date for its pension and other postretirement benefit plans.

113


AVISTA CORPORATION

The following table sets forth the pension and other postretirement benefit plan disclosures as of December 31, 20172020 and 20162019 and the components of net periodic benefit costs for the years ended December 31, 2017, 20162020, 2019 and 20152018 (dollars in thousands):

 

 

Pension Benefits

 

 

Other Post-

retirement Benefits

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Change in benefit obligation:

 

Benefit obligation as of beginning of year

 

$

742,382

 

 

$

671,629

 

 

$

159,296

 

 

$

134,053

 

Service cost

 

 

22,392

 

 

 

19,755

 

 

 

3,902

 

 

 

3,006

 

Interest cost

 

 

27,853

 

 

 

28,417

 

 

 

6,042

 

 

 

5,598

 

Actuarial (gain)/loss

 

 

74,688

 

 

 

57,829

 

 

 

(2,589

)

 

 

23,344

 

Benefits paid

 

 

(40,400

)

 

 

(35,248

)

 

 

(5,418

)

 

 

(6,705

)

Benefit obligation as of end of year

 

$

826,915

 

 

$

742,382

 

 

$

161,233

 

 

$

159,296

 

Change in plan assets:

 

Fair value of plan assets as of beginning of year

 

$

642,063

 

 

$

544,051

 

 

$

44,853

 

 

$

36,852

 

Actual return on plan assets

 

 

96,591

 

 

 

109,942

 

 

 

7,320

 

 

 

8,001

 

Employer contributions

 

 

22,000

 

 

 

22,000

 

 

 

 

 

 

 

Benefits paid

 

 

(38,630

)

 

 

(33,930

)

 

 

 

 

 

 

Fair value of plan assets as of end of year

 

$

722,024

 

 

$

642,063

 

 

$

52,173

 

 

$

44,853

 

Funded status

 

$

(104,891

)

 

$

(100,319

)

 

$

(109,060

)

 

$

(114,443

)

Amounts recognized in the Consolidated Balance Sheets:

 

Other current liabilities

 

$

(1,943

)

 

$

(1,602

)

 

$

(669

)

 

$

(640

)

Non-current liabilities

 

 

(102,948

)

 

 

(98,717

)

 

 

(108,391

)

 

 

(113,803

)

Net amount recognized

 

$

(104,891

)

 

$

(100,319

)

 

$

(109,060

)

 

$

(114,443

)

Accumulated pension benefit obligation

 

$

710,023

 

 

$

644,004

 

 

 

 

 

 

 

 

 

Accumulated postretirement benefit obligation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For retirees

 

 

 

 

 

 

 

 

 

$

75,876

 

 

$

72,816

 

For fully eligible employees

 

 

 

 

 

 

 

 

 

$

32,097

 

 

$

34,545

 

For other participants

 

 

 

 

 

 

 

 

 

$

53,260

 

 

$

51,935

 

Included in accumulated other comprehensive loss (income) (net of tax):

 

Unrecognized prior service cost

 

$

1,902

 

 

$

2,105

 

 

$

(3,570

)

 

$

(4,400

)

Unrecognized net actuarial loss

 

 

119,318

 

 

 

114,368

 

 

 

53,737

 

 

 

63,101

 

Total

 

 

121,220

 

 

 

116,473

 

 

 

50,167

 

 

 

58,701

 

Less regulatory asset

 

 

(108,301

)

 

 

(107,395

)

 

 

(48,708

)

 

 

(57,520

)

Accumulated other comprehensive loss for unfunded benefit

   obligation for pensions and other postretirement benefit plans

 

$

12,919

 

 

$

9,078

 

 

$

1,459

 

 

$

1,181

 

 

 

Pension Benefits

 

 

Other Post-

retirement Benefits

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Weighted-average assumptions as of December 31:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Discount rate for benefit obligation

 

 

3.25

%

 

 

3.85

%

 

 

3.27

%

 

 

3.89

%

Discount rate for annual expense

 

 

3.85

%

 

 

4.31

%

 

 

3.89

%

 

 

4.32

%

Expected long-term return on plan assets

 

 

5.50

%

 

 

5.90

%

 

 

5.30

%

 

 

5.70

%

Rate of compensation increase

 

 

4.74

%

 

 

4.66

%

 

 

 

 

 

 

 

 

Medical cost trend pre-age 65 – initial

 

 

 

 

 

 

 

 

 

 

6.25

%

 

 

5.75

%

Medical cost trend pre-age 65 – ultimate

 

 

 

 

 

 

 

 

 

 

5.00

%

 

 

5.00

%

Ultimate medical cost trend year pre-age 65

 

 

 

 

 

 

 

 

 

2026

 

 

2023

 

Medical cost trend post-age 65 – initial

 

 

 

 

 

 

 

 

 

 

6.25

%

 

 

6.50

%

Medical cost trend post-age 65 – ultimate

 

 

 

 

 

 

 

 

 

 

5.00

%

 

 

5.00

%

Ultimate medical cost trend year post-age 65

 

 

 

 

 

 

 

 

 

2026

 

 

2026

 

114


AVISTA CORPORATION

 Pension Benefits 
Other Post-
retirement Benefits
 2017 2016 2017 2016
Change in benefit obligation:       
Benefit obligation as of beginning of year$666,472
 $613,503
 $136,453
 $138,795
Service cost20,406
 18,302
 3,220
 3,205
Interest cost27,898
 27,544
 5,490
 6,110
Actuarial (gain)/loss39,743
 39,997
 (6,020) (3,648)
Plan change3,158
 
 
 
Cumulative adjustment to reclassify liability
 
 
 (1,042)
Benefits paid(41,116) (32,874) (6,196) (6,967)
Benefit obligation as of end of year$716,561
 $666,472
 $132,947
 $136,453
Change in plan assets:       
Fair value of plan assets as of beginning of year$540,914
 $517,234
 $33,365
 $30,868
Actual return on plan assets82,476
 43,212
 4,588
 2,497
Employer contributions22,000
 12,000
 
 
Benefits paid(39,738) (31,532) 
 
Fair value of plan assets as of end of year$605,652
 $540,914
 $37,953
 $33,365
Funded status$(110,909) $(125,558) $(94,994) $(103,088)
Unrecognized net actuarial loss157,883
 178,783
 68,280
 81,979
Unrecognized prior service cost3,179
 23
 (7,782) (8,981)
Prepaid (accrued) benefit cost50,153
 53,248
 (34,496) (30,090)
Additional liability(161,062) (178,806) (60,498) (72,998)
Accrued benefit liability$(110,909) $(125,558) $(94,994) $(103,088)
Accumulated pension benefit obligation$624,345
 $583,498
 
 
Accumulated postretirement benefit obligation:       
For retirees    $60,354
 $60,670
For fully eligible employees    $32,891
 $34,429
For other participants    $39,702
 $41,354

115


 

 

Pension Benefits

 

 

Other Post-retirement Benefits

 

 

 

2020

 

 

2019

 

 

2018

 

 

2020

 

 

2019

 

 

2018

 

Components of net periodic benefit cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service cost (a)

 

$

22,392

 

 

$

19,755

 

 

$

21,614

 

 

$

3,902

 

 

$

3,006

 

 

$

3,188

 

Interest cost

 

 

27,853

 

 

 

28,417

 

 

 

26,096

 

 

 

6,042

 

 

 

5,598

 

 

 

4,831

 

Expected return on plan assets

 

 

(34,886

)

 

 

(31,763

)

 

 

(33,018

)

 

 

(2,377

)

 

 

(2,101

)

 

 

(1,973

)

Amortization of prior service cost

 

 

257

 

 

 

257

 

 

 

257

 

 

 

(958

)

 

 

(981

)

 

 

(1,089

)

Net loss recognition

 

 

6,717

 

 

 

10,216

 

 

 

7,879

 

 

 

4,871

 

 

 

4,013

 

 

 

4,232

 

Net periodic benefit cost

 

$

22,333

 

 

$

26,882

 

 

$

22,828

 

 

$

11,480

 

 

$

9,535

 

 

$

9,189

 

(a)

AVISTA CORPORATION

Total service costs in the table above are recorded to the same accounts as labor expense. Labor and benefits expense is recorded to various projects based on whether the work is a capital project or an operating expense. Approximately 40 percent of all labor and benefits is capitalized to utility property and 60 percent is expensed to utility other operating expenses.




 Pension Benefits 
Other Post-
retirement Benefits
 2017 2016 2017 2016
Included in accumulated other comprehensive loss (income) (net of tax):
Unrecognized prior service cost$2,066
 $15
 $(5,058) $(5,854)
Unrecognized net actuarial loss102,624
 116,209
 44,382
 53,303
Total104,690
 116,224
 39,324
 47,449
Less regulatory asset(97,025) (108,903) (38,899) (47,202)
Accumulated other comprehensive loss for unfunded benefit obligation for pensions and other postretirement benefit plans$7,665
 $7,321
 $425
 $247

 Pension Benefits 
Other Post-
retirement Benefits
 2017 2016 2017 2016
Weighted-average assumptions as of December 31:       
Discount rate for benefit obligation3.71% 4.26% 3.72% 4.23%
Discount rate for annual expense4.26% 4.57% 4.23% 4.57%
Expected long-term return on plan assets5.87% 5.40% 5.69% 6.03%
Rate of compensation increase4.69% 4.78%    
Medical cost trend pre-age 65 – initial    6.50% 7.00%
Medical cost trend pre-age 65 – ultimate    5.00% 5.00%
Ultimate medical cost trend year pre-age 65    2023
 2023
Medical cost trend post-age 65 – initial    6.50% 7.00%
Medical cost trend post-age 65 – ultimate    5.00% 5.00%
Ultimate medical cost trend year post-age 65    2024
 2024
 Pension Benefits Other Post-retirement Benefits
 2017 2016 2015 2017 2016 2015
Components of net periodic benefit cost:           
Service cost$20,406
 $18,302
 $19,791
 $3,220
 $3,205
 $2,925
Interest cost27,898
 27,544
 26,117
 5,490
 6,110
 5,158
Expected return on plan assets(31,626) (27,547) (28,299) (1,899) (1,861) (1,991)
Amortization of prior service cost2
 2
 2
 (1,144) (1,208) (1,199)
Net loss recognition9,793
 8,511
 9,451
 4,934
 5,728
 5,095
Net periodic benefit cost$26,473
 $26,812
 $27,062
 $10,601
 $11,974
 $9,988
Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point increase in the assumed health care cost trend rate for each year would increase the accumulated postretirement benefit obligation as of December 31, 2017 by $6.6 million and the service and interest cost by $0.8 million. A one-percentage-point decrease in the assumed health care cost trend rate for each year would decrease the accumulated postretirement benefit obligation as of December 31, 2017 by $5.2 million and the service and interest cost by $0.6 million.

Plan Assets

The Finance Committee of the Company’s Board of Directors approves investment policies, objectives and strategies that seek an appropriate return for the pension plan and other postretirement benefit plans and reviews and approves changes to the investment and funding policies.

The Company has contracted with investment consultants who are responsible for monitoring the individual investment managers. The investment managers’ performance and related individual fund performance is periodically reviewed by an


116


AVISTA CORPORATION



internal benefits committee and by the Finance Committee to monitor compliance with investment policy objectives and strategies.

Pension plan assets are invested in mutual funds, trusts and partnerships that hold marketable debt and equity securities, real estate, and absolute return and commodity funds.return. In seeking to obtain a return that aligns with the funded status of the pension plan, the investment consultant recommends allocation percentages by asset classes. These recommendations are reviewed by the internal benefits committee, which then recommends their adoption by the Finance Committee. The Finance Committee has established target investment allocation percentages by asset classes and also investment ranges for each asset class. The target investment allocation percentages are typically the midpoint of the established range. The target investment allocation percentages by asset classes are indicated in the table below:

 

 

2020

 

 

2019

 

Equity securities

 

 

35

%

 

 

35

%

Debt securities

 

 

49

%

 

 

49

%

Real estate

 

 

7

%

 

 

7

%

Absolute return

 

 

9

%

 

 

9

%

 2017 2016
Equity securities37% 37%
Debt securities45% 45%
Real estate8% 8%
Absolute return10% 10%

The target investment allocation percentages were revised in the first quarter of 2021 and the pension plan assets are being reinvested to move toward the new target investment allocation percentages of 55 percent equity securities, 40 percent debt securities, 5 percent real estate and 0 percent absolute return. The target asset allocation percentages were modified to better align the asset allocations with the funded status of the pension plan.

The fair value of pension plan assets invested in debt and equity securities was based primarily on fair value (market prices). The fair value of investment securities traded on a national securities exchange is determined based on the reported last sales price; securities traded in the over-the-counter market are valued at the last reported bid price. Investment securities for which market prices are not readily available or for which market prices do not represent the value at the time of pricing, the investment manager estimates fair value based upon other inputs (including valuations of securities that are comparable in coupon, rating, maturity and industry).

Pension plan and other postretirement plan assets whose fair values are measured using net asset value (NAV) are excluded from the fair value hierarchy and are included as reconciling items in the tables below.

Investments in common/collective trust funds are presented at estimated fair value, which is determined based on the unit value of the fund. Unit value is determined by an independent trustee, which sponsors the fund, by dividing the fund’s net assets by its units outstanding at the valuation date.

115


AVISTA CORPORATION

The Company's investments in common/collective trusts have redemption limitations that permit quarterly redemptions following notice requirements of 45 to 60 days. The fair values of the closely held investments and partnership interests are based upon the allocated share of the fair value of the underlying net assets as well as the allocated share of the undistributed profits and losses, including realized and unrealized gains and losses. Most of the Company's investments in closely held investments and partnership interests have redemption limitations that range from bi-monthly to semi-annually following redemption notice requirements of 60 to 90 days. One investment in a partnership has a lock-up for redemption currently expiring in 2022 and is subject to extension.

The fair value of pension plan assets invested in real estate was determined by the investment manager based on three basic approaches:
properties are externally appraised on an annual basis by independent appraisers, additional appraisals may be performed as warranted by specific asset or market conditions,
property valuations are reviewed quarterly and adjusted as necessary, and
loans are reflected at fair value.
The fair value of pension plan assets was determined as of December 31, 2017 and 2016.


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AVISTA CORPORATION



The following table discloses by level within the fair value hierarchy (see Note 1618 for a description of the fair value hierarchy) of the pension plan’s assets measured and reported as of December 31, 20172020 at fair value (dollars in thousands):

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash equivalents

 

$

 

 

$

3,309

 

 

$

 

 

$

3,309

 

Fixed income securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government issues

 

 

 

 

 

10,990

 

 

 

 

 

 

10,990

 

Corporate issues

 

 

 

 

 

279,857

 

 

 

 

 

 

279,857

 

International issues

 

 

 

 

 

39,634

 

 

 

 

 

 

39,634

 

Municipal issues

 

 

 

 

 

22,431

 

 

 

 

 

 

22,431

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. equity securities

 

 

146,375

 

 

 

 

 

 

 

 

 

146,375

 

International equity securities

 

 

96,311

 

 

 

 

 

 

 

 

 

96,311

 

Absolute return (1)

 

 

11,640

 

 

 

 

 

 

 

 

 

11,640

 

Plan assets measured at NAV (not subject to hierarchy

   disclosure)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common/collective trusts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate

 

 

 

 

 

 

 

 

 

 

 

29,532

 

Partnership/closely held investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Absolute return (1)

 

 

 

 

 

 

 

 

 

 

 

47,188

 

International equity securities

 

 

 

 

 

 

 

 

 

 

 

26,760

 

Real estate

 

 

 

 

 

 

 

 

 

 

 

7,997

 

Total

 

$

254,326

 

 

$

356,221

 

 

$

 

 

$

722,024

 

 Level 1 Level 2 Level 3 Total
Cash equivalents$
 $20,619
 $
 $20,619
Fixed income securities:       
U.S. government issues
 20,305
 
 20,305
Corporate issues
 185,272
 
 185,272
International issues
 32,054
 
 32,054
Municipal issues
 20,201
 
 20,201
Mutual funds:       
U.S. equity securities127,742
 
 
 127,742
International equity securities40,755
 
 
 40,755
Absolute return (1)7,728
 
 
 7,728
Plan assets measured at NAV (not subject to hierarchy disclosure)
Common/collective trusts:       
Real estate
 
 
 34,470
International equity securities
 
 
 43,462
Partnership/closely held investments:       
Absolute return (1)
 
 
 67,167
Private equity funds (2)
 
 
 72
Real estate
 
 
 5,805
Total$176,225
 $278,451
 $
 $605,652

The following table discloses by level within the fair value hierarchy (see Note 1618 for a description of the fair value hierarchy) of the pension plan’s assets measured and reported as of December 31, 20162019 at fair value (dollars in thousands):

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash equivalents

 

$

 

 

$

2,852

 

 

$

 

 

$

2,852

 

Fixed income securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government issues

 

 

 

 

 

37,297

 

 

 

 

 

 

37,297

 

Corporate issues

 

 

 

 

 

207,222

 

 

 

 

 

 

207,222

 

International issues

 

 

 

 

 

35,836

 

 

 

 

 

 

35,836

 

Municipal issues

 

 

 

 

 

23,539

 

 

 

 

 

 

23,539

 

Mutual funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. equity securities

 

 

173,568

 

 

 

 

 

 

 

 

 

173,568

 

International equity securities

 

 

46,416

 

 

 

 

 

 

 

 

 

46,416

 

Absolute return (1)

 

 

16,720

 

 

 

 

 

 

 

 

 

16,720

 

Plan assets measured at NAV (not subject to hierarchy

   disclosure)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common/collective trusts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate

 

 

 

 

 

 

 

 

 

 

 

31,473

 

Partnership/closely held investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Absolute return (1)

 

 

 

 

 

 

 

 

 

 

 

59,260

 

Real estate

 

 

 

 

 

 

 

 

 

 

 

7,880

 

Total

 

$

236,704

 

 

$

306,746

 

 

$

 

 

$

642,063

 

116


AVISTA CORPORATION

 Level 1 Level 2 Level 3 Total
Cash equivalents$
 $10,179
 $
 $10,179
Fixed income securities:       
U.S. government issues
 30,919
 
 30,919
Corporate issues
 193,563
 
 193,563
International issues
 34,145
 
 34,145
Municipal issues
 18,888
 
 18,888
Mutual funds:       
U.S. equity securities120,856
 
 
 120,856
International equity securities30,025
 
 
 30,025
Absolute return (1)6,622
 
 
 6,622
Plan assets measured at NAV (not subject to hierarchy disclosure)
Common/collective trusts:       
Real estate
 
 
 19,779
International equity securities
 
 
 29,140
Partnership/closely held investments:       
Absolute return (1)
 
 
 39,077
Private equity funds (2)
 
 
 72
Real estate
 
 
 7,649
Total$157,503
 $287,694
 $
 $540,914

(1)

(1)

This category invests in multiple strategies to diversify risk and reduce volatility. The strategies include: (a) event driven, relative value, convertible, and fixed income arbitrage, (b) distressed investments, (c) long/short equity and fixed income, and (d) market neutral strategies.

(2)This category includes private equity funds that invest primarily in U.S. companies.

118


AVISTA CORPORATION




The fair value of other postretirement plan assets invested in debt and equity securities was based primarily on market prices. The fair value of investment securities traded on a national securities exchange is determined based on the last reported sales price; securities traded in the over-the-counter market are valued at the last reported bid price. Investment securities for which market prices are not readily available are fair-valued by the investment manager based upon other inputs (including valuations of securities that are comparable in coupon, rating, maturity and industry). The target asset allocation was 60 percent equity securities and 40 percent debt securities in both 20172020 and 2016.

2019.

The fair value of other postretirement plan assets was determined as of December 31, 20172020 and 2016.

2019.

The following table discloses by level within the fair value hierarchy (see Note 1618 for a description of the fair value hierarchy) of other postretirement plan assets measured and reported as of December 31, 20172020 at fair value (dollars in thousands):

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Balanced index mutual fund (1)

 

$

52,173

 

 

$

 

 

$

 

 

$

52,173

 

 Level 1 Level 2 Level 3 Total
Balanced index mutual funds (1)$37,953
 $
 $
 $37,953

The following table discloses by level within the fair value hierarchy (see Note 1618 for a description of the fair value hierarchy) of other postretirement plan assets measured and reported as of December 31, 20162019 at fair value (dollars in thousands):

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Balanced index mutual fund (1)

 

$

44,853

 

 

$

 

 

$

 

 

$

44,853

 

 Level 1 Level 2 Level 3 Total
Cash equivalents$
 $6
 $
 $6
Balanced index mutual funds (1)33,359
 
 
 33,359
Total$33,359
 $6
 $
 $33,365

(1)

(1)

The balanced index fund for 20172020 and 20162019 is a single mutual fund that includes a percentage of U.S. equity and fixed income securities and International equity and fixed income securities.

401(k) Plans and Executive Deferral Plan

Avista Utilities and METALfx havehas a salary deferral 401(k) plansplan that areis a defined contribution plansplan and covercovers substantially all employees. Employees can make contributions to their respective accounts in the plans on a pre-tax basis up to the maximum amount permitted by law. The respective companyCompany matches a portion of the salary deferred by each participant according to the schedule in the respective plan.

Employer matching contributions were as follows for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Employer 401(k) matching contributions

 

$

11,742

 

 

$

10,412

 

 

$

10,243

 

 2017 2016 2015
Employer 401(k) matching contributions$9,075
 $8,710
 $8,011

The Company has an Executive Deferral Plan. This plan allows executive officers and other key employees the opportunity to defer until the earlier of their retirement, termination, disability or death, up to 75 percent of their base salary and/or up to 100 percent of their incentive payments. Deferred compensation funds are held by the Company in a Rabbi Trust.

There were deferred compensation assets included in other property and investments-net and corresponding deferred compensation liabilities included in other non-current liabilities and deferred credits on the Consolidated Balance Sheets of the following amounts as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Deferred compensation assets and liabilities

 

$

9,174

 

 

$

8,948

 

 2017 2016
Deferred compensation assets and liabilities$8,458
 $7,679

NOTE 11.12. ACCOUNTING FOR INCOME TAXES

Federal Income Tax Law Changes
On December 22, 2017, the TCJA was signed into law. The legislation includes substantial changes to the taxation of individuals as well as U.S. businesses, multi-national enterprises, and other types of taxpayers. Highlights of provisions most relevant to Avista Corp. include:
A permanent reduction in the statutory corporate tax rate from 35 percent to 21 percent, beginning with tax years after 2017;

119


AVISTA CORPORATION



Statutory provisions requiring that excess deferred taxes associated with public utility property be normalized using the ARAM for determining the timing of the return of excess deferred taxes to customers. Excess deferred taxes result from revaluing deferred tax assets and liabilities based on the newly enacted tax rate instead of the previous tax rate, which, for most rate-regulated utilities like Avista Utilities and AEL&P, results in a net benefit to customers that will be deferred as a regulatory liability and passed through to customers over future periods;
Repeal of the corporate AMT;
Bonus depreciation (expensing of capital investment on an accelerated basis) was removed as a deduction for property predominantly used in certain rate-regulated businesses (like Avista Utilities and AEL&P), but is still allowed for the Company's non-regulated businesses;
The deduction for interest expense that is properly allocable to certain rate-regulated trade or businesses is still allowed under the new law, but the deduction is now limited for the Company's non-regulated businesses; and
NOL carryback deductions were eliminated, but carryforward deductions are allowed indefinitely with some annual limitations versus the previous 20-year limitation.
The Company's analysis and interpretation of this legislation is complete as it relates to amounts recorded as of December 31, 2017 and based on its evaluation, the reduction of the U.S. corporate income tax rate required a revaluation of the Company's deferred income tax assets and liabilities (including the value of our net operating loss carryforwards) during the fourth quarter of 2017, the period in which the tax legislation was enacted. Because Avista Corp. is predominantly a rate-regulated entity, a large portion of the net effect of the legislation was recorded as a regulatory liability on the Consolidated Balance Sheets and it will be returned to customers through the ratemaking process in future periods. The total net amount of the regulatory liability associated with the TCJA was $442.3 million as of December 31, 2017, which is made up of $339.9 million in excess deferred taxes and $102.4 million for the income tax gross-up of those excess deferred taxes (which, together with the excess deferred tax amount, reflects the revenue amounts to be refunded to customers through the regulatory process). The Company expects the Avista Utilities plant related amounts will be returned to customers over a period of approximately 36 years using the ARAM. The Company expects the AEL&P plant related amounts to be returned to customers over a period of approximately 40 years. The Company does not currently have an estimate for the amortization period for the regulatory liability attributable to non-plant excess deferred taxes items as the Company is waiting for additional implementation guidance from various regulatory agencies.
Because the Company has deferred income tax assets and liabilities related to its unregulated subsidiaries and certain utility expenses which are not being passed through to customers, the impact of the revaluation of the Company's deferred income tax assets and liabilities was recorded as a $10.2 million (net) discrete adjustment to income tax expense in the fourth quarter of 2017. Of this income tax expense amount, $7.5 million related to Avista Utilities and $2.7 million related to the other businesses.
Because most of the provisions of the TCJA are effective as of January 1, 2018 (including a reduction of the income tax rate to 21 percent), but the Company's customers' rates continue to have the 35 percent corporate tax rate built in from prior general rate cases, the Company filed Petitions in January 2018 with the WUTC and OPUC requesting orders authorizing the deferral of the accounting impact of the change in federal income tax expense caused by the enactment of the TCJA (the IPUC on its own ordered deferred accounting for all jurisdictional utilities in January 2018). The Company is requesting to defer the impact of the change in federal income tax expense beginning in January 2018 forward until all benefits are properly captured through the deferral and refunded to customers through tariffs to be reviewed and implemented in future rate proceedings. The IPUC has requested a report on the estimated overall benefit to customers related to the impacts of the TCJA by March 30, 2018. The WUTC has issued a bench request in the Company's 2017 electric and natural gas general rate cases requesting such information by February 28, 2018.

Income Tax Expense

Income tax expense consisted of the following for the years ended December 31 (dollars in thousands):

117


AVISTA CORPORATION

 

 

2020

 

 

2019

 

 

2018

 

Current income tax expense (benefit)

 

$

(37,913

)

 

$

16,276

 

 

$

17,490

 

Deferred income tax expense

 

 

44,964

 

 

 

15,098

 

 

 

8,570

 

Total income tax expense

 

$

7,051

 

 

$

31,374

 

 

$

26,060

 

 2017 2016 2015
Current income tax expense (benefit)$13,101
 $(46,457) $12,212
Deferred income tax expense69,657
 124,543
 55,237
Total income tax expense$82,758
 $78,086
 $67,449

State income taxes do not represent a significant portion of total income tax expense on the Consolidated Statements of Income for any periods presented.


120


AVISTA CORPORATION



A reconciliation of federal income taxes derived from statutory federal tax rates (35rate of 21 percent in 2017, 2016 and 2015) applied to income before income taxes as set forth in the accompanying Consolidated Statements of Income is as follows for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Federal income taxes at statutory rates

 

$

28,673

 

 

 

21.0

%

 

$

47,909

 

 

 

21.0

%

 

$

34,158

 

 

 

21.0

%

Increase (decrease) in tax resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax effect of regulatory treatment of utility

   plant differences

 

 

(12,893

)

 

 

(9.4

)

 

 

(9,967

)

 

 

(4.3

)

 

 

(8,153

)

 

 

(5.0

)

State income tax expense

 

 

814

 

 

 

0.6

 

 

 

1,465

 

 

 

0.6

 

 

 

1,191

 

 

 

0.7

 

Acquisition costs

 

 

 

 

 

 

 

 

(1,712

)

 

 

(0.7

)

 

 

329

 

 

 

0.2

 

Non-plant excess deferred turnaround

 

 

(8,476

)

 

 

(6.2

)

 

 

(5,690

)

 

 

(2.5

)

 

 

 

 

 

 

Tax loss on sale of METALfx

 

 

 

 

 

 

 

 

(1,272

)

 

 

(0.6

)

 

 

 

 

 

 

Customer refunds related to prior years at 35 percent

 

 

(1,189

)

 

 

(0.9

)

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

122

 

 

 

0.1

 

 

 

641

 

 

 

0.3

 

 

 

(1,465

)

 

 

(0.9

)

Total income tax expense

 

$

7,051

 

 

 

5.2

%

 

$

31,374

 

 

 

13.8

%

 

$

26,060

 

 

 

16.0

%

 2017 2016 2015
Federal income taxes at statutory rates$69,542
35.0 % $75,391
35.0 % $64,967
35.0 %
Increase (decrease) in tax resulting from:        
Tax effect of regulatory treatment of utility plant differences3,482
1.7
 3,297
1.5
 4,358
2.3
State income tax expense1,110
0.6
 1,316
0.6
 1,012
0.5
Settlement of prior year tax returns and adjustment of tax reserves(384)(0.2) 13

 (992)(0.5)
Manufacturing deduction(1,119)(0.6) 

 (1,198)(0.6)
Settlement of equity awards(1,439)(0.7) (1,597)(0.7) 

Acquisition costs2,491
1.3
 

 

Federal income tax rate change10,169
5.1
 

 

Other(1,094)(0.5) (334)(0.1) (698)(0.4)
Total income tax expense$82,758
41.7 % $78,086
36.3 % $67,449
36.3 %

Deferred Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and tax credit carryforwards. The total net deferred income tax liability consisted of the following as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Deferred income tax assets:

 

 

 

 

 

 

 

 

Regulatory liabilities

 

$

179,871

 

 

$

181,455

 

Tax credits and NOL carryforwards

 

 

57,516

 

 

 

22,331

 

Provisions for pensions

 

 

37,501

 

 

 

41,648

 

Other

 

 

42,641

 

 

 

36,542

 

Total gross deferred income tax assets

 

 

317,529

 

 

 

281,976

 

Valuation allowances for deferred tax assets

 

 

(10,021

)

 

 

(16,551

)

Total deferred income tax assets after valuation allowances

 

 

307,508

 

 

 

265,425

 

Deferred income tax liabilities:

 

 

 

 

 

 

 

 

Utility property, plant, and equipment

 

 

666,639

 

 

 

581,387

 

Regulatory assets

 

 

232,697

 

 

 

210,231

 

Other

 

 

2,884

 

 

 

2,320

 

Total deferred income tax liabilities

 

 

902,220

 

 

 

793,938

 

Net long-term deferred income tax liability

 

$

594,712

 

 

$

528,513

 

 2017 2016
Deferred income tax assets:   
Unfunded benefit obligation$41,944
 $80,230
Utility energy commodity and interest rate swap derivatives23,364
 31,872
Regulatory deferred tax credits6,359
 15,192
Tax credits23,042
 27,931
Power and natural gas deferrals14,379
 19,415
Deferred compensation7,080
 11,141
Deferred taxes on regulatory liabilities105,508
 6,604
Other15,892
 22,908
Total gross deferred income tax assets237,568
 215,293
Valuation allowances for deferred tax assets(10,982) (7,946)
Total deferred income tax assets after valuation allowances226,586
 207,347
Deferred income tax liabilities:   
Differences between book and tax basis of utility plant494,783
 812,916
Regulatory asset on utility, property plant and equipment81,860
 37,301
Regulatory asset for pensions and other postretirement benefits43,914
 84,040
Utility energy commodity and interest rate swap derivatives23,364
 31,871
Long-term debt and borrowing costs19,992
 31,955
Settlement with Coeur d’Alene Tribe6,802
 11,711
Other regulatory assets16,695
 30,183
Other5,806
 8,298
Total deferred income tax liabilities693,216
 1,048,275
Net long-term deferred income tax liability$466,630
 $840,928

The presentation of the December 31, 2019 deferred income tax assets and liabilities has been changed to reflect the group balances based on balance sheet captions of the underlying deferred tax.

The realization of deferred income tax assets is dependent upon the ability to generate taxable income in future periods. The Company evaluated available evidence supporting the realization of its deferred income tax assets and determined it is more likely than not that deferred income tax assets will be realized.

118


AVISTA CORPORATION

As of December 31, 2017,2020, the Company had $19.6$18.3 million of state tax credit carryforwards. Of the total amount, the Company believes that it is more likely than not that it will only be able to utilize $8.6 million of the state tax credits. As such, the


121


AVISTA CORPORATION



Company has recorded a valuation allowance of $11.0$9.7 million against the state tax credit carryforwards and reflected the net amount of $8.6 million as an asset as of December 31, 2017.2020. State tax credits expire from 20192021 to 2028. The Company also has approximately $3.5 million of federal tax credit carryforwards and the Company believes that it is more likely than not all the federal credits will be utilized. The federal tax credits expire in 2036.
2034.

Status of Internal Revenue Service (IRS) and State Examinations

The Company and its eligible subsidiaries file consolidated federal income tax returns. All tax years after 2016 are open for an IRS tax examination.

The Company also files state income tax returns in certain jurisdictions, including Idaho, Oregon, Montana and Alaska. Subsidiaries are charged or credited with the tax effects of their operations on a stand-alone basis.

The IRS has completed its examination of all tax years through 2011 and all issues were resolved related to these years. The statute of limitations for the IRS to review the 2012 and 2013 tax years has expired, and the Company has received a notice of an IRS review in 2018 forIdaho State Tax Commission is currently reviewing tax years 2014 through 2016. 2017. All tax years after 2016 are open for examination in Montana and Oregon, and all tax years after 2017 are open for examination in Idaho.

The Company believes that any open tax years for federal or state income taxes will not result in adjustments that would be significant to the consolidated financial statements.

Regulatory Assets and Liabilities Associated with Income Taxes
The Company had regulatory assets and liabilities related to the probable recovery/refund of certain deferred income tax assets and liabilities through future customer rates as of December 31 (dollars in thousands):
 2017 2016
Regulatory assets for deferred income taxes$90,315
 $109,853
Regulatory liabilities for deferred income taxes460,542
 28,966

NOTE 12.13. ENERGY PURCHASE CONTRACTS

The below discussion only relates to Avista Utilities. The sole energy purchase contract at AEL&P is a PPA for the Snettisham hydroelectric project and it is accounted for as a capital lease. AEL&P does not have any other significant operating agreements or contractual obligations. See Note 145 for further discussion of the Snettisham PPA.

Avista Utilities has contracts for the purchase of fuel for thermal generation, natural gas for resale and various agreements for the purchase or exchange of electric energy with other entities. The remaining term of the contracts range from one month to twenty-five years.

Total expenses for power purchased, natural gas purchased, fuel for generation and other fuel costs, which are included in utility resource costs in the Consolidated Statements of Income, were as follows for the years ended December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

2018

 

Utility power resources

 

$

324,297

 

 

$

376,769

 

 

$

357,656

 

 2017 2016 2015
Utility power resources$380,523
 $402,575
 $511,937

The following table details Avista Utilities’ future contractual commitments for power resources (including transmission contracts) and natural gas resources (including transportation contracts) (dollars in thousands):

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Thereafter

 

 

Total

 

Power resources

 

$

181,872

 

 

$

177,786

 

 

$

173,536

 

 

$

157,221

 

 

$

157,887

 

 

$

849,444

 

 

$

1,697,746

 

Natural gas resources

 

 

67,717

 

 

 

52,158

 

 

 

42,499

 

 

 

35,598

 

 

 

32,473

 

 

 

241,145

 

 

 

471,590

 

Total

 

$

249,589

 

 

$

229,944

 

 

$

216,035

 

 

$

192,819

 

 

$

190,360

 

 

$

1,090,589

 

 

$

2,169,336

 

 2018 2019 2020 2021 2022 Thereafter Total
Power resources$189,262
 $185,610
 $161,596
 $149,125
 $147,573
 $916,255
 $1,749,421
Natural gas resources77,936
 60,942
 48,098
 31,428
 31,428
 326,482
 576,314
Total$267,198
 $246,552
 $209,694
 $180,553
 $179,001
 $1,242,737
 $2,325,735

These energy purchase contracts were entered into as part of Avista Utilities’ obligation to serve its retail electric and natural gas customers’ energy requirements, including contracts entered into for resource optimization. As a result, these costs are recovered either through base retail rates or adjustments to retail rates as part of the power and natural gas cost deferral and recovery mechanisms.

The above future contractual commitments for power resources include fixed contractual amounts related to the Company's contracts with certain PUDs to purchase portions of the output of certain generating facilities. Although Avista Utilities has no investment in the PUD generating facilities, the fixed contracts obligate Avista Utilities to pay certain minimum amounts whether or not the facilities are operating. The cost of power obtained under the contracts, including payments made when a facility is not operating, is included in utility resource costs in the Consolidated Statements of Income. The contractual amounts included above consist of Avista Utilities’ share of existing debt service cost and its proportionate share of the variable operating expenses of these projects. The minimum amounts payable under these contracts are based in part on the


122

119



AVISTA CORPORATION



AVISTA CORPORATION

proportionate share of the debt service requirements of the PUD's revenue bonds for which the Company is indirectly responsible. The Company's total future debt service obligation associated with the revenue bonds outstanding at December 31, 20172020 (principal and interest) was $63.5$63.7 million.

In addition, Avista Utilities has operating agreements, settlements and other contractual obligations related to its generating facilities and transmission and distribution services. The expenses associated with these agreements are reflected as other operating expenses in the Consolidated Statements of Income. The following table details future contractual commitments under these agreements (dollars in thousands):

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Thereafter

 

 

Total

 

Contractual obligations

 

$

33,885

 

 

$

31,339

 

 

$

32,083

 

 

$

35,682

 

 

$

33,706

 

 

$

208,526

 

 

$

375,221

 

 2018 2019 2020 2021 2022 Thereafter Total
Contractual obligations$32,205
 $34,996
 $33,961
 $28,939
 $33,925
 $193,595
 $357,621

NOTE 13.14. COMMITTED LINES OF CREDIT

Avista Corp.

Avista Corp. has a committed line of credit with various financial institutions in the total amount of $400.0 million that expires in $400.0 million. During 2020, the Company amended and extended, for one additional year, the revolving line of credit agreement for a revised expiration date of April 2021.2022, with the option to extend for an additional one year period. The committed line of credit is secured by non-transferable first mortgage bonds of Avista Corp.the Company issued to the agent bank that would only become due and payable in the event, and then only to the extent, that Avista Corp.the Company defaults on its obligations under the committed line of credit.

The committed line of credit agreement contains customary covenants and default provisions. The credit agreement has a covenant which does not permit the ratio of “consolidated total debt” to “consolidated total capitalization” of Avista Corp. to be greater than 65 percent at any time. As of December 31, 2017,2020, the Company was in compliance with this covenant.

Balances outstanding and interest rates of borrowings (excluding letters of credit) under the Company’s revolving committed lines of credit were as follows as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Balance outstanding at end of period

 

$

102,000

 

 

$

182,300

 

Letters of credit outstanding at end of period

 

$

27,618

 

 

$

21,473

 

Average interest rate at end of period

 

 

1.22

%

 

 

2.64

%

 2017 2016
Balance outstanding at end of period$105,000
 $120,000
Letters of credit outstanding at end of period$34,420
 $34,353
Average interest rate at end of period2.26% 1.50%

As of December 31, 20172020 and 2016,2019, the borrowings outstanding under Avista Corp.'s committed line of credit were classified as short-term borrowings on the Consolidated Balance Sheet. Sheets.

AEL&P

In addition, there were short-term borrowings outstanding asDecember of December 31, 2017 on the Consolidated Balance Sheet related to a short-term note payable by a subsidiary for the acquisition of land that is expected to be repaid in early 2018.

AEL&P
2019, AEL&P has arenewed its committed line of credit in the amount of $25.0 million that expireswith a new expiration date in November 2019. As of December 31, 2017 and 2016, there were no borrowings or letters of credit outstanding under this committed line of credit.2024. The committed line of credit is secured by non-transferable first mortgage bonds of AEL&P issued to the agent bank that would only become due and payable in the event, and then only to the extent, that AEL&P defaults on its obligations under the committed line of credit.

The committed line of credit agreement contains customary covenants and default provisions. The credit agreement has a covenant which does not permit the ratio of “consolidated total debt at AEL&P” to “consolidated total capitalization at AEL&P,” including the impact of the Snettisham bonds to be greater than 67.5 percent at any time. As of December 31, 2017,2020, AEL&P was in compliance with this covenant.


123

Table

Balances outstanding and interest rates of Contentsborrowings under AEL&P's revolving committed lines of credit were as follows as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

Balance outstanding at end of period

 

$

1,000

 

 

$

3,500

 

Average interest rate at end of period

 

 

1.65

%

 

 

3.45

%


AVISTA CORPORATION



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AVISTA CORPORATION

NOTE 14.15. CREDIT AGREEMENT

In April 2020, the Company entered into a Credit Agreement with various financial institutions, in the amount of $100 million with an expiration date of April 2021. Indebtedness under this agreement is unsecured.

The Credit Agreement contains customary covenants and default provisions, including a covenant not to permit the ratio of "consolidated total debt" to "consolidated total capitalization" of Avista Corp. to be greater than 65 percent at any time.

The Company borrowed the entire $100 million available under this agreement.

NOTE 16. LONG-TERM DEBT AND CAPITAL LEASES

The following details long-term debt outstanding as of December 31 (dollars in thousands):

Maturity

Year

 

Description

 

Interest

Rate

 

 

2020

 

 

2019

 

Avista Corp. Secured Long-Term Debt

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

First Mortgage Bonds

 

3.89%

 

 

 

 

 

 

52,000

 

2022

 

First Mortgage Bonds

 

5.13%

 

 

 

250,000

 

 

 

250,000

 

2023

 

Secured Medium-Term Notes

 

7.18%-7.54%

 

 

 

13,500

 

 

 

13,500

 

2028

 

Secured Medium-Term Notes

 

6.37%

 

 

 

25,000

 

 

 

25,000

 

2032

 

Secured Pollution Control Bonds (1)

 

(1)

 

 

 

66,700

 

 

 

66,700

 

2034

 

Secured Pollution Control Bonds (1)

 

(1)

 

 

 

17,000

 

 

 

17,000

 

2035

 

First Mortgage Bonds

 

6.25%

 

 

 

150,000

 

 

 

150,000

 

2037

 

First Mortgage Bonds

 

5.70%

 

 

 

150,000

 

 

 

150,000

 

2040

 

First Mortgage Bonds

 

5.55%

 

 

 

35,000

 

 

 

35,000

 

2041

 

First Mortgage Bonds

 

4.45%

 

 

 

85,000

 

 

 

85,000

 

2044

 

First Mortgage Bonds

 

4.11%

 

 

 

60,000

 

 

 

60,000

 

2045

 

First Mortgage Bonds

 

4.37%

 

 

 

100,000

 

 

 

100,000

 

2047

 

First Mortgage Bonds

 

4.23%

 

 

 

80,000

 

 

 

80,000

 

2047

 

First Mortgage Bonds

 

3.91%

 

 

 

90,000

 

 

 

90,000

 

2048

 

First Mortgage Bonds

 

4.35%

 

 

 

375,000

 

 

 

375,000

 

2049

 

First Mortgage Bonds

 

3.43%

 

 

 

180,000

 

 

 

180,000

 

2050

 

First Mortgage Bonds (2)

 

3.07%

 

 

 

165,000

 

 

 

 

2051

 

First Mortgage Bonds

 

3.54%

 

 

 

175,000

 

 

 

175,000

 

 

 

Total Avista Corp. secured long-term debt

 

 

 

 

 

 

2,017,200

 

 

 

1,904,200

 

Alaska Electric Light and Power Company Secured Long-Term Debt

 

 

 

 

 

 

 

 

 

 

 

 

2044

 

First Mortgage Bonds

 

4.54%

 

 

 

75,000

 

 

 

75,000

 

 

 

Total secured long-term debt

 

 

 

 

 

 

2,092,200

 

 

 

1,979,200

 

Alaska Energy and Resources Company Unsecured Long-Term Debt

 

 

 

 

 

 

 

 

 

 

 

 

2024

 

Unsecured Term Loan

 

3.44%

 

 

 

15,000

 

 

 

15,000

 

 

 

Total secured and unsecured long-term debt

 

 

 

 

 

 

2,107,200

 

 

 

1,994,200

 

Other Long-Term Debt Components

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unamortized debt discount

 

 

 

 

 

 

(710

)

 

 

(788

)

 

 

Unamortized long-term debt issuance costs

 

 

 

 

 

 

(14,256

)

 

 

(13,944

)

 

 

Total

 

 

 

 

 

 

2,092,234

 

 

 

1,979,468

 

 

 

Secured Pollution Control Bonds held by Avista

   Corporation (1)

 

 

 

 

 

 

(83,700

)

 

 

(83,700

)

 

 

Current portion of long-term debt

 

 

 

 

 

 

 

 

 

(52,000

)

 

 

Total long-term debt

 

 

 

 

 

$

2,008,534

 

 

$

1,843,768

 

Maturity
Year
 Description 
Interest
Rate
 2017 2016
Avista Corp. Secured Long-Term Debt      
2018 First Mortgage Bonds 5.95% 250,000
 250,000
2018 Secured Medium-Term Notes 7.39%-7.45% 22,500
 22,500
2019 First Mortgage Bonds 5.45% 90,000
 90,000
2020 First Mortgage Bonds 3.89% 52,000
 52,000
2022 First Mortgage Bonds 5.13% 250,000
 250,000
2023 Secured Medium-Term Notes 7.18%-7.54% 13,500
 13,500
2028 Secured Medium-Term Notes 6.37% 25,000
 25,000
2032 Secured Pollution Control Bonds (1) (1) 66,700
 66,700
2034 Secured Pollution Control Bonds (1) (1) 17,000
 17,000
2035 First Mortgage Bonds 6.25% 150,000
 150,000
2037 First Mortgage Bonds 5.70% 150,000
 150,000
2040 First Mortgage Bonds 5.55% 35,000
 35,000
2041 First Mortgage Bonds 4.45% 85,000
 85,000
2044 First Mortgage Bonds 4.11% 60,000
 60,000
2045 First Mortgage Bonds 4.37% 100,000
 100,000
2047 First Mortgage Bonds 4.23% 80,000
 80,000
2047 First Mortgage Bonds (2) 3.91% 90,000
 
2051 First Mortgage Bonds 3.54% 175,000
 175,000
  Total Avista Corp. secured long-term debt   1,711,700
 1,621,700
Alaska Electric Light and Power Company Secured Long-Term Debt      
2044 First Mortgage Bonds 4.54% 75,000
 75,000
  Total secured long-term debt   1,786,700
 1,696,700
Alaska Energy and Resources Company Unsecured Long-Term Debt      
2019 Unsecured Term Loan 3.85% 15,000
 15,000
  Total secured and unsecured long-term debt   1,801,700
 1,711,700
Other Long-Term Debt Components      
  Capital lease obligations   62,148
 65,435
  Unamortized debt discount   (626) (792)
  Unamortized long-term debt issuance costs   (10,285) (10,639)
  Total   1,852,937
 1,765,704
  Secured Pollution Control Bonds held by Avista Corporation (2)   (83,700) (83,700)
  Current portion of long-term debt and capital leases   (277,438) (3,287)
  Total long-term debt and capital leases   $1,491,799
 $1,678,717

(1)

(1)

In December 2010, $66.7 million and $17.0 million of the City of Forsyth, Montana Pollution Control Revenue Refunding Bonds (Avista Corporation Colstrip Project) due in 2032 and 2034, respectively, which had been held by Avista Corp. since 2008 and 2009, respectively, were refunded by new variable rate bond issues (Series 2010A and Series 2010B). The new bonds were not offered to the public and were purchased by Avista Corp. due to market conditions. The Company expects that at a later date, subject to market conditions, these bonds may be remarketed to

121


AVISTA CORPORATION

unaffiliated investors. So long as Avista Corp. is the holder of these bonds, the bonds will not be reflected as an asset or a liability on Avista Corp.'s Consolidated Balance Sheets.


124


AVISTA CORPORATION



(2)

(2)

In December 2017, Avista Corp.September 2020, the Company issued and sold $90.0$165.0 million of 3.913.07 percent first mortgage bonds due in 20472050 pursuant to a bond purchase agreement with institutional investors in the private placement market. The total net proceeds from the sale of the bonds were used to repay maturing long-term debt of $52.0 million and repay a portion of the borrowings outstanding balance under Avista Corp.’s's $400.0 million committed line of credit. In connection with the executionpricing of the bond purchase agreement, Avista Corp. cash-settled fivefirst mortgage bonds in June 2020, the Company cash settled 7 interest rate swap derivatives (notional aggregate amount of $60.0$70.0 million) and paid a totalnet amount of $8.8$33.5 million. See Note 7 for a discussion of interest rate swap derivatives.

The following table details future long-term debt maturities including long-term debt to affiliated trusts (see Note 15)17) (dollars in thousands):

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

Thereafter

 

 

Total

 

Debt maturities

 

$

 

 

$

250,000

 

 

$

13,500

 

 

$

15,000

 

 

$

 

 

$

1,796,547

 

 

$

2,075,047

 

 2018 2019 2020 2021 2022 Thereafter Total
Debt maturities$272,500
 $105,000
 $52,000
 $
 $250,000
 $1,090,047
 $1,769,547

Substantially all of Avista Utilities' and AEL&P's owned properties are subject to the lien of their respective mortgage indentures. Under the Mortgages and Deeds of Trust (Mortgages) securing their first mortgage bonds (including secured medium-term notes), Avista Utilities and AEL&P may each issue additional first mortgage bonds under their specific mortgage in an aggregate principal amount equal to the sum of:

66-2/3 percent of the cost or fair value (whichever is lower) of property additions of that entity which have not previously been made the basis of any application under that entity's Mortgage, or

66-2/3 percent of the cost or fair value (whichever is lower) of property additions

an equal principal amount of retired first mortgage bonds of that entity which have not previously been made the basis of any application under that entity's Mortgage, or

an equal principal amount of retired first mortgage bonds of that entity which have not previously been made the basis of any application under that entity's Mortgage, or

deposit of cash.

deposit of cash.
However,

Avista Utilities and AEL&P may not individually issue any additional first mortgage bonds (with certain exceptions in the case of bonds issued on the basis of retired bonds) unless the particular entity issuing the bonds has “net earnings” (as defined in that entity's Mortgage) for any period of 12 consecutive calendar months out of the preceding 18 calendar months that were at least twice the annual interest requirements on all mortgage securities at the time outstanding, including the first mortgage bonds to be issued, and on all indebtedness of prior rank. As of December 31, 2017,2020, property additions and retired bonds would have allowed, and the net earnings test would not have prohibited, the issuance of $1.3$1.7 billion in an aggregate principal amount of additional first mortgage bonds at Avista Utilities and $24.1$36.1 million atby AEL&P.

Snettisham Capital Lease Obligation
Included in long-term capital leases above is a power purchase agreement between AEL&P and AIDEA, an agency of the State of Alaska, under which AEL&P has a take-or-pay obligation, expiring in December 2038, to purchase all the output of the 78 MW Snettisham Hydroelectric Project. For accounting purposes, this power purchase agreement is treated as a capital lease.
The balances related to the Snettisham capital lease obligation as of December 31 were as follows (dollars in thousands):
  2017 2016
Capital lease obligation (1) $59,745
 $62,160
Capital lease asset (2) 71,007
 71,007
Accumulated amortization of capital lease asset (2) 12,745
 9,104
(1)The capital lease obligation amount is equal to the amount of AIDEA's revenue bonds outstanding.
(2)These amounts are included in utility plant in service on the Consolidated Balance Sheets.
Interest on the capital lease obligation and amortization of the capital lease asset are included in utility resource costs in the Consolidated Statements of Income and totaled the following amounts for the years ended December 31 (dollars in thousands):
 2017 2016
Interest on capital lease obligation$3,042
 $3,157
Amortization of capital lease asset3,641
 3,642
AIDEA issued $100.0 million of revenue bonds in 1998 to finance its acquisition of the project, and the payments by AEL&P under the PPA were designed to be sufficient to enable the AIDEA to pay the principal of and interest on its revenue bonds (discussed below), which bore interest at rates ranging from 4.9 percent to 6.0 percent and were set to mature in January 2034.

125


AVISTA CORPORATION



In August 2015, AIDEA issued $65.7 million of new revenue bonds for the purpose of refunding all of the remaining outstanding revenue bonds for the Snettisham Hydroelectric Project. The new revenue bonds have interest rates ranging from 4.0 percent to 5.0 percent and mature in January 2034. The capital lease obligation on Avista Corp.'s Consolidated Balance Sheet at any given time is equal to the amount of revenue bonds outstanding at that time. The payments by AEL&P under the PPA between AEL&P and AIDEA are unconditional, notwithstanding any suspension, reduction or curtailment of the operation of the project. The bonds are payable solely out of AIDEA's receipts under the power purchase agreement. AEL&P is also obligated to operate, maintain and insure the project. AEL&P's payments for power under the agreement are between $10.7 million and $13.2 million per year, including the capital lease principal and interest of approximately $5.5 million per year.
Snettisham Electric Company, a non-operating subsidiary of AERC, has the option to purchase the Snettisham project with certain conditions at any time for the principal amount of the bonds outstanding at that time.
While the power purchase agreement is treated as a capital lease for accounting purposes, for ratemaking purposes this agreement is treated as an operating lease with a constant level of annual rental expense (straight line expense). Because of this regulatory treatment, any difference between the operating lease expense for ratemaking purposes and the expenses recognized under capital lease treatment (interest and depreciation of the capital lease asset) is recorded as a regulatory asset and amortized during the later years of the lease when the capital lease expense is less than the operating lease expense included in base rates.
The Company evaluated this agreement to determine if it has a variable interest which must be consolidated. Based on this evaluation, AIDEA will not be consolidated under ASC 810 "Consolidation" because AIDEA is a government agency and ASC 810 has a specific scope exception which does not allow for the consolidation of government organizations.
The following table details future capital lease obligations, including interest, under the Snettisham PPA (dollars in thousands):
 2018 2019 2020 2021 2022 Thereafter Total
Principal$2,535
 $2,660
 $2,800
 $2,935
 $3,085
 $45,730
 $59,745
Interest2,921
 2,795
 2,662
 2,522
 2,375
 14,300
 27,575
Total$5,456
 $5,455
 $5,462
 $5,457
 $5,460
 $60,030
 $87,320

NOTE 15.17. LONG-TERM DEBT TO AFFILIATED TRUSTS

In 1997, the Company issued Floating Rate Junior Subordinated Deferrable Interest Debentures, Series B, with a principal amount of $51.5$51.5 million to Avista Capital II, an affiliated business trust formed by the Company. Avista Capital II issued $50.0$50.0 million of Preferred Trust Securities with a floating distribution rate of LIBOR plus 0.875 percent,, calculated and reset quarterly.

The distribution rates paid were as follows during the years ended December 31:31:

 

 

2020

 

 

2019

 

 

2018

 

Low distribution rate

 

 

1.10

%

 

 

2.79

%

 

 

2.36

%

High distribution rate

 

 

2.79

%

 

 

3.61

%

 

 

3.61

%

Distribution rate at the end of the year

 

 

1.10

%

 

 

2.79

%

 

 

3.61

%

 2017 2016 2015
Low distribution rate1.81% 1.29% 1.11%
High distribution rate2.36% 1.81% 1.29%
Distribution rate at the end of the year2.36% 1.81% 1.29%

Concurrent with the issuance of the Preferred Trust Securities, Avista Capital II issued $1.5$1.5 million of Common Trust Securities to the Company. These debt securitiesPreferred Trust Securities may be redeemed at the option of Avista Capital II at any time and mature on June 1, 2037. In December 2000, the Company purchased $10.0$10.0 million of these Preferred Trust Securities.

122


AVISTA CORPORATION

The Company owns 100 percent of Avista Capital II and has solely and unconditionally guaranteed the payment of distributions on, and redemption price and liquidation amount for, the Preferred Trust Securities to the extent that Avista Capital II has funds available for such payments from the respective debt securities. Upon maturity or prior redemption of such debt securities, the Preferred Trust Securities will be mandatorily redeemed. The Company does not include these capital trusts in its consolidated financial statements as Avista Corp. is not the primary beneficiary. As such, the sole assets of the capital trusts are $51.5$51.5 million of junior subordinated deferrable interest debentures of Avista Corp., which are reflected on the Consolidated Balance Sheets. Interest expense to affiliated trusts in the Consolidated Statements of Income represents interest expense on these debentures.

NOTE 16.18. FAIR VALUE

The carrying values of cash and cash equivalents, accounts and notes receivable, accounts payable and short-term borrowings are reasonable estimates of their fair values. Long-term debt (including current portion and material capital leases)portion), finance leases, and long-term debt to affiliated trusts are reported at carrying value on the Consolidated Balance Sheets.


126


AVISTA CORPORATION



The fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to fair values derived from unobservable inputs (Level 3 measurements).

The three levels of the fair value hierarchy are defined as follows:

Level 1 – Quoted prices are available in active markets for identical assets or liabilities. Active markets are those in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2 – Pricing inputs are other than quoted prices in active markets included in Level 1, but which are either directly or indirectly observable as of the reporting date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace.

Level 3 – Pricing inputs include significant inputs that are generally unobservable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. The determination of the fair values incorporates various factors that not only include the credit standing of the counterparties involved and the impact of credit enhancements (such as cash deposits and letters of credit), but also the impact of Avista Corp.’s nonperformance risk on its liabilities.

The following table sets forth the carrying value and estimated fair value of the Company’s financial instruments not reported at estimated fair value on the Consolidated Balance Sheets as of December 31 (dollars in thousands):

 

 

2020

 

 

2019

 

 

 

Carrying

Value

 

 

Estimated

Fair Value

 

 

Carrying

Value

 

 

Estimated

Fair Value

 

Long-term debt (Level 2)

 

$

963,500

 

 

$

1,189,824

 

 

$

963,500

 

 

$

1,124,649

 

Long-term debt (Level 3)

 

 

1,060,000

 

 

 

1,235,248

 

 

 

947,000

 

 

 

1,048,440

 

Snettisham capital lease obligation (Level 3)

 

 

51,750

 

 

 

58,700

 

 

 

54,550

 

 

 

58,000

 

Long-term debt to affiliated trusts (Level 3)

 

 

51,547

 

 

 

43,815

 

 

 

51,547

 

 

 

41,238

 

 2017 2016
 
Carrying
Value
 
Estimated
Fair Value
 
Carrying
Value
 
Estimated
Fair Value
Long-term debt (Level 2)$951,000
 $1,067,783
 $951,000
 $1,048,661
Long-term debt (Level 3)767,000
 810,598
 677,000
 675,251
Snettisham capital lease obligation (Level 3)59,745
 61,700
 62,160
 62,800
Long-term debt to affiliated trusts (Level 3)51,547
 41,882
 51,547
 38,660

These estimates of fair value of long-term debt and long-term debt to affiliated trusts were primarily based on available market information, which generally consists of estimated market prices from third party brokers for debt with similar risk and terms.

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AVISTA CORPORATION

The price ranges obtained from the third party brokers consisted of par values of 81.2585.0 to 130.03,144.9, where a par value of 100.00 represents the carrying value recorded on the Consolidated Balance Sheets. Level 2 long-term debt represents publicly issued bonds with quoted market prices; however, due to their limited trading activity, they are classified as Level 2 because brokers must generate quotes and make estimates using comparable debt with similar risk and terms if there is no trading activity near a period end. Level 3 long-term debt consists of private placement bonds and debt to affiliated trusts, which typically have no secondary trading activity. Fair values in Level 3 are estimated based on market prices from third party brokers using secondary market quotes for debt with similar risk and terms to generate quotes for Avista Corp. bonds. Due to the unique nature of the Snettisham capital lease obligation, the estimated fair value of these items was determined based on a discounted cash flow model using available market information. The Snettisham capital lease obligation was discounted to present value using the Morgan Markets A Ex-Fin discount rate as published on December 31, 2017.


127


AVISTA CORPORATION



The following table discloses by level within the fair value hierarchy the Company’s assets and liabilities measured and reported on the Consolidated Balance Sheets as of December 31, 2017 at fair value on a recurring basis (dollars in thousands):
 Level 1 Level 2 Level 3 Counterparty
and Cash
Collateral
Netting (1)
 Total
December 31, 2017         
Assets:         
Energy commodity derivatives$
 $43,814
 $
 $(42,550) $1,264
Level 3 energy commodity derivatives:         
Natural gas exchange agreements
 
 183
 (183) 
Foreign currency exchange derivatives
 32
 
 (1) 31
Interest rate swap derivatives
 7,477
 
 (2,574) 4,903
Deferred compensation assets:         
Mutual Funds:         
Fixed income securities (2)1,638
 
 
 
 1,638
Equity securities (2)6,631
 
 
 
 6,631
Total$8,269
 $51,323
 $183
 $(45,308) $14,467
Liabilities:         
Energy commodity derivatives$
 $71,342
 $
 $(69,988) $1,354
Level 3 energy commodity derivatives:         
Natural gas exchange agreement
 
 3,347
 (183) 3,164
Power exchange agreement
 
 13,245
 
 13,245
Power option agreement
 
 19
 
 19
Foreign currency exchange derivatives
 1
 
 (1) 
Interest rate swap derivatives
 73,513
 
 (37,544) 35,969
Total$
 $144,856
 $16,611
 $(107,716) $53,751
          
2020.

The following table discloses by level within the fair value hierarchy the Company’s assets and liabilities measured and reported on the Consolidated Balance Sheets as of December 31, 20162020 at fair value on a recurring basis (dollars in thousands):

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Counterparty

and Cash

Collateral

Netting (1)

 

 

Total

 

December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy commodity derivatives

 

$

 

 

$

23,645

 

 

$

 

 

$

(22,152

)

 

$

1,493

 

Level 3 energy commodity derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas exchange agreements

 

 

 

 

 

 

 

 

75

 

 

 

(75

)

 

 

 

Foreign currency exchange derivatives

 

 

 

 

 

30

 

 

 

 

 

 

 

 

 

30

 

Interest rate swap derivatives

 

 

 

 

 

952

 

 

 

 

 

 

(952

)

 

 

 

Deferred compensation assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mutual Funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed income securities (2)

 

 

2,471

 

 

 

 

 

 

 

 

 

 

 

 

2,471

 

Equity securities (2)

 

 

6,228

 

 

 

 

 

 

 

 

 

 

 

 

6,228

 

Total

 

$

8,699

 

 

$

24,627

 

 

$

75

 

 

$

(23,179

)

 

$

10,222

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy commodity derivatives

 

$

 

 

$

23,030

 

 

$

 

 

$

(22,768

)

 

$

262

 

Level 3 energy commodity derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas exchange agreement

 

 

 

 

 

 

 

 

8,485

 

 

 

(75

)

 

 

8,410

 

Interest rate swap derivatives

 

 

 

 

 

51,765

 

 

 

 

 

 

(9,002

)

 

 

42,763

 

Total

 

$

 

 

$

74,795

 

 

$

8,485

 

 

$

(31,845

)

 

$

51,435

 

 Level 1 Level 2 Level 3 Counterparty
and Cash
Collateral
Netting (1)
 Total
December 31, 2016         
Assets:         
Energy commodity derivatives$
 $47,994
 $
 $(46,099) $1,895
Level 3 energy commodity derivatives:         
Natural gas exchange agreement
 
 69
 (69) 
Power exchange agreement
 
 25
 (25) 
Foreign currency exchange derivatives
 5
 
 (5) 
Interest rate swap derivatives
 13,098
 
 (4,348) 8,750
Deferred compensation assets:         
Mutual Funds:         
Fixed income securities (2)1,789
 
 
 
 1,789
Equity securities (2)5,481
 
 
 
 5,481
Total$7,270
 $61,097
 $94
 $(50,546) $17,915

128

124


Table

AVISTA CORPORATION

The following table discloses by level within the fair value hierarchy the Company’s assets and liabilities measured and reported on the Consolidated Balance Sheets as of ContentsDecember 31, 2019 at fair value on a recurring basis (dollars in thousands):

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Counterparty

and Cash

Collateral

Netting (1)

 

 

Total

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy commodity derivatives

 

$

 

 

$

41,546

 

 

$

 

 

$

(40,452

)

 

$

1,094

 

Level 3 energy commodity derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas exchange agreement

 

 

 

 

 

 

 

 

27

 

 

 

(27

)

 

 

 

Foreign currency exchange derivatives

 

 

 

 

 

97

 

 

 

 

 

 

 

 

 

97

 

Interest rate swap derivatives

 

 

 

 

 

1,552

 

 

 

 

 

 

(963

)

 

 

589

 

Deferred compensation assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mutual Funds:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed income securities (2)

 

 

2,232

 

 

 

 

 

 

 

 

 

 

 

 

2,232

 

Equity securities (2)

 

 

6,271

 

 

 

 

 

 

 

 

 

 

 

 

6,271

 

Total

 

$

8,503

 

 

$

43,195

 

 

$

27

 

 

$

(41,442

)

 

$

10,283

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy commodity derivatives

 

$

 

 

$

45,144

 

 

$

 

 

$

(43,830

)

 

$

1,314

 

Level 3 energy commodity derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas exchange agreement

 

 

 

 

 

 

 

 

3,003

 

 

 

(27

)

 

 

2,976

 

Interest rate swap derivatives

 

 

 

 

 

34,056

 

 

 

 

 

 

(7,733

)

 

 

26,323

 

Total

 

$

 

 

$

79,200

 

 

$

3,003

 

 

$

(51,590

)

 

$

30,613

 


AVISTA CORPORATION



 Level 1 Level 2 Level 3 Counterparty
and Cash
Collateral
Netting (1)
 Total
Liabilities:         
Energy commodity derivatives$
 $56,871
 $
 $(55,957) $914
Level 3 energy commodity derivatives:         
Natural gas exchange agreement
 
 5,954
 (69) 5,885
Power exchange agreement
 
 13,474
 (25) 13,449
Power option agreement
 
 76
 
 76
Foreign currency exchange derivatives
 28
 
 (5) 23
Interest rate swap derivatives
 73,978
 
 (39,248) 34,730
Total$
 $130,877
 $19,504
 $(95,304) $55,077

(1)

(1)

The Company is permitted to net derivative assets and derivative liabilities with the same counterparty when a legally enforceable master netting agreement exists. In addition, the Company nets derivative assets and derivative liabilities against any payables and receivables for cash collateral held or placed with these same counterparties.

(2)

(2)

These assets are trading securities and are included in other property and investments-net and other non-current assets on the Consolidated Balance Sheets.

The difference between the amount of derivative assets and liabilities disclosed in respective levels in the table above and the amount of derivative assets and liabilities disclosed on the Consolidated Balance Sheets is due to netting arrangements with certain counterparties. See Note 67 for additional discussion of derivative netting.

To establish fair value for energy commodity derivatives, the Company uses quoted market prices and forward price curves to estimate the fair value of energy commodity derivative instruments included in Level 2. In particular, electric derivative valuations are performed using market quotes, adjusted for periods in between quotable periods. Natural gas derivative valuations are estimated using New York Mercantile Exchange (NYMEX) pricing for similar instruments, adjusted for basin differences, using market quotes. Where observable inputs are available for substantially the full term of the contract, the derivative asset or liability is included in Level 2.

To establish fair values for interest rate swap derivatives, the Company uses forward market curves for interest rates for the term of the swaps and discounts the cash flows back to present value using an appropriate discount rate. The discount rate is calculated by third party brokers according to the terms of the swap derivatives and evaluated by the Company for reasonableness, with consideration given to the potential non-performance risk by the Company. Future cash flows of the interest rate swap derivatives are equal to the fixed interest rate in the swap compared to the floating market interest rate multiplied by the notional amount for each period.

To establish fair value for foreign currency derivatives, the Company uses forward market curves for Canadian dollars against the US dollar and multiplies the difference between the locked-in price and the market price by the notional amount of the derivative. Forward foreign currency market curves are provided by third party brokers. The Company's credit spread is factored into the locked-in price of the foreign exchange contracts.

125


AVISTA CORPORATION

Deferred compensation assets and liabilities represent funds held by the Company in a Rabbi Trust for an executive deferral plan. These funds consist of actively traded equity and bond funds with quoted prices in active markets. The balance disclosed in the table above excludes cash and cash equivalents of $0.2$0.5 million as of December 31, 20172020 and $0.4$0.4 million as of December 31, 2016.

2019.

Level 3 Fair Value

Under the power exchange agreement the Company purchases power at a price that is based on the average operating and maintenance (O&M) charges from three surrogate nuclear power plants around the country. To estimate the fair value of this agreement the Company estimates the difference between the purchase price based on the future O&M charges and forward prices for energy. The Company compares the Level 2 brokered quotes and forward price curves described above to an internally developed forward price which is based on the average O&M charges from the three surrogate nuclear power plants for the current year. Because the nuclear power plant O&M charges are only known for one year, all forward years are estimated assuming an annual escalation. In addition to the forward price being estimated using unobservable inputs, the Company also estimates the volumes of the transactions that will take place in the future based on historical average transaction volumes per delivery year (November to April). Significant increases or decreases in any of these inputs in isolation would

129


AVISTA CORPORATION



result in a significantly higher or lower fair value measurement. Generally, a change in the current year O&M charges for the surrogate plants is accompanied by a directionally similar change in O&M charges in future years. There is generally not a correlation between external market prices and the O&M charges used to develop the internal forward price.
For the power commodity option agreement, which expires in June 2019, the Company uses the Black-Scholes-Merton valuation model to estimate the fair value, and this model includes significant inputs not observable or corroborated in the market. These inputs include: 1) the strike price (which is an internally derived price based on a combination of generation plant heat rate factors, natural gas market pricing, delivery and other O&M charges) and 2) estimated delivery volumes. Significant increases or decreases in these inputs in isolation would result in a significantly higher or lower fair value measurement. Generally, changes in overall commodity market prices are accompanied by directionally similar changes in the strike price used in the calculation.

For the natural gas commodity exchange agreement, the Company uses the same Level 2 brokered quotes described above; however, the Company also estimates the purchase and sales volumes (within contractual limits) as well as the timing of those transactions. Changing the timing of volume estimates changes the timing of purchases and sales, impacting which brokered quote is used. Because the brokered quotes can vary significantly from period to period, the unobservable estimates of the timing and volume of transactions can have a significant impact on the calculated fair value. The Company currently estimates volumes and timing of transactions based on a most likely scenario using historical data. Historically, the timing and volume of transactions have not been highly correlated with market prices and market volatility.

The following table presents the quantitative information which was used to estimate the fair values of the Level 3 assets and liabilities above as of December 31, 20172020 (dollars in thousands):

Fair Value (Net) at

December 31, 2020

Valuation Technique

Unobservable Input

Range

Natural gas exchange

(8,410

)

Internally derived

weighted average

cost of gas

Forward purchase prices

$1.71 - $2.54/mmBTU

$2.01 Weighted Average

Forward sales prices

$1.76 - $4.16/mmBTU

$3.22 Weighted Average

Purchase volumes

130,000 - 310,000 mmBTUs

Sales volumes

75,000 - 310,000 mmBTUs

  Fair Value (Net) at      
  December 31, 2017 Valuation Technique Unobservable Input Range
Power exchange agreement $(13,245) Surrogate facility O&M charges $38.87-$45.20/MWh (1)
    pricing Escalation factor 5% - 2018 to 2019
      Transaction volumes 256,663 - 396,984 MWhs
Power option agreement (19) Black-Scholes- Strike price $36.64/MWh - 2018
    Merton   $42.51/MWh - 2018
      Delivery volumes 94,221 - 190,339 MWhs
Natural gas exchange (3,164) Internally derived Forward purchase prices $1.60 - $2.07/mmBTU
agreement   weighted-average Forward sales prices $1.56 - $2.98/mmBTU
    cost of gas Purchase volumes 115,000 - 310,000 mmBTUs
      Sales volumes 60,000 - 310,000 mmBTUs
(1) The average O&M charges for the delivery year beginning in November 2017 are $41.95 per MWh.

The valuation methods, significant inputs and resulting fair values described above were developed by the Company's management and are reviewed on at least a quarterly basis to ensure they provide a reasonable estimate of fair value each reporting period.


130


AVISTA CORPORATION



The following table presents activity for energy commodity derivative assets (liabilities) measured at fair value using significant unobservable inputs (Level 3) for the years ended December 31 (dollars in thousands):

 

 

Natural Gas

Exchange

Agreement

 

 

Power

Exchange

Agreement

 

 

Total

 

Year ended December 31, 2020:

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1, 2020

 

$

(2,976

)

 

$

 

 

$

(2,976

)

Total losses (realized/unrealized):

 

 

 

 

 

 

 

 

 

 

 

 

Included in regulatory assets (1)

 

 

(4,311

)

 

 

 

 

 

(4,311

)

Settlements

 

 

(1,123

)

 

 

 

 

 

(1,123

)

Ending balance as of December 31, 2020 (2)

 

$

(8,410

)

 

$

 

 

$

(8,410

)

Year ended December 31, 2019:

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1, 2019

 

$

(2,774

)

 

$

(2,488

)

 

$

(5,262

)

Total losses (realized/unrealized):

 

 

 

 

 

 

 

 

 

 

 

 

Included in regulatory assets (1)

 

 

8,175

 

 

 

435

 

 

 

8,610

 

Settlements

 

 

(8,377

)

 

 

2,053

 

 

 

(6,324

)

Ending balance as of December 31, 2019 (2)

 

$

(2,976

)

 

$

 

 

$

(2,976

)

Year ended December 31, 2018:

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of January 1, 2018

 

$

(3,164

)

 

$

(13,245

)

 

$

(16,409

)

Total losses (realized/unrealized):

 

 

 

 

 

 

 

 

 

 

 

 

Included in regulatory assets (1)

 

 

326

 

 

 

5,027

 

 

 

5,353

 

Settlements

 

 

64

 

 

 

5,730

 

 

 

5,794

 

Ending balance as of December 31, 2018 (2)

 

$

(2,774

)

 

$

(2,488

)

 

$

(5,262

)

126


AVISTA CORPORATION

 Natural Gas Exchange Agreement Power Exchange Agreement Power Option Agreement Total
Year ended December 31, 2017:       
Balance as of January 1, 2017$(5,885) $(13,449) $(76) $(19,410)
Total gains or (losses) (realized/unrealized):       
Included in regulatory assets/liabilities (1)3,292
 (7,674) 57
 (4,325)
Settlements(571) 7,878
 
 7,307
Ending balance as of December 31, 2017 (2)$(3,164) $(13,245) $(19) $(16,428)
Year ended December 31, 2016:       
Balance as of January 1, 2016$(5,039) $(21,961) $(124) $(27,124)
Total gains or (losses) (realized/unrealized):       
Included in regulatory assets/liabilities (1)259
 400
 48
 707
Settlements(1,105) 8,112
 
 7,007
Ending balance as of December 31, 2016 (2)$(5,885) $(13,449) $(76) $(19,410)
Year ended December 31, 2015:       
Balance as of January 1, 2015$(35) $(23,299) $(424) $(23,758)
Total gains or (losses) (realized/unrealized):       
Included in regulatory assets/liabilities (1)(6,008) (6,198) 300
 (11,906)
Settlements1,004
 7,536
 
 8,540
Ending balance as of December 31, 2015 (2)$(5,039) $(21,961) $(124) $(27,124)

(1)

(1)

All gains and losses are included in other regulatory assets and liabilities. There were no gains and losses included in either net income or other comprehensive income during any of the periods presented in the table above.

(2)

(2)

There were no purchases, issuances or transfers from other categories of any derivatives instruments during the periods presented in the table above.

NOTE 17.19. COMMON STOCK

The payment of dividends on common stock could be limited by:

certain covenants applicable to preferred stock (when outstanding) contained in the Company’s Restated Articles of Incorporation, as amended (currently there are 0 preferred shares outstanding),

certain covenants applicable to preferred stock (when outstanding) contained in the Company’s Restated Articles of Incorporation, as amended (currently there are no preferred shares outstanding),

certain covenants applicable to the Company's outstanding long-term debt and committed line of credit agreements,

certain covenants applicable to the Company's outstanding long-term debt and committed line of credit agreements,

the hydroelectric licensing requirements of section 10(d) of the FPA (see Note 1), and

the hydroelectric licensing requirements of section 10(d) of the FPA (see Note 1),

certain requirements under the OPUC approval of the AERC acquisition in 2014. The OPUC's AERC acquisition order requires Avista Utilities to maintain a capital structure of no less than 35 percent common equity (inclusive of short-term debt). This limitation may be revised upon request by the Company with approval from the OPUC.

The requirements of the OPUC approval of the AERC acquisition in 2014. The OPUC's AERC acquisition order requires Avista Utilities to maintain a capital structure of no less than 40 percent common equity (inclusive of short-term debt). This limitation may be revised upon request byare the Company with approval frommost restrictive. Under the OPUC and

the Merger Agreement with Hydro One, which states Avista Corp. cannot (A) declare, authorize, set aside for payment or pay any dividend on, or make any other distribution in respect of, any shares of its capital stock, other than (1) dividends paid by any subsidiary of the Company to the Company or to any wholly owned subsidiary of the Company, (2) quarterly cash dividends with respect to the Company common stock not to exceed the 2017 annual per share dividend rate by more than $0.06 per year, with record dates and payment dates consistent with the Company’s current dividend practice, or (3) a “stub period” dividend to holders of record of Company common stock as of immediately prior to the effective time of the merger equal to the product of (x) the number of days from the record date for payment of the last quarterly dividend paid by the Company prior to the effective time of the merger, multiplied by (y) a daily dividend rate determined by

131


AVISTA CORPORATION



dividing the amount of the last quarterly dividend prior to the effective time of the merger by ninety-one or (B) adjust, split, combine, subdivide or reclassify any shares of its capital stock (see "Note 4" for additional information regarding the merger).
The Company declared the following dividends for the year ended December 31:
 2017 2016 2015
Dividends paid per common share$1.43
 $1.37
 $1.32
Under the most restrictive of the dividend limitations discussed above, which are the requirements of the Merger Agreement with Hydro One,restriction, the amount available for dividends at December 31, 20172020 was limited to $97.6 million (which is based on$311.8 million.

See the numberConsolidated Statements of shares outstanding as of December 31, 2017 and an annual dividend of $1.49 per share that wasEquity for dividends declared on February 2, 2018).

in the years 2018 through 2020.

The Company has 10 million authorized shares of preferred stock. The Company did not0t have any preferred stock outstanding as of December 31, 20172020 and 2016.

Stock Repurchase Programs
During 2015, Avista Corp.'s Board2019.

Equity Issuances

The Company issued equity in 2020 for total net proceeds of Directors approved a program to repurchase shares$72.2 million. Most of these issuances came through the Company's outstanding common stock. The number of shares repurchased and the total cost of repurchases are disclosed in the Consolidated Statements of Equity. The average repurchase price was $32.66 in 2015. All repurchased shares reverted to the status of authorized but unissued shares.

Equity Issuances
In March 2016, the Company entered into four separate sales agency agreements under which Avista Corp.’sthe sales agents may offer and sell up to 3.8 million new shares of Avista Corp.'s common stock no par value, from time to time. The sales agencyCompany has board and regulatory authority to issue a maximum of 3.2 million shares under these agreements, expire on February 29, 2020. Throughof which 1.3 million remain unissued as of December 31, 2017, 2.72020. In 2020, 1.9 million shares were issued under these agreements resulting in total net proceeds of $120.0 million ($54.7 million$70.6 million.

NOTE 20. ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss, net of tax, consisted of the following as of December 31 (dollars in 2017 and $65.3 millionthousands):

 

 

2020

 

 

2019

 

Unfunded benefit obligation for pensions and other postretirement benefit

   plans - net of taxes of $3,822 and $2,727, respectively

 

$

14,378

 

 

$

10,259

 

127


AVISTA CORPORATION

The following table details the reclassifications out of accumulated other comprehensive loss by component for the years ended December 31 (dollars in 2016), leaving 1.1 million shares remaining to be issued.thousands):

 

 

Amounts Reclassified from Accumulated Other

Comprehensive Loss

 

Details about Accumulated Other Comprehensive Loss Components

(Affected Line Item in Statements of Income)

 

2020

 

 

2019

 

 

2018

 

Amortization of defined benefit pension items

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of net prior service cost (a)

 

$

(794

)

 

$

(794

)

 

$

(904

)

Amortization of net loss (a)

 

 

5,586

 

 

 

17,074

 

 

 

(15,554

)

Adjustment due to effects of regulation (a)

 

 

(10,006

)

 

 

(19,309

)

 

 

18,947

 

Total before tax (b)

 

 

(5,214

)

 

 

(3,029

)

 

 

2,489

 

Tax expense (b)

 

 

1,095

 

 

 

636

 

 

 

(523

)

Net of tax (b)

 

$

(4,119

)

 

$

(2,393

)

 

$

1,966

 


132


(a)

These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 11 for additional details).

(b)

AVISTA CORPORATION

Description is also the affected line item on the Consolidated Statements of Income




NOTE 18.21. EARNINGS PER COMMON SHARE ATTRIBUTABLE TO AVISTA CORPORATION SHAREHOLDERS

The following table presents the computation of basic and diluted earnings per common share attributable to Avista Corp. shareholders for the years ended December 31 (in thousands, except per share amounts):

 

 

2020

 

 

2019

 

 

2018

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to Avista Corp. shareholders

 

$

129,488

 

 

$

196,979

 

 

$

136,429

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares outstanding-basic

 

 

67,962

 

 

 

66,205

 

 

 

65,673

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

 

 

 

Performance and restricted stock awards

 

 

140

 

 

 

124

 

 

 

273

 

Weighted-average number of common shares outstanding-diluted

 

 

68,102

 

 

 

66,329

 

 

 

65,946

 

Earnings per common share attributable to Avista

   Corp. shareholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.91

 

 

$

2.98

 

 

$

2.08

 

Diluted

 

$

1.90

 

 

$

2.97

 

 

$

2.07

 

 2017 2016 2015
Numerator:     
Net income from continuing operations attributable to Avista Corp. shareholders$115,916
 $137,228
 $118,080
Net income from discontinued operations attributable to Avista Corp. shareholders$
 $
 $5,147
Denominator:     
Weighted-average number of common shares outstanding-basic64,496
 63,508
 62,301
Effect of dilutive securities:     
Performance and restricted stock awards310
 412
 407
Weighted-average number of common shares outstanding-diluted64,806
 63,920
 62,708
Earnings per common share attributable to Avista Corp. shareholders, basic:     
Earnings per common share from continuing operations$1.80
 $2.16
 $1.90
Earnings per common share from discontinued operations$
 $
 $0.08
Total earnings per common share attributable to Avista Corp. shareholders, basic$1.80
 $2.16
 $1.98
Earnings per common share attributable to Avista Corp. shareholders, diluted:     
Earnings per common share from continuing operations$1.79
 $2.15
 $1.89
Earnings per common share from discontinued operations$
 $
 $0.08
Total earnings per common share attributable to Avista Corp. shareholders, diluted$1.79
 $2.15
 $1.97

There were no0 shares excluded from the calculation because they were antidilutive.

NOTE 19.22. COMMITMENTS AND CONTINGENCIES

In the course of its business, the Company becomes involved in various claims, controversies, disputes and other contingent matters, including the items described in this Note. Some of these claims, controversies, disputes and other contingent matters involve litigation or other contested proceedings. For all such matters, the Company intends to vigorously protect and defend its interests and pursue its rights. However, no assurance can be given as to the ultimate outcome of any particular matter because litigation and other contested proceedings are inherently subject to numerous uncertainties. For matters that affect Avista Utilities’ or AEL&P's operations, the Company intends to seek, to the extent appropriate, recovery of incurred costs through the ratemaking process.

California Refund Proceeding
In February 2016, APX, a market maker in the California Refund Proceedings in whose markets Avista Energy participated in the summer of 2000, asserted that Avista Energy and its other customer/participants may be responsible for a share of the disgorgement penalty APX may be found to owe to Pacific Gas & Electric (PG&E), Southern California Edison, San Diego Gas & Electric, the California Attorney General (AG), the California Department of Water Resources (CERS), and the California Public Utilities Commission (together, the “California Parties”). The penalty arises as a result of the FERC's finding that APX committed violations in the California market in the summer of 2000. APX is making these assertions despite Avista Energy having been dismissed in FERC Opinion No. 536 from the on-going administrative proceeding at the FERC regarding potential wrongdoing in the California markets in the summer of 2000. APX has identified Avista Energy’s share of APX’s exposure to be as much as $16.0 million even though no wrongdoing allegations are specifically attributable to Avista Energy. Avista Energy believes its settlement with the California Parties in 2014 insulates it from any such liability and that as a dismissed party it cannot be drawn back into the litigation. Avista Energy intends to vigorously dispute APX’s assertions of indirect liability, but cannot at this time predict the eventual outcome.

133


AVISTA CORPORATION



Cabinet Gorge Total Dissolved Gas Abatement Plan
Dissolved atmospheric gas levels (referred to as "Total Dissolved Gas" or "TDG") in the Clark Fork River exceed state of Idaho and federal water quality numeric standards downstream of Cabinet Gorge particularly during periods when excess river flows must be diverted over the spillway. Under the terms of the Clark Fork Settlement Agreement (CFSA) as incorporated in Avista Corp.’s FERC license for the Clark Fork Project, Avista Corp. has worked in consultation with agencies, tribes and other stakeholders to address this issue. Under the terms of a gas supersaturation mitigation plan, Avista Corp. is reducing TDG by constructing spill crest modifications on spill gates at the dam. These modifications have been shown to be effective in reducing TDG downstream. TDG monitoring and analysis is ongoing. Under the terms of the mitigation plan, Avista Corp. will continue to work with stakeholders to determine the degree to which TDG abatement reduces future mitigation obligations. The Company has sought, and will continue to seek recovery, through the ratemaking process, of all operating and capitalized costs related to this issue.
Fish Passage at Cabinet Gorge and Noxon Rapids
In 1999, the United States Fish and Wildlife Service (USFWS) listed bull trout as threatened under the Endangered Species Act. In 2010, the USFWS issued a revised designation of critical habitat for bull trout, which includes the lower Clark Fork River. The USFWS issued a final recovery plan in October 2015.
The CFSA describes programs intended to help restore bull trout populations in the project area. Using the concept of adaptive management and working closely with the USFWS, the Company evaluated the feasibility of fish passage at Cabinet Gorge and Noxon Rapids. The results of these studies led, in part, to the decision to move forward with development of permanent facilities, among other bull trout enhancement efforts. In 2017, parties to the CFSA reached an agreement regarding Avista Corp.’s obligations regarding fish passage and related issues. Avista Corp. filed this agreement, which amends the original Clark Fork Settlement Agreement, with the FERC. Avista Corp. has also initiated a license amendment and permitting efforts in support of construction of the permanent fishway at Cabinet Gorge. Construction is expected to begin in late 2018. The Company has sought, and will continue to seek recovery, through the ratemaking process, of all operating and capitalized costs related to fish passage at Cabinet Gorge and Noxon Rapids.

Collective Bargaining Agreements

The Company’s collective bargaining agreementsagreement with the IBEW representrepresents approximately 4540 percent of all of Avista Utilities’ employees. A three-year agreement with the local union in Washington and IdahoAvista’s largest represented group, representing the majority (approximatelyapproximately 90 percent)percent of the Avista Utilities' bargaining unit employees was approved in March 2016Washington and Idaho, are currently covered under a three-year agreement which expires in March 2019.

A three-year agreement2021.

The Company is in Oregon, which covers approximately 50 employees will expire in March 2020.

A collective bargainingthe process of negotiating a new agreement with the local union of the IBEW in Alaska expires in March 2019. The collective bargaining agreement with the IBEW in Alaska represents approximately 50 percent of all AERC employees. The remainder of AERC's employees are non-union.
ThereIBEW. However, there is a risk that if the collective bargaining agreements expireagreement expired and a new agreements areagreement was not reached, in each of our jurisdictions, employees subject to that agreement could strike. Given

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the magnitudenumber of employees that are covered by the collective bargaining agreements, thisagreement, a strike could result in disruptions to our operations. However, the Company believes that the possibility of this occurring is remote.

Legal Proceedings Related to

2015 Washington General Rate Cases

In January 2016, the Pending Acquisition by Hydro One

See Note 4Company received an order (Order 05) that concluded its electric and natural gas general rate cases that were originally filed with the WUTC in February 2015. New electric and natural gas rates were effective on January 11, 2016. 

PC Petition for information regarding the proposed acquisitionJudicial Review

In March 2016, PC filed in Thurston County Superior Court a Petition for Judicial Review of the WUTC's Order 05 and Order 06 described above. In April 2016, this matter was certified for review directly by the Court of Appeals, an intermediate appellate court in the State of Washington.

In August 2018, the Court of Appeals issued a "Published Opinion" (Opinion) which concluded that the WUTC's use of an attrition allowance to calculate Avista Corp.'s rate base violated Washington law. In the Opinion, the Court stated that because the projected additions to rate base in the future were not "used and useful" for service at the time the request for the rate increase was made, they may not lawfully be included in the Company's rate base to justify a rate increase. Accordingly, the Court concluded that the WUTC erred in including an attrition allowance in the calculation of Avista Corp.’s electric and natural gas rate base. The Court noted, however, that the law does not prohibit an attrition allowance in the calculation, for ratemaking purposes, of recoverable operating and maintenance expense. Since the WUTC order provided one lump sum attrition allowance without distinguishing what portion was for rate base and which was for operating and maintenance expenses or other considerations, the Court struck all portions of the attrition allowance attributable to Avista Corp.'s rate base and reversed and remanded the case for the WUTC to recalculate Avista Corp.’s rates without including an attrition allowance in the calculation of rate base.

In March 2020, the Company by Hydro One.

received an order from the WUTC that requires it to refund $8.5 million to electric and natural gas customers. The Company will refund $4.9 million to electric customers and $3.6 million to natural gas customers, which is being refunded over a twelve-month period that began on April 1, 2020. The Company previously recorded a customer refund liability of $3.6 million in 2019.

Boyds Fire (State of Washington Department of Natural Resources v. Avista)

In August 2019, the Company was served with a complaint, captioned “State of Washington Department of Natural Resources v. Avista Corporation,” seeking recovery up to $4.4 million for fire suppression and investigation costs and related expenses incurred in connection with a wildfire that occurred in Ferry County, Washington in August 2018. Specifically, the proposed acquisition,complaint alleges that the fire, which became known as the “Boyds Fire,” was caused by a dead ponderosa pine tree falling into an overhead distribution line, and that Avista Corp. was negligent in failing to identify and remove the tree before it came into contact with the line. Avista Corp. disputes that the tree in question was the cause of the date of this annual report, the threefire and that it was negligent in failing to identify and remove it. Additional lawsuits that hadhave subsequently been filed in the United States District Court for the Eastern Districtby private landowners seeking property damages, and holders of Washington have been voluntarily dismissed by the plaintiffs. Those casesinsurance subrogation claims seeking recovery of insurance proceeds paid.

The lawsuits were captioned as follows:

Jenβ v. Avista Corporation., et al., No. 2:17-cv-00333 (E.D. Wash.) (filed September 25, 2017);
Samuel v. Avista Corporation, et al., No. 2:17-cv-00334 (E.D. Wash.) (filed September 26, 2017); and
Sharpenter v. Avista Corporation., et al., No. 2:17-cv-00336 (E.D. Wash.) (filed September 26, 2017)
There remains one lawsuit that has been filed in the Superior Court for the State of Washington in and for SpokaneFerry County, captioned as follows:
Fink v. Morris, et al., No. 17203616-6 (filed September 15, 2017, amended complaint filed October 25, 2017).
This lawsuit was filed against Hydro One Limited, Olympus Holding Corp., Olympus Corp. and Bank of America Merrill Lynch,, as well as all members of the Company's Board of Directors, namely Erik Anderson, Kristianne Blake, Donald Burke, Rebecca Klein, Scott Maw, Scott Morris, Marc Racicot, Heidi Stanley, John Taylor and Janet Widmann.

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Washington. The complaint generally alleges that the members of the Board breached their fiduciary duties by, among other things, conducting an allegedly inadequate sale process and agreeing to the acquisition at a price that allegedly undervalues Avista Corporation, and that Hydro One Limited, Olympus Holding Corp., and Olympus Corp. aided and abetted those purported breaches of duty. The aiding and abetting claims were brought only against Hydro One Limited, Olympus Holding Corp. and Olympus Corp. The complaints seek various remedies, including monetary damages, including attorneys’ fees and expenses. The complaint has been stayed by the court until the closing of the transaction at which time the plaintiff will have the option to file an amended complaint within 30 days of such closing. If the amended complaint is not filed within the 30 days the suit will be dismissed.
All defendants deny any wrongdoing in connection with the proposed acquisition and planCompany intends to vigorously defend against all pending claims; however,itself in the litigation. However, the Company cannot at this time predict the eventual outcome.
outcome of these matters. 

Labor Day Windstorm

In September 2020, a severe windstorm occurred in eastern Washington and northern Idaho. The extreme weather event resulted in customer outages and the cause of multiple wildfires in the region. With respect to wildfires, the Company’s investigation determined that the primary cause of the fires was extreme high winds. To date, the Company has not found any evidence that the fires were caused by any deficiencies in its equipment, maintenance activities or vegetation management practices.

The Company has become aware of instances where, during the course of the storm, otherwise healthy trees and limbs, located in areas outside its maintenance right-of-way, broke under the extraordinary wind conditions and caused damage to its energy delivery system at or near what is believed to be the potential area of origin of a wildfire. Those instances include what has been referred to as: the Babb Road fire (near Malden and Pine City, Washington); the Christensen Road fire (near Airway

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Heights, Washington); and the Mile Marker 49 fire (near Orofino, Idaho). These wildfires covered, in total, approximately 22,000 acres. The Company currently estimates approximately 230 residential, commercial and other structures were impacted. Parallel investigations by applicable state agencies, including the Washington Department of Natural Resources, are ongoing, and the Company is cooperating with those efforts.

In addition to the instances identified above, the Company is aware of a 5-acre fire that occurred in Colfax, Washington, which damaged several residential structures. The Company’s investigation determined that the Company’s facilities were not involved in the ignition of this fire in any way. 

The Company’s investigation has found no evidence of negligence with respect to any of the fires, and the Company intends to vigorously defend any claims for damages that may be asserted against it with respect to the wildfires arising out of the extreme wind event.  

Other Contingencies

In the normal course of business, the Company has various other legal claims and contingent matters outstanding. The Company believes that any ultimate liability arising from these actions will not have a material impact on its financial condition, results of operations or cash flows. It is possible that a change could occur in the Company’s estimates of the probability or amount of a liability being incurred. Such a change, should it occur, could be significant.

The Company routinely assesses, based on studies, expert analysesanalysis and legal reviews, its contingencies, obligations and commitments for remediation of contaminated sites, including assessments of ranges and probabilities of recoveries from other responsible parties who either have or have not agreed to a settlement as well as recoveries from insurance carriers. The Company’s policy is to accrue and charge to current expense identified exposures related to environmental remediation sites based on estimates of investigation, cleanup and monitoring costs to be incurred. For matters that affect Avista Utilities’ or AEL&P's operations, the Company seeks, to the extent appropriate, recovery of incurred costs through the ratemaking process.

The Company has potential liabilities under the Endangered Species Act for species of fish, plants and wildlife that have either already been added to the endangered species list, listed as “threatened” or petitioned for listing. Thus far, measures adopted and implemented have had minimal impact on the Company. However, the Company will continue to seek recovery, through the ratemaking process, of all operating and capitalized costs related to these issues.

Under the federal licenses for its hydroelectric projects, the Company is obligated to protect its property rights, including water rights. In addition, the companyCompany holds additional non-hydro water rights. The stateState of Montana is examining the status of all water right claims within state boundaries through a general adjudication. Claims within the Clark Fork River basin could adversely affect the energy production of the Company’s Cabinet Gorge and Noxon Rapids hydroelectric facilities. The state of Idaho has initiated adjudication in northern Idaho, which will ultimately include the lower Clark Fork River, the Spokane River and the Coeur d’Alene basin. The Company is and will continue to be a participant in these and any other relevant adjudication processes. The complexity of such adjudications makes each unlikely to be concluded in the foreseeable future. As such, it is not possible for the Company to estimate the impact of any outcome at this time. The Company will continue to seek recovery, through the ratemaking process, of all operating and capitalized costs related to this issue.



135

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AVISTA CORPORATION

NOTE 20.23. REGULATORY MATTERS

Regulatory Assets and Liabilities

The following table presents the Company’s regulatory assets and liabilities as of December 31, 20172020 (dollars in thousands):

 

 

 

 

 

 

Receiving

Regulatory Treatment

 

 

 

 

 

 

2020

 

 

2019

 

 

 

Remaining

Amortization

Period

 

 

(1)

Earning

A Return

 

 

Not

Earning

A Return

 

 

(2)

Expected

Recovery

or Refund

 

 

Current

 

 

Non-

current

 

 

Current

 

 

Non-

current

 

Regulatory Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred income tax

 

 

(3

)

 

$

108,517

 

 

$

0

 

 

$

0

 

 

$

0

 

 

$

108,517

 

 

$

0

 

 

$

95,752

 

Pensions and other

   postretirement benefit plans

 

 

(4

)

 

 

0

 

 

 

198,746

 

 

 

0

 

 

 

0

 

 

 

198,746

 

 

 

0

 

 

 

208,754

 

Energy commodity

   derivatives

 

 

(5

)

 

 

0

 

 

 

7,795

 

 

 

0

 

 

 

2,073

 

 

 

5,722

 

 

 

6,310

 

 

 

264

 

Unamortized debt repurchase

   costs

 

 

(6

)

 

 

7,512

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

7,512

 

 

 

0

 

 

 

8,884

 

Settlement with

   Coeur d’Alene Tribe

 

2059

 

 

 

40,043

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

40,043

 

 

 

0

 

 

 

41,332

 

Demand side management

   programs

 

 

(3

)

 

 

0

 

 

 

3,814

 

 

 

0

 

 

 

0

 

 

 

3,814

 

 

 

0

 

 

 

12,170

 

Decoupling surcharge

 

2022

 

 

 

24,246

 

 

 

0

 

 

 

0

 

 

 

7,123

 

 

 

17,123

 

 

 

12,098

 

 

 

14,806

 

Utility plant to be abandoned

 

 

(7

)

 

 

28,916

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

28,916

 

 

 

0

 

 

 

31,291

 

Interest rate swaps

 

 

(8

)

 

 

130,538

 

 

 

0

 

 

 

84,313

 

 

 

0

 

 

 

214,851

 

 

 

0

 

 

 

168,594

 

Deferred power costs

 

 

(3

)

 

 

3,337

 

 

 

0

 

 

 

0

 

 

 

1,775

 

 

 

1,562

 

 

 

0

 

 

 

0

 

AFUDC above FERC

   allowed rate

 

 

(11

)

 

 

47,393

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

47,393

 

 

 

0

 

 

 

40,749

 

COVID-19 deferrals

 

 

(12

)

 

 

0

 

 

 

0

 

 

 

8,166

 

 

 

0

 

 

 

8,166

 

 

 

0

 

 

 

0

 

Advanced meter infrastructure

 

 

(13

)

 

 

26,379

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

26,379

 

 

 

0

 

 

 

13,395

 

Other regulatory assets

 

 

(3

)

 

 

31,831

 

 

 

9,635

 

 

 

2,935

 

 

 

2,702

 

 

 

41,699

 

 

 

3,443

 

 

 

34,811

 

Total regulatory assets

 

 

 

 

 

$

448,712

 

 

$

219,990

 

 

$

95,414

 

 

$

13,673

 

 

$

750,443

 

 

$

21,851

 

 

$

670,802

 

Regulatory Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred natural gas costs

 

 

(3

)

 

$

874

 

 

$

0

 

 

$

0

 

 

$

874

 

 

$

0

 

 

$

3,189

 

 

$

0

 

Deferred power costs

 

 

(3

)

 

 

37,869

 

 

 

0

 

 

 

0

 

 

 

20,299

 

 

 

17,570

 

 

 

14,155

 

 

 

23,544

 

Utility plant retirement costs

 

 

(9

)

 

 

325,832

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

325,832

 

 

 

0

 

 

 

312,403

 

Income tax related liabilities

 

(3) (10)

 

 

 

390,056

 

 

 

24,573

 

 

 

0

 

 

 

14,952

 

 

 

399,677

 

 

 

23,803

 

 

 

407,549

 

Interest rate swaps

 

 

(8

)

 

 

15,046

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

15,046

 

 

 

0

 

 

 

17,088

 

Decoupling rebate

 

2022

 

 

 

2,966

 

 

 

0

 

 

 

0

 

 

 

1,447

 

 

 

1,519

 

 

 

255

 

 

 

2,398

 

COVID-19 deferrals

 

 

(12

)

 

 

0

 

 

 

0

 

 

 

10,949

 

 

 

0

 

 

 

10,949

 

 

 

0

 

 

 

0

 

Other regulatory liabilities

 

 

(3

)

 

 

12,445

 

 

 

10,645

 

 

 

0

 

 

 

8,863

 

 

 

14,227

 

 

 

10,313

 

 

 

12,454

 

Total regulatory liabilities

 

 

 

 

 

$

785,088

 

 

$

35,218

 

 

$

10,949

 

 

$

46,435

 

 

$

784,820

 

 

$

51,715

 

 

$

775,436

 

   
Receiving
Regulatory Treatment
      
 
Remaining
Amortization
Period
 
(1)
Earning
A Return
 
Not
Earning
A Return
 
(2)
Expected
Recovery or Refund
 Total
2017
 Total
2016
Regulatory Assets:           
Investment in exchange power-net2019
 $4,083
 $
 $
 $4,083
 $6,533
Regulatory assets for deferred income tax(3) 90,315
 

 
 90,315
 109,853
Regulatory assets for pensions and other postretirement benefit plans(4) 
 209,115
 
 209,115
 240,114
Current regulatory asset for energy commodity derivatives(5) 
 24,991
 
 24,991
 11,365
Unamortized debt repurchase costs(6) 11,880
 
 
 11,880
 13,700
Regulatory asset for settlement with Coeur d’Alene Tribe2059
 43,954
 
 
 43,954
 45,265
Demand side management programs(3) 
 24,620
 
 24,620
 15,700
Decoupling surcharge2019
 22,359
 
 
 22,359
 43,126
Regulatory asset for utility plant to be abandoned(7) 24,330
 
 
 24,330
 19,100
Regulatory asset for interest rate swaps(8) 53,797
 
 115,907
 169,704
 161,508
Non-current regulatory asset for energy commodity derivatives(5) 
 18,967
 
 18,967
 16,919
Other regulatory assets(3) 8,212
 7,064
 4,555
 19,831
 16,645
Total regulatory assets  $258,930
 $284,757
 $120,462
 $664,149
 $699,828
Regulatory Liabilities:           
Natural gas deferrals(3) $37,474
 $
 $
 $37,474
 $30,820
Power deferrals(3) 29,873
 
 
 29,873
 23,528
Regulatory liability for utility plant retirement costs(9) 285,786
 
 
 285,786
 273,983
Income tax related liabilities(3) (10)
 
 18,223
 442,319
 460,542
 28,966
Regulatory liability for interest rate swaps(8) 11,257
 
 7,381
 18,638
 21,191
Provision for earnings sharing rebate(3) 
 2,350
 3,420
 5,770
 10,297
Decoupling rebate2019
 5,816
 
 
 5,816
 2,405
Other regulatory liabilities(3) 1,926
 2,528
 
 4,454
 5,762
Total regulatory liabilities  $372,132
 $23,101
 $453,120
 $848,353
 $396,952

(1)

(1)

Earning a return includes either interest on the regulatory asset/liability or a return on the investment as a component of rate base at the allowed rate of return.

(2)

(2)

Expected recovery is pending regulatory treatment including regulatory assets and liabilities with prior regulatory precedence.

(3)

(3)

Remaining amortization period varies depending on timing of underlying transactions.

(4)

(4)

As the Company has historically recovered and currently recovers its pension and other postretirement benefit costs related to its regulated operations in retail rates, the Company records a regulatory asset for that portion of its pension and other postretirement benefit funding deficiency.

(5)

(5)

The WUTC and the IPUC issued accounting orders authorizing Avista Corp. to offset energy commodity derivative assets or liabilities with a regulatory asset or liability. This accounting treatment is intended to defer the recognition of

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136


mark-to-market gains and losses on energy commodity transactions until the period of delivery. Realized benefits and losses result in adjustments to retail rates through PGAs, the ERM in Washington, the PCA mechanism in Idaho, and periodic general rates cases. The resulting regulatory assets associated with energy commodity derivative instruments have been concluded to be probable of recovery through future rates.

AVISTA CORPORATION



mark-to-market gains and losses on energy commodity transactions until the period of delivery. Realized benefits and losses result in adjustments to retail rates through purchased gas cost adjustments, the ERM in Washington, the PCA mechanism in Idaho, and periodic general rates cases. The resulting regulatory assets have been concluded to be probable of recovery through future rates.

(6)

(6)For the Company’s Washington jurisdiction and for any debt repurchases beginning in 2007 in all jurisdictions, premiums

Premiums paid or discounts received to repurchase debt are amortized over the remaining life of the original debt that was repurchased or, if new debt is issued in connection with the repurchase, these costs are amortized over the life of the new debt. In the Company’s other regulatory jurisdictions, premiums paid to repurchase debt prior to 2007 are being amortized over the average remaining maturity of outstanding debt when no new debt was issued in connection with the debt repurchase. These costs are recovered through retail rates as a component of interest expense.

(7)

(7)

In March 2016, the WUTC granted the Company's Petition for an Accounting Order to defer and include in a regulatory asset the undepreciated value of its existing Washington electric meters and natural gas ERTs for the opportunity for later recovery. This accounting treatment is related to the Company's plan to replacereplacement of approximately 253,000 of its existing electric meters with new two-way digital meters and the related software and support services through its AMI project in Washington State. In September 2017, the WUTC also approved the Company's request to defer the undepreciated net book value of existing natural gas ERTs (consistent with the accounting treatment for the electric meters) that will be retired as part of the AMI project. Replacement of the meters is expectedand natural gas ERTs will be completed in 2021. The other piece of abandoned plant, relates to begin in the second halfCompany's decision to replace a three-phase transformer at one of 2018.its generating facilities with three separate single-phase transformers. The Company expects to receive full recovery of the cost of the three-phase transformer; therefore, it has recorded the remaining net book value as a regulatory asset.

(8)

(8)

For interest rate swap derivatives, Avista Corp. records all mark-to-market gains and losses in each accounting period as assets and liabilities, and recordsas well as offsetting regulatory assets and liabilities, such that there is no income statement impact. The interest rate swap derivatives are risk management tools similar to energy commodity derivatives. Upon settlement of interest rate swap derivatives, the regulatory asset or liability is amortized as a component of interest expense over the term of the associated debt. The Company records an offset of interest rate swap derivative assets and liabilities with regulatory assets and liabilities, based on the prior practice of the commissions to provide recovery through the ratemaking process. Settled interest rate swap derivatives which have been through a general rate case proceeding are classified as earning a return in the table above, whereas all unsettled interest rate swap derivatives and settled interest rate swap derivatives which have not been included in a general rate case are classified as expected recovery. See below for additional information regarding the Company's 2016 settled interest rate swaps in the Washington general rate cases. The Idaho and Oregon portion of the 2016 settled interest rate swaps are included in earning a return because they were approved for recovery in those respective states.

(9)

(9)

This amount is dependent upon the cost of removal of underlying utility plant assets and the life of utility plant.

(10)

(10)

The amount pending recoverymajority of this balance represents amounts due back to customers and resulted from the new federal income tax law and changingTCJA, which changed the federal income tax rate from 35 percent to 21 percent and revaluingpercent. The Company revalued all deferred income taxes as of December 31, 2017. The Company currently expects the amounts for utility plant items for Avista Utilities to be returned to customers over a period of approximately 36 years using the ARAM.years. The Company expects the AEL&P amounts to be returned to customers over a period of approximately 40 years. A significant portion of the regulatory liability attributable to non-plant excess deferred taxes was used to offset a portion of the costs associated with accelerating the depreciation of Colstrip Units 3 & 4 based on settlements in Washington and Idaho. The amount attributable to Washington was utilized in 2020 and was $10.9 million ($8.4 million when tax-effected) and the amount attributable to Idaho was utilized in 2019 and was $6.4 million ($5.1 million when tax-effected).

(11)

This amount is being amortized based on the underlying utility plant assets and the life of utility plant.

(12)

The WUTC, IPUC and OPUC issued accounting orders allowing the Company to defer certain costs, net of any benefits, related to the COVID-19 pandemic. The Company does not currently have an estimate for non-plant items includedhas recorded all benefits on a gross basis as a regulatory liability to customers and all additional allowed costs are a regulatory asset. The ratemaking treatment will be determined in this balance asfuture general rate cases in each jurisdiction.

(13)

This amount represents the Company is waiting for additional implementation guidance from various regulatory agencies. In addition, nonedeferral of the excess deferred taxdepreciation expense of the Company’s AMI project in Washington state. Recovery of these amounts have been through a regulatory proceeding aswill be determined in future rate case proceedings. The Company included these amounts in its rate case filings in Washington in the fourth quarter of this filing; therefore, a definitive amortization period has not been established. See Note 11 for additional discussion regarding the new federal income tax law.2020.  

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AVISTA CORPORATION

Power Cost Deferrals and Recovery Mechanisms

Deferred power supply costs are recorded as a deferred charge or liability on the Consolidated Balance Sheets for future prudence review and recovery or rebate through retail rates. The power supply costs deferred include certain differences between actual net power supply costs incurred by Avista Utilities and the costs included in base retail rates. This difference in net power supply costs primarily results from changes in:

short-term wholesale market prices and sales and purchase volumes,

short-term wholesale market prices and sales and purchase volumes,

the level, availability and optimization of hydroelectric generation,

the level, availability and optimization of hydroelectric

the level and availability of thermal generation (including changes in fuel prices),

the level and availability of thermal generation (including changes in fuel prices),

retail loads, and

retail loads, and

sales of surplus transmission capacity.

sales of surplus transmission capacity.

In Washington, the ERM allows Avista Utilities to periodically increase or decrease electric rates with WUTC approval to reflect changes in power supply costs. The ERM is an accounting method used to track certain differences between actual power supply costs, net of wholesale sales and sales of fuel, and the amount included in base retail rates for Washington customers and defer these differences (over the $4.0 million deadband and sharing bands) for future surcharge or rebate to


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AVISTA CORPORATION



customers. For 2017,2020, the Company recognized a pre-tax benefit of $4.6$6.2 million under the ERM in Washington compared to a benefit of $5.1$4.4 million for 2016.2019. Total net deferred power costs under the ERM were a liability of $23.7 million as of December 31, 2017 and a liability of $21.3$37.9 million as of December 31, 2016.2020 and a liability of $37.0 million as of December 31, 2019. These deferred power cost balances represent amounts due to customers.
Pursuant to WUTC requirements, should the cumulative deferral balance exceed $30 million in the rebate or surcharge direction, the Company must make a filing with the WUTC to adjust customer rates to either return the balance to customers or recover the balance from customers. As the cumulative rebate balance exceeded $30 million, the Company’s 2019 filing contained a proposed rate refund. The ERM proceeding was considered with the Company’s 2019 general rate case proceeding and a refund was approved and is being returned to customers over a two-year period that began on April 1, 2020. Avista Utilities makes an annual filing on, or before, April 1 of each year to provide the opportunity for the WUTC staff and other interested parties to review the prudence of, and audit, the ERM deferred power cost transactions for the prior calendar year.

Avista Utilities has a PCA mechanism in Idaho that allows it to modify electric rates on October 1 of each year with IPUC approval. Under the PCA mechanism, Avista Utilities defers 90 percent of the difference between certain actual net power supply expenses and the amount included in base retail rates for its Idaho customers for future surcharge or rebate to customers. The October 1 rate adjustments recover or rebate power costs deferred during the preceding July-June twelve-month period. Total net power supply costs deferred under the PCA mechanism were a liabilityan asset of $6.1 million as of December 31, 2017 and a liability of $2.2$2.5 million as of December 31, 2016. These deferred2020 and $0.3 million as of December 31, 2019. Deferred power cost balancesassets represent amounts due from customers and liabilities represent amounts due to customers.

Natural Gas Cost Deferrals and Recovery Mechanisms

Avista Utilities files a PGA in all three states it serves to adjust natural gas rates for: 1) estimated commodity and pipeline transportation costs to serve natural gas customers for the coming year, and 2) the difference between actual and estimated commodity and transportation costs for the prior year. Total net deferred natural gas costs to be refunded to customers were a liabilityan asset of $37.5$1.4 million as of December 31, 20172020 and a liability of $30.8$3.2 million as of December 31, 2016. These2019. Asset balances represent amounts due from customers and liabilities represent amounts due to customers.

Decoupling and Earnings Sharing Mechanisms

Decoupling (also known as an FCA in Idaho) is a mechanism designed to sever the link between a utility's revenues and consumers' energy usage. In each of Avista Utilities' jurisdictions, Avista Utilities' electric and natural gas revenues are adjusted so as to be based on the number of customers in certain customer rate classes and assumed "normal" kilowatt hour and therm sales, rather than being based on actual kilowatt hour and therm sales. The difference between revenues based on the number of customers and "normal" sales and revenues based on actual usage is deferred and either surcharged or rebated to customers

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beginning in the following year. Only residential and certain commercial customer classes are included in decoupling mechanisms.

Washington Decoupling and Earnings Sharing

In Washington, the WUTC approved the Company's decoupling mechanisms for electric and natural gas for a five-year period beginning January 1, 2015. In 2019, the WUTC approved an extension of the mechanisms for an additional five-year term through March 31, 2025, with one modification in that new customers added after any test period would not be decoupled until included in a future test period.

Electric and natural gas decoupling surcharge rate adjustments to customers are limited to a 3 percent increase on an annual basis, with any remaining surcharge balance carried forward for recovery in a future period. There is no limit on the level of rebate rate adjustments.

The decoupling mechanisms each include an after-the-fact earnings test. At the end of each calendar year, separate electric and natural gas earnings calculations are made for the calendar year just ended. These earnings tests reflect actual decoupled revenues, normalized power supply costs and other normalizing adjustments. If the Company earns more than its authorized ROR in Washington, 50 percent of excess earnings are rebated to customers through adjustments to decoupling surcharge or rebate balances. See below for a summary of cumulative balances under the decoupling and earnings sharing mechanisms.

Idaho FCA and Earnings Sharing Mechanisms

In Idaho, the IPUC approved the implementation of FCAs for electric and natural gas (similar in operation and effect to the Washington decoupling mechanisms) for an initial term of three years, beginning January 1, 2016.

For In 2019, the period 2013 through 2015, the Company hadIPUC approved an after-the-fact earnings test, such that if Avista Corp., on a consolidated basis for electric and natural gas operations in Idaho, earned more than a 9.8 percent ROE, the Company was required to share with customers 50 percent of any earnings above the 9.8 percent. This after-the-fact earnings test was discontinued, effective January 1, 2016, as partextension of the settlement of the Company's 2015 Idaho electric and natural gas general rates cases. See below for a summary of cumulative balances under the decoupling and earnings sharing mechanisms.
FCAs through March 31, 2025.

Oregon Decoupling Mechanism

In February 2016, the OPUC approved the implementation of a decoupling mechanism for natural gas, similar to the Washington and Idaho mechanisms described above. The decoupling mechanism became effective on March 1, 2016. There will be an opportunity for interestedChanges related to deferral interest rates were recommended by the parties to review the mechanismin Avista Corp.'s 2019 general rate case and recommend changes, if any, by September 2019.were implemented effective January 15, 2020. In Oregon, an earnings review is conducted on an annual basis. In the annual earnings review, if the Company earns more than 100 basis points above its allowed ROE, one-third of the earnings above the 100 basis points would be deferred and later returned to customers. The earnings review is separate from the decoupling mechanism and was in place prior to decoupling. See below for a summary of cumulative balances under the decoupling and earnings sharing mechanisms.


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Cumulative Decoupling and Earnings Sharing Mechanism Balances

As of December 31, 20172020 and December 31, 2016,2019, the Company had the following cumulative balances outstanding related to decoupling and earnings sharing mechanisms in its various jurisdictions (dollars in thousands):

 

 

December 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Washington

 

 

 

 

 

 

 

 

Decoupling surcharge

 

$

21,340

 

 

$

22,440

 

Idaho

 

 

 

 

 

 

 

 

Decoupling surcharge

 

$

1,202

 

 

$

2,549

 

Provision for earnings sharing rebate

 

 

(686

)

 

 

(686

)

Oregon

 

 

 

 

 

 

 

 

Decoupling rebate

 

$

(1,262

)

 

$

(739

)

 December 31, December 31,
 2017 2016
Washington   
Decoupling surcharge$14,240
 $30,408
Provision for earnings sharing rebate(3,420) (5,113)
Idaho   
Decoupling surcharge$3,471
 $8,292
Provision for earnings sharing rebate(2,350) (5,184)
Oregon   
Decoupling surcharge/(rebate)$(1,168) $2,021
Provision for earnings sharing rebate
 
Interest Rate Swaps included in the 2017

There were 0 earnings sharing rebates associated with Washington General Rate Cases

On October 27, 2017, WUTC Staff and other parties to Avista Corp.'s electric and natural gas general rate cases filed their testimony. These parties recommended lower revenue requirements than what was proposed in Avista Corp.'s original filings. Additionally, the WUTC Staff recommended the exclusion of the Company's 2016 settlement costs from the cost of capital calculation. The total amount of the 2016 settlement costs was $54.0 million, with approximately 60 percent of this total being allocable to Washington.
In addition to the settlement costs from 2016, the Company has a net regulatory asset of $8.8 million for interest rate swaps settled during the third quarter of 2017, and a net regulatory asset of $66.0 million for unsettled interest rate swapsOregon as of December 31, 2017 related to forecasted debt issuances. Of those amounts, approximately 60 percent relate to Washington. If recovery of the 2016 settled interest rate swap settlement payments referenced above is disallowed by the WUTC, this could change the Company's current conclusion that settlement payments related to the 2017 settled interest rate swaps2020 and the unsettled interest rate swaps are probable of recovery through rates. If the Company concluded that recovery of these swap related payments were no longer probable, the Company will be required to derecognize the related regulatory assets and liabilities with an adjustment through the income statement, and any subsequent gains and losses would be recognized through the income statement rather than recorded as a regulatory asset or liability.
Interest rate swaps are a tool used throughout multiple industries to manage interest rate risk. They also provide certainty for future cash flows associated with future borrowings. Since interest costs are included in the Company's costs of service to be recovered from customers, the Company has used this tool to manage these costs for the benefit of the Company's customers. The settlement of interest rate swaps results in either a benefit or a cost to the Company which, in either case, has historically been reflected in rates authorized by the WUTC in general rate cases. Accordingly, the Company still believes the interest rate swap payments are probable of recovery and will continue to work through the rate case process. Depending on the outcome of this proceeding, the Company could determine to not manage interest rate risk through swap transactions in the future.
December 31, 2019.

NOTE 21.24. INFORMATION BY BUSINESS SEGMENTS

The business segment presentation reflects the basis used by the Company's management to analyze performance and determine the allocation of resources. The Company's management evaluates performance based on income (loss) from operations before

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AVISTA CORPORATION

income taxes as well as net income (loss) attributable to Avista Corp. shareholders. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. Avista Utilities' business is managed based on the total regulated utility operation; therefore, it is considered one segment. AEL&P is a separate reportable business segment as it has separate financial reports that are reviewed in detail by the Chief Operating Decision Maker and its operations and risks are sufficiently different from Avista Utilities and the other businesses at AERC that it cannot be aggregated with any other operating segments. The Other category, which is not a reportable segment, includes other investments and operations of various subsidiaries, as well as certain other operations of Avista Capital.


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The following table presents information for each of the Company’s business segments (dollars in thousands):

 

 

Avista

Utilities

 

 

Alaska

Electric

Light and

Power

Company

 

 

Total Utility

 

 

Other

 

 

Intersegment

Eliminations

(1)

 

 

Total

 

For the year ended December 31, 2020:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating revenues

 

$

1,277,468

 

 

$

42,809

 

 

$

1,320,277

 

 

$

1,614

 

 

$

0

 

 

$

1,321,891

 

Resource costs

 

 

396,543

 

 

 

1,966

 

 

 

398,509

 

 

 

0

 

 

 

0

 

 

 

398,509

 

Other operating expenses

 

 

341,709

 

 

 

12,905

 

 

 

354,614

 

 

 

5,344

 

 

 

0

 

 

 

359,958

 

Depreciation and amortization

 

 

213,701

 

 

 

9,806

 

 

 

223,507

 

 

 

716

 

 

 

0

 

 

 

224,223

 

Income (loss) from operations

 

 

220,058

 

 

 

17,088

 

 

 

237,146

 

 

 

(4,446

)

 

 

0

 

 

 

232,700

 

Interest expense (2)

 

 

98,451

 

 

 

6,272

 

 

 

104,723

 

 

 

524

 

 

 

(186

)

 

 

105,061

 

Income taxes

 

 

4,921

 

 

 

3,011

 

 

 

7,932

 

 

 

(881

)

 

 

0

 

 

 

7,051

 

Net income (loss) from continuing operations

   attributable to Avista Corp. shareholders

 

 

124,810

 

 

 

8,095

 

 

 

132,905

 

 

 

(3,417

)

 

 

0

 

 

 

129,488

 

Capital expenditures (3)

 

 

397,292

 

 

 

7,014

 

 

 

404,306

 

 

 

1,368

 

 

 

0

 

 

 

405,674

 

For the year ended December 31, 2019:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating revenues

 

$

1,295,873

 

 

$

37,265

 

 

$

1,333,138

 

 

$

12,484

 

 

$

0

 

 

$

1,345,622

 

Resource costs

 

 

442,471

 

 

 

(2,654

)

 

 

439,817

 

 

 

0

 

 

 

0

 

 

 

439,817

 

Other operating expenses (4)

 

 

352,170

 

 

 

12,717

 

 

 

364,887

 

 

 

18,883

 

 

 

0

 

 

 

383,770

 

Depreciation and amortization

 

 

195,697

 

 

 

9,668

 

 

 

205,365

 

 

 

629

 

 

 

0

 

 

 

205,994

 

Income (loss) from operations

 

 

200,994

 

 

 

16,423

 

 

 

217,417

 

 

 

(7,028

)

 

 

0

 

 

 

210,389

 

Interest expense (2)

 

 

97,866

 

 

 

6,385

 

 

 

104,251

 

 

 

1,032

 

 

 

(929

)

 

 

104,354

 

Income taxes

 

 

28,363

 

 

 

2,816

 

 

 

31,179

 

 

 

195

 

 

 

0

 

 

 

31,374

 

Net income from continuing

   operations attributable to Avista Corp.

   shareholders

 

 

183,977

 

 

 

7,458

 

 

 

191,435

 

 

 

5,544

 

 

 

0

 

 

 

196,979

 

Capital expenditures (3)

 

 

434,077

 

 

 

8,433

 

 

 

442,510

 

 

 

835

 

 

 

0

 

 

 

443,345

 

For the year ended December 31, 2018:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating revenues

 

$

1,325,966

 

 

$

43,599

 

 

$

1,369,565

 

 

$

27,328

 

 

$

0

 

 

$

1,396,893

 

Resource costs

 

 

485,231

 

 

 

9,505

 

 

 

494,736

 

 

 

0

 

 

 

0

 

 

 

494,736

 

Other operating expenses (4)

 

 

309,501

 

 

 

12,491

 

 

 

321,992

 

 

 

28,081

 

 

 

0

 

 

 

350,073

 

Depreciation and amortization

 

 

177,006

 

 

 

5,871

 

 

 

182,877

 

 

 

799

 

 

 

0

 

 

 

183,676

 

Income (loss) from operations

 

 

248,000

 

 

 

14,665

 

 

 

262,665

 

 

 

(1,552

)

 

 

0

 

 

 

261,113

 

Interest expense (2)

 

 

96,738

 

 

 

3,584

 

 

 

100,322

 

 

 

1,694

 

 

 

(1,080

)

 

 

100,936

 

Income taxes

 

 

25,259

 

 

 

3,094

 

 

 

28,353

 

 

 

(2,293

)

 

 

0

 

 

 

26,060

 

Net income (loss) from continuing

   operations attributable to Avista Corp.

   shareholders

 

 

134,874

 

 

 

8,292

 

 

 

143,166

 

 

 

(6,737

)

 

 

0

 

 

 

136,429

 

Capital expenditures (3)

 

 

418,741

 

 

 

5,609

 

 

 

424,350

 

 

 

891

 

 

 

0

 

 

 

425,241

 

Total Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2020

 

$

6,035,340

 

 

$

268,971

 

 

$

6,304,311

 

 

$

109,658

 

 

$

(11,872

)

 

$

6,402,097

 

As of December 31, 2019

 

$

5,713,268

 

 

$

271,393

 

 

$

5,984,661

 

 

$

113,390

 

 

$

(15,595

)

 

$

6,082,456

 

As of December 31, 2018

 

$

5,458,104

 

 

$

272,950

 

 

$

5,731,054

 

 

$

87,050

 

 

$

(35,528

)

 

$

5,782,576

 

135


AVISTA CORPORATION

 
Avista
Utilities
 Alaska Electric Light and Power Company Total Utility Other 
Intersegment
Eliminations
(1)
 Total
For the year ended December 31, 2017:           
Operating revenues$1,370,359
 $53,027
 $1,423,386
 $22,543
 $
 $1,445,929
Resource costs511,163
 13,403
 524,566
 
 
 524,566
Other operating expenses (2)319,899
 12,532
 332,431
 25,650
 
 358,081
Depreciation and amortization165,478
 5,803
 171,281
 740
 
 172,021
Income (loss) from operations270,409
 17,947
 288,356
 (3,847) 
 284,509
Interest expense (3)92,019
 3,581
 95,600
 781
 (189) 96,192
Income taxes77,583
 5,515
 83,098
 (340) 
 82,758
Net income (loss) from continuing operations attributable to Avista Corp. shareholders114,716
 9,054
 123,770
 (7,854) 
 115,916
Capital expenditures (4)405,938
 6,401
 412,339
 4,280
 
 416,619
For the year ended December 31, 2016:           
Operating revenues$1,372,638
 $46,276
 $1,418,914
 $23,569
 $
 $1,442,483
Resource costs539,352
 12,014
 551,366
 
 
 551,366
Other operating expenses304,644
 11,151
 315,795
 25,501
 
 341,296
Depreciation and amortization155,162
 5,352
 160,514
 769
 
 161,283
Income (loss) from operations277,070
 15,434
 292,504
 (2,701) 
 289,803
Interest expense (3)83,070
 3,584
 86,654
 608
 (132) 87,130
Income taxes74,121
 5,321
 79,442
 (1,356) 
 78,086
Net income (loss) from continuing operations attributable to Avista Corp. shareholders132,490
 7,968
 140,458
 (3,230) 
 137,228
Capital expenditures (4)390,690
 15,954
 406,644
 353
 
 406,997
For the year ended December 31, 2015:           
Operating revenues$1,411,863
 $44,778
 $1,456,641
 $28,685
 $(550) $1,484,776
Resource costs644,991
 11,973
 656,964
 
 
 656,964
Other operating expenses292,096
 11,125
 303,221
 30,076
 (550) 332,747
Depreciation and amortization138,236
 5,263
 143,499
 695
 
 144,194
Income (loss) from operations241,228
 14,072
 255,300
 (2,086) 
 253,214
Interest expense (3)76,405
 3,558
 79,963
 610
 (132) 80,441
Income taxes64,489
 4,202
 68,691
 (1,242) 
 67,449
Net income (loss) from continuing operations attributable to Avista Corp. shareholders113,360
 6,641
 120,001
 (1,921) 
 118,080
Capital expenditures (4)381,174
 12,251
 393,425
 885
 
 394,310
Total Assets:           
As of December 31, 2017$5,177,878
 $278,688
 $5,456,566
 $73,241
 $(15,075) $5,514,732
As of December 31, 2016$4,975,555
 $273,770
 $5,249,325
 $60,430
 $
 $5,309,755
As of December 31, 2015$4,601,708
 $265,735
 $4,867,443
 $39,206
 $
 $4,906,649

(1)

(1)

Intersegment eliminations reported as interest expense represent intercompany interest. Intersegment eliminations reported as operating revenues and other operating expenses for 2015 represent intercompany purchases and sales of electric capacity and energy between Avista Utilities and Spokane Energy (included in other). Intersegment eliminations reported as assets represent intersegment accounts receivable.


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(2)

(2)Other operating expenses for Avista Utilities for 2017 includes acquisition costs of $14.6 million which are separately disclosed on the Consolidated Statements of Income.
(3)

Including interest expense to affiliated trusts.

(3)

(4)

The capital expenditures for the other businesses are included in other investing activities on the Consolidated Statements of Cash Flows.

(4)

Other operating expenses for Avista Utilities for 2019 and 2018 include merger transaction costs which are separately disclosed on the Consolidated Statements of Income. 

NOTE 22. SELECTED QUARTERLY FINANCIAL DATA (Unaudited)

25.  TERMINATION OF PROPOSED ACQUISITION BY HYDRO ONE

In July 2017, Avista Corp. entered into a Merger Agreement that provided for Avista Corp. to become an indirect, wholly-owned subsidiary of Hydro One, subject to the satisfaction or waiver of specified closing conditions, including approval by regulatory agencies. Hydro One, based in Toronto, is Ontario’s largest electricity transmission and distribution provider.

Termination of the Merger Agreement

Due to the denial of the proposed merger by certain of the Company's regulatory commissions, in January 2019, Avista Corp., Hydro One and certain subsidiaries thereof, entered into a Termination Agreement indicating their mutual agreement to terminate the Merger Agreement, effective immediately. Pursuant to the terms of the Termination Agreement, Hydro One paid Avista Corp. a $103 million termination fee in January 2019. The Company’s energy operations are significantly affected by weather conditions. Consequently, there can be large variancestermination fee was used for reimbursing the Company's transaction costs incurred from 2017 to 2019. The balance of the termination fee remaining after payment of 2019 transaction costs and applicable income taxes was used for general corporate purposes and reduced the Company's need for external financing. The 2019 costs were $19.7 million pre-tax and included financial advisers' fees, legal fees, consulting fees and employee time.

NOTE 26. SALE OF METALfx

In April 2019, Bay Area Manufacturing, Inc., a non-regulated subsidiary of Avista Corp., entered into a definitive agreement to sell its interest in revenues, expensesMETALfx to an independent third party. The transaction was a stock sale for a total cash purchase price of $17.5 million, plus cash on-hand, subject to customary closing adjustments. The transaction closed in April 2019, and net income between quartersas of that date the Company has no further involvement with METALfx.

The purchase price of $17.5 million, as adjusted, was divided among the security holders of METALfx, including the minority shareholder, pro-rata based on seasonal factors suchownership (Avista Corp. owned 89.2 percent of the equity of METALfx). As required under the purchase agreement, $1.2 million (7 percent of the purchase price) will be held in escrow for 24 months from the closing of the transaction to satisfy certain indemnification obligations.

When all escrow amounts are released, the sales transaction is expected to provide cash proceeds to Avista Corp., net of payments to the minority holder, contractually obligated compensation payments and other transaction expenses, of $16.5 million and result in a net gain after-tax of $3.3 million. The Company expects to receive the full amount of its portion of the escrow accounts; therefore, the full amounts are included in the gain calculation. The gross gain is included in "Other income," the transaction expenses paid are included in "Non-utility Other operating expenses" and any taxes associated with the sale are included in "Income tax expense" on the Consolidated Statements of Income.

Prior to the completion of the sales transaction, METALfx was not a reportable business segment and was included in other in the business segment footnote at Note 24. This transaction does not meet the criteria for discontinued operations as butit does not limited to, temperatures and streamflow conditions, includingrepresent a strategic shift that will have a major effect on the impact on electric and natural gas commodity prices.

A summary of quarterly operations (in thousands, except per share amounts) for 2017 and 2016 follows:
 Three Months Ended
 March 31 June 30 September 30 December 31
2017       
Operating revenues$436,470
 $314,501
 $297,096
 $397,862
Operating expenses321,084
 258,404
 266,054
 315,878
Income from operations$115,386
 $56,097
 $31,042
 $81,984
Net income62,137
 21,722
 4,458
 27,615
Net loss (income) attributable to noncontrolling interests(21) 49
 (7) (37)
Net income attributable to Avista Corporation shareholders$62,116
 $21,771
 $4,451
 $27,578
Outstanding common stock:       
weighted-average, basic64,362
 64,401
 64,412
 64,809
weighted-average, diluted64,469
 64,553
 64,892
 65,308
Earnings per common share attributable to Avista Corp. shareholders, diluted$0.96
 $0.34
 $0.07
 $0.42
 Three Months Ended
 March 31 June 30 September 30 December 31
2016       
Operating revenues from continuing operations$418,173
 $318,838
 $303,349
 $402,123
Operating expenses from continuing operations312,088
 257,247
 263,755
 319,590
Income from continuing operations$106,085
 $61,591
 $39,594
 $82,533
Net income57,665
 27,287
 12,261
 40,103
Net income attributable to noncontrolling interests(16) (33) (27) (12)
Net income attributable to Avista Corporation shareholders$57,649
 $27,254
 $12,234
 $40,091
Outstanding common stock:       
weighted-average, basic62,605
 63,386
 63,857
 64,185
weighted-average, diluted62,907
 63,783
 64,325
 64,620
Earnings per common share attributable to Avista Corp. shareholders, diluted$0.92
 $0.43
 $0.19
 $0.62

141
Company's ongoing operations.

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AVISTA CORPORATION



AVISTA CORPORATION

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Not applicable.

Item 9A. Controls and Procedures

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

The Company has disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Act) that are designed to ensure that information required to be disclosed in the reports it files or submits under the Act is recorded, processed, summarized and reported on a timely basis. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure. With the participation of the Company’s principal executive officer and principal financial officer, the Company's management evaluated its disclosure controls and procedures as of the end of the period covered by this report. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon this evaluation, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures are effective at a reasonable assurance level as of December 31, 2017.

2020.

Management’s Report on Internal Control Over Financial Reporting

The Company’s management, together with its consolidated subsidiaries, is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s principal executive officer and principal financial officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States of America.

The Company’s internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures are being made only in accordance with authorizations of management and the directors of the Company; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements.

Under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, the Company conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management determined that the Company’s internal control over financial reporting as of December 31, 20172020 is effective at a reasonable assurance level.

The Company’s independent registered public accounting firm, Deloitte & Touche LLP, has issued an attestation report on the Company’s internal control over financial reporting as of December 31, 2017.

2020.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting that occurred during the Company’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.


142

137



AVISTA CORPORATION



AVISTA CORPORATION

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Avista Corporation

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Avista Corporation and subsidiaries (the “Company”) as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2017,2020, of the Company and our report dated February 20, 2018,23, 2021, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP

Seattle, Washington

Portland, Oregon

February 20, 2018


143
23, 2021

138



AVISTA CORPORATION



AVISTA CORPORATION

Item 9B. Other Information

None.

139


AVISTA CORPORATION

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The information required by this Item (other than the information regarding executive officers and the Company's Code of Business Conduct and Ethics set forth below) is omitted pursuant to General Instruction G to Form 10-K. Such information is incorporated herein by reference as follows:

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 10, 2018, from such Proxy Statement; and
prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2017, relating to its Annual Meeting of Shareholders held on May 11, 2017.

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 11, 2021, from such Proxy Statement; and

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2020, relating to its Annual Meeting of Shareholders held on May 11, 2020.

Information about our Executive Officers of the Registrant

Name

Age

Business Experience

Scott L. Morris

Dennis P. Vermillion

60

59


Chairman and

Chief Executive Officer effective January 1, 2018; Chairman, President and Chief Executive Officer effective January 2008 – December 2017; Director since February 9, 2007; President and Chief Operating Officer May 2006 – December 2007; Senior Vice President February 2002 – May 2006; Vice President November 2000 – February 2002; President – Avista Utilities August 2000 – December 2008; General Manager – Avista Utilities for the Oregon and California operations October 1991 – August 2000; various other management and staff positions with the Company since 1981.

Mark T. Thies54
Treasurer since January 2013; Senior Vice President and Chief Financial Officer (Principal Financial Officer) since September 2008; prior to employment with the Company held the following positions with Black Hills Corporation: Executive Vice President and Chief Financial Officer March 2003 to January 2008; Senior Vice President and Chief Financial Officer March 2000 to March 2003; Controller May 1997 to March 2000.
Marian M. Durkin64
Senior Vice President, General Counsel and Chief Compliance Officer since November 2005; Corporate Secretary since May 2016; Senior Vice President and General Counsel August 2005 – November 2005; prior to employment with the Company: held several legal positions with United Air Lines, Inc. from 1995 to August 2005, most recently served as Vice President Deputy General Counsel and Assistant Secretary.
Karen S. Feltes62
Senior Vice President of Human Resources since November 2005; Corporate Secretary November 2005 – April 2016; Vice President of Human Resources and Corporate Secretary March 2003 – November 2005; Vice President of Human Resources and Corporate Services February 2002 – March 2003; various human resources positions with the Company April 1998 – February 2002.
Dennis P. Vermillion56
2019; President of Avista Corp since January 2018; Director since January 2018; Senior Vice President sincefrom January 2010;2010 to January 2018; Vice President July 2007- December 2009; President – Avista Utilities since January 2009; Vice President of Energy Resources and Optimization – Avista Utilities July 2007 – December 2008; President and Chief Operating Officer of Avista Energy February 2001 – July 2007; various other management and staff positions with the Company since 1985.

Mark T. Thies

57

Executive Vice President since October 2019; Treasurer since January 2013; Chief Financial Officer since September 2008; Senior Vice President from September 2008 to October 2019; prior to employment with the Company held the following positions with Black Hills Corporation: Executive Vice President and Chief Financial Officer March 2003 to January 2008; Senior Vice President and Chief Financial Officer March 2000 to March 2003; Controller May 1997 to March 2000.

Kevin J. Christie

53

Senior Vice President, External Affairs and Chief Customer Officer since October 2019; Vice President, External Affairs and Chief Customer Officer January 2018; Vice President of Customer Solutions February 2015 – January 2018; various other management and staff positions with the Company since 2005.

Heather L. Rosentrater

43

Senior Vice President, Energy Delivery and Shared Services since January 2020; Senior Vice President, Energy Delivery from October 2019 to December 2019; Vice President of Energy Delivery December 2015; various other management and staff positions with the Company since 1996.

Jason R. Thackston

47

50


Senior Vice President since January 2014; Environmental Compliance Officer since May 2018; Vice President of Energy Resources since December 2012; Vice President of Customer Solutions – Avista Utilities June 2012 - December 2012; Vice President of Energy Delivery April 2011 – December 2012; Vice President of Finance June 2009 – April 2011; various other management and staff positions with the Company since 1996.

Bryan A. Cox

51

Vice President, Safety and Human Resources since January 2020; Vice President, Safety and HR Shared Services January 2018 – January 2020; various other management and staff positions with the Company since 1997.

Gregory C. Hesler

43

Vice President, General Counsel, Corporate Secretary and Chief Ethics/Compliance Officer since May 2020; Vice President, General Counsel and Chief Compliance Officer January 2020 – May 2020; various other management and staff positions with the Company since 2015.

Latisha D. Hill

41

Vice President of Community and Economic Vitality since January 2020; various other management and staff positions with the Company since 2005.

James M. Kensok

62

Vice President, Chief Information Officer and Chief Security Officer since January 2013; Vice President and Chief Information Officer January 2007 – January 2013; Chief Information Officer February 2001 – December 2006; various other management and staff positions with the Company since 1996.

Ryan L. Krasselt

48

51


Vice President, Controller and Principal Accounting Officer since October 2015; various other management and staff positions with the Company since 2001.

Kevin J. Christie

50
Vice President, External Affairs and Chief Customer Officer since January 2018; Vice President of Customer Solutions since February 2015; various other management and staff positions with the Company since 2005.
James M. Kensok59
Vice President and Chief Information Officer since January 2007; Chief Information Officer February 2001 – December 2006; various other management and staff positions with the Company since 1996.

144

140



AVISTA CORPORATION

AVISTA CORPORATION



Information about our Executive Officers of the Registrant

Name

Age

Business Experience

David J. Meyer

64

67


Vice President and Chief Counsel for Regulatory and Governmental Affairs since February 2004; Senior Vice President and General Counsel September 1998 – February 2004.

Heather L. Rosentrater40
Vice President of Energy Delivery since December 2015; various other management and staff positions with the Company since 1996.

Edward D. Schlect Jr.

57

60


Vice President and Chief Strategy Officer since September 2015; prior to employment with the Company, Executive Vice President of Corporate Development at Ecova, Inc.

Bryan A. Cox

48
Vice President, Safety and Human Resources Shared Services since January 2018; various other management and staff positions with the Company since 1997.

All of the Company’s executive officers, with the exception of James M. Kensok, David J. Meyer, Kevin J. Christie, and Heather L. Rosentrater, and Bryan A. Cox were officers or directors of one or more of the Company’s subsidiaries in 2017.2020. The Company’s executive officers are electedappointed annually by the Board of Directors.

The Company has adopted a Code of Conduct for directors, officers (including the principal executive officer, principal financial officer and principal accounting officer), and employees. The Code of Conduct is available on the Company’s website at www.avistacorp.com and will also be provided to any shareholder without charge upon written request to:

Avista Corp.

General Counsel

P.O. Box 3727 MSC-12

MSC-10

Spokane, Washington 99220-3727

Any changes to or waivers for executive officers and directors of the Company’s Code of Conduct will be posted on the Company’s website.

Item 11. Executive Compensation

The information required by this Item is omitted pursuant to General Instruction G to Form 10-K. Such information is incorporated herein by reference as follows:

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 11, 2021, from such Proxy Statement; and

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 10, 2018, from such Proxy Statement; and

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2020, relating to its Annual Meeting of Shareholders held on May 11, 2020.

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2017, relating to its Annual Meeting of Shareholders held on May 11, 2017.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

(a)

(a)

Security ownership of certain beneficial owners (owning 5 percent or more of Registrant’s voting securities):

Information regarding security ownership of certain beneficial owners (owning 5 percent or more of Registrant’s voting securities) has been omitted pursuant to General Instruction G to Form 10-K. Such information is incorporated herein by reference as follows:

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 10, 2018, from such Proxy Statement; and
prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2017, relating to its Annual Meeting of Shareholders held on May 11, 2017; reference also being made to Schedules 13G, as amended, on file with the SEC with respect to the Registrant's voting securities (the information contained in such schedules 13G, as amended, not being incorporated herein by reference).

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 11, 2021, from such Proxy Statement; and

(b)

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2020, relating to its Annual Meeting of Shareholders held on May 11, 2020; reference also being made to Schedules 13G, as amended, on file with the SEC with respect to the Registrant's voting securities (the information contained in such schedules 13G, as amended, not being incorporated herein by reference).

(b)

Security ownership of management:

The information required by this Item regarding the security ownership of management is omitted pursuant to General Instruction G to Form 10-K. Such information is incorporated herein by reference as follows:

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 11, 2021, from such Proxy Statement; and

141


AVISTA CORPORATION


145


prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2020, relating to its Annual Meeting of Shareholders held on May 11, 2020.

AVISTA CORPORATION



on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 10, 2018, from such Proxy Statement; and
prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2017, relating to its Annual Meeting of Shareholders held on May 11, 2017.

(c)

(c)

Changes in control:

None.

None.

(d)

(d)

Securities authorized for issuance under equity compensation plans as of December 31, 2017:

2020:

Plan category

(a)

Number of securities to be

issued upon exercise of

outstanding options,

warrants and rights

(b)

Weighted average

exercise price of

outstanding options,

warrants and rights

(c)

Number of securities remaining

available for future issuance under

equity compensation plans

(excluding securities reflected in

column (a))

(1)

Equity compensation plans approved by

   security holders (2)


$


1,481,664

1,460,844


(1)

(1)

Excludes unvested restricted shares and performance share awards granted under Avista Corp.’s Long-Term Incentive Plan. At December 31, 2017, 106,0532020, 71,706 Restricted Share awards were outstanding. Performance and market-based share awards may be paid out at zero shares at a minimum achievement level; 327,088205,597 shares at target level; or 654,176411,194 shares at a maximum level. Because there is no exercise price associated with restricted shares or performance and market-based share awards, such shares are not included in the weighted-average price calculation.

(2)

(2)

Includes the Long-Term Incentive Plan approved by shareholders in 1998 (amended in 2016) and the Non-Employee Director Stock Plan approved by shareholders in 1996. In February 2005, the Board of Directors elected to terminate the Non-Employee Director Stock Plan.

The information required by this Item is omitted pursuant to General Instruction G to Form 10-K. Such information is incorporated herein by reference as follows:

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 11, 2021, from such Proxy Statement; and

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 10, 2018, from such Proxy Statement; and

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2020, relating to its Annual Meeting of Shareholders held on May 11, 2020.

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2017, relating to its Annual Meeting of Shareholders held on May 11, 2017.

Item 14. Principal Accounting Fees and Services

The information required by this Item is omitted pursuant to General Instruction G to Form 10-K. Such information is incorporated herein by reference as follows:

on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 10, 2018, from such Proxy Statement; and
prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2017, relating to its Annual Meeting of Shareholders held on May 11, 2017.

146


on and after the date of filing with the SEC the Registrant's definitive Proxy Statement relating to its Annual Meeting of Shareholders scheduled to be held on May 11, 2021, from such Proxy Statement; and

AVISTA CORPORATION

prior to such date, from the Registrant's definitive Proxy Statement, dated March 31, 2020, relating to its Annual Meeting of Shareholders held on May 11, 2020.

142


AVISTA CORPORATION




PART IV

Item 15. Exhibits, Financial Statement Schedules

(a)

1. Financial Statements (Included in Part II of this report):

Report of Independent Registered Public Accounting Firm

Consolidated Statements of Income for the Years Ended December 31, 2017, 20162020, 2019 and 2015

2018

Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2017, 20162020, 2019 and 2015

2018

Consolidated Balance Sheets as of December 31, 20172020 and 2016

2019

Consolidated Statements of Cash Flows for the Years Ended December 31, 2017, 20162020, 2019 and 2015

2018

Consolidated Statements of Equity for the Years Ended December 31, 2017, 20162020, 2019 and 2015

2018

Notes to Consolidated Financial Statements

(a)

2. Financial Statement Schedules:

None

None

(a)

3. Exhibits:

Reference is made to the Exhibit Index commencing on the following page. The Exhibits include the management contracts and compensatory plans or arrangements required to be filed as exhibits to this Form 10-K pursuant to Item 15(b).

143


AVISTA CORPORATION

EXHIBIT INDEX

 

 

Previously Filed (1)

 

 

Exhibit

 

With
Registration
Number

 

As
Exhibit

 

 

2.1

 

(with Form 8-K filed as of July 19, 2017)

 

2.1

 

Agreement and Plan of Merger, dated as of July 19, 2017, by and among Avista Corporation, Hydro One Limited, Olympus Holding Corp. and Olympus Corp.

2.2

 

(with Form 8-K filed as of January 23, 2019)

 

2.1

 

Termination Agreement, dated as of January 23, 2019, by and among Avista Corporation, Hydro One Limited, Olympus Holding Corp. and Olympus Corp.

3.1

 

(with June 30, 2012 Form 10-Q)

 

3.1

 

Restated Articles of Incorporation of Avista Corporation, as amended and restated June 6, 2012.

3.2

 

(with Form 8-K filed as of August 17, 2016)

 

3.2

 

Bylaws of Avista Corporation, as amended August 17, 2016.

4.1

 

2-4077

 

B-3

 

Mortgage and Deed of Trust, dated as of June 1, 1939.*

4.2

 

2-9812

 

4(c)

 

First Supplemental Indenture, dated as of October 1, 1952.*

4.3

 

2-60728

 

2(b)-2

 

Second Supplemental Indenture, dated as of May 1, 1953.*

4.4

 

2-13421

 

4(b)-3

 

Third Supplemental Indenture, dated as of December 1, 1955.*

4.5

 

2-13421

 

4(b)-4

 

Fourth Supplemental Indenture, dated as of March 15, 1967.*

4.6

 

2-60728

 

2(b)-5

 

Fifth Supplemental Indenture, dated as of July 1, 1957.*

4.7

 

2-60728

 

2(b)-6

 

Sixth Supplemental Indenture, dated as of January 1, 1958.*

4.8

 

2-60728

 

2(b)-7

 

Seventh Supplemental Indenture, dated as of August 1, 1958.*

4.9

 

2-60728

 

2(b)-8

 

Eighth Supplemental Indenture, dated as of January 1, 1959.*

4.10

 

2-60728

 

2(b)-9

 

Ninth Supplemental Indenture, dated as of January 1, 1960.*

4.11

 

2-60728

 

2(b)-10

 

Tenth Supplemental Indenture, dated as of April 1, 1964.*

4.12

 

2-60728

 

2(b)-11

 

Eleventh Supplemental Indenture, dated as of March 1, 1965.*

4.13

 

2-60728

 

2(b)-12

 

Twelfth Supplemental Indenture, dated as of May 1, 1966.*

4.14

 

2-60728

 

2(b)-13

 

Thirteenth Supplemental Indenture, dated as of August 1, 1966.*

4.15

 

2-60728

 

2(b)-14

 

Fourteenth Supplemental Indenture, dated as of April 1, 1970.*

4.16

 

2-60728

 

2(b)-15

 

Fifteenth Supplemental Indenture, dated as of May 1, 1973.*

4.17

 

2-60728

 

2(b)-16

 

Sixteenth Supplemental Indenture, dated as of February 1, 1975.*

4.18

 

2-60728

 

2(b)-17

 

Seventeenth Supplemental Indenture, dated as of November 1, 1976.*

4.19

 

2-69080

 

2(b)-18

 

Eighteenth Supplemental Indenture, dated as of June 1, 1980.*

4.20

 

(with 1980 Form 10-K)

 

4(a)-20

 

Nineteenth Supplemental Indenture, dated as of January 1, 1981.*

4.21

 

2-79571

 

4(a)-21

 

Twentieth Supplemental Indenture, dated as of August 1, 1982.*

4.22

 

(with Form 8-K dated September 20, 1983)

 

4(a)-22

 

Twenty-First Supplemental Indenture, dated as of September 1, 1983.*

4.23

 

2-94816

 

4(a)-23

 

Twenty-Second Supplemental Indenture, dated as of March 1, 1984.*

4.24

 

(with 1986 Form 10-K)

 

4(a)-24

 

Twenty-Third Supplemental Indenture, dated as of December 1, 1986.*

4.25

 

(with 1987 Form 10-K)

 

4(a)-25

 

Twenty-Fourth Supplemental Indenture, dated as of January 1, 1988.*

4.26

 

(with 1989 Form 10-K)

 

4(a)-26

 

Twenty-Fifth Supplemental Indenture, dated as of October 1, 1989.*

4.27

 

33-51669

 

4(a)-27

 

Twenty-Sixth Supplemental Indenture, dated as of April 1, 1993.*

4.28

 

(with 1993 Form 10-K)

 

4(a)-28

 

Twenty-Seventh Supplemental Indenture, dated as of January 1, 1994.

4.29

 

(with 2001 Form 10-K)

 

4(a)-29

 

Twenty-Eighth Supplemental Indenture, dated as of September 1, 2001.

4.30

 

333-82502

 

4(b)

 

Twenty-Ninth Supplemental Indenture, dated as of December 1, 2001.

4.31

 

(with June 30, 2002 Form 10-Q)

 

4(f)

 

Thirtieth Supplemental Indenture, dated as of May 1, 2002.

4.32

 

333-39551

 

4(b)

 

Thirty-First Supplemental Indenture, dated as of May 1, 2003.

144


AVISTA CORPORATION


 

 

Previously Filed (1)

 

 

Exhibit

 

With
Registration
Number

 

As
Exhibit

 

 

4.33

 

(with September 30, 2003 Form 10-Q)

 

4(f)

 

Thirty-Second Supplemental Indenture, dated as of September 1, 2003.

4.34

 

333-64652

 

4(a)33

 

Thirty-Third Supplemental Indenture, dated as of May 1, 2004.

4.35

 

(with Form 8-K dated as of December 15, 2004)

 

4.1

 

Thirty-Fourth Supplemental Indenture, dated as of November 1, 2004.

4.36

 

(with Form 8-K dated as of December 15, 2004)

 

4.2

 

Thirty-Fifth Supplemental Indenture, dated as of December 1, 2004.

4.37

 

(with Form 8-K dated as of December 15, 2004)

 

4.3

 

Thirty-Sixth Supplemental Indenture, dated as of December 1, 2004.

4.38

 

(with Form 8-K dated as of December 15, 2004)

 

4.4

 

Thirty-Seventh Supplemental Indenture, dated as of December 1, 2004.

4.39

 

(with Form 8-K dated as of May 12, 2005)

 

4.1

 

Thirty-Eighth Supplemental Indenture, dated as of May 1, 2005.

4.40

 

(with Form 8-K dated as of November 17, 2005)

 

4.1

 

Thirty-Ninth Supplemental Indenture, dated as of November 1, 2005.

4.41

 

(with Form 8-K dated as of April 6, 2006)

 

4.1

 

Fortieth Supplemental Indenture, dated as of April 1, 2006.

4.42

 

(with Form 8-K dated as of December 15, 2006)

 

4.1

 

Forty-First Supplemental Indenture, dated as of December 1, 2006.

4.43

 

(with Form 8-K dated as of April 3, 2008)

 

4.1

 

Forty-Second Supplemental Indenture, dated as of April 1, 2008.

4.44

 

(with Form 8-K dated as of November 26, 2008)

 

4.1

 

Forty-Third Supplemental Indenture, dated as of November 1, 2008.

4.45

 

(with Form 8-K dated as of December 16, 2008)

 

4.1

 

Forty-Fourth Supplemental Indenture, dated as of December 1, 2008.

4.46

 

(with Form 8-K dated as of December 30, 2008)

 

4.3

 

Forty-Fifth Supplemental Indenture, dated as of December 1, 2008.

4.47

 

(with Form 8-K dated as of September 15, 2009)

 

4.1

 

Forty-Sixth Supplemental Indenture, dated as of September 1, 2009.

4.48

 

(with Form 8-K dated as of November 25, 2009)

 

4.1

 

Forty-Seventh Supplemental Indenture, dated as of November 1, 2009.

4.49

 

(with Form 8-K dated as of December 15, 2010)

 

4.5

 

Forty-Eighth Supplemental Indenture, dated as of December 1, 2010.

4.50

 

(with Form 8-K dated as of December 20, 2010)

 

4.1

 

Forty-Ninth Supplemental Indenture, dated as of December 1, 2010.

4.51

 

(with Form 8-K dated as of December 30, 2010)

 

4.1

 

Fiftieth Supplemental Indenture, dated as of December 1, 2010.

4.52

 

(with Form 8-K dated as of February 11, 2011)

 

4.1

 

Fifty-First Supplemental Indenture, dated as of February 1, 2011.

4.53

 

(with Form 8-K dated as of August 16, 2011)

 

4.1

 

Fifty-Second Supplemental Indenture, dated as of August 1, 2011.

4.54

 

(with Form 8-K dated as of December 14, 2011)

 

4.1

 

Fifty-Third Supplemental Indenture, dated as of December 1, 2011.

4.55

 

(with Form 8-K dated as of November 30, 2012)

 

4.1

 

Fifty-Fourth Supplemental Indenture, dated as of November 1, 2012.

4.56

 

(with Form 8-K dated as of August 14, 2013)

 

4.1

 

Fifty-Fifth Supplemental Indenture, dated as of August 1, 2013.

4.57

 

(with Form 8-K dated as of April 18, 2014)

 

4.1

 

Fifty-Sixth Supplemental Indenture, dated as of April 1, 2014.

145


AVISTA CORPORATION

 

 

Previously Filed (1)

 

 

Exhibit

 

With
Registration
Number

 

As
Exhibit

 

 

4.58

 

(with Form 8-K dated as of December 18, 2014)

 

4.1

 

Fifty-Seventh Supplemental Indenture, dated as of December 1, 2014.

4.59

 

(with Form 8-K dated as of December 16, 2015)

 

4.1

 

Fifty-Eighth Supplemental Indenture, dated as of December 1, 2015.

4.60

 

(with Form 8-K dated as of December 16, 2016)

 

4.1

 

Fifty-Ninth Supplemental Indenture, dated as of December 1, 2016.

4.61

 

(with Form 8-K dated as of December 14, 2017)

 

4.1

 

Sixtieth Supplemental Indenture, dated as of December 1, 2017.

4.62

 

(with Form 8-K dated as of May 15, 2018)

 

4(a)(62)

 

Sixty-First Supplemental Indenture, dated as of May 1, 2018

4.63

 

(with Form 8-K dated as of November 26, 2019)

 

4.1

 

Sixty-Second Supplemental Indenture, dated as of November 1, 2019

4.64

 

(with Form 8-K dated as of June 4, 2020)

 

4.1

 

Sixty-Third Supplemental Indenture, dated as of June 1, 2020

4.65

 

(with Form 8-K dated as of September 30, 2020)

 

4.1

 

Sixty-Fourth Supplemental Indenture, dated as of September 1, 2020

4.66

 

(with Form 8-K dated as of December 15, 2004)

 

4.5

 

Supplemental Indenture No. 1, dated as of December 1, 2004 to the Indenture dated as of April 1, 1998 between Avista Corporation and JPMorgan Chase Bank, N.A.

4.67

 

333-82165

 

4(a)

 

Indenture dated as of April 1, 1998 between Avista Corporation and The Bank of New York, as Successor Trustee.

4.68

 

(with Form 8-K dated as of December 15, 2010)

 

4.1

 

Loan Agreement between City of Forsyth, Montana and Avista Corporation $66,700,000 City of Forsyth, Montana Pollution Control Revenue Refunding Bonds (Avista Corporation Colstrip Project) Series 2010A dated as of December 1, 2010.

4.69

 

(with Form 8-K dated as of December 15, 2010)

 

4.3

 

Trust Indenture between City of Forsyth, and the Bank of New York Mellon Trust Company, N.A., as Trustee, $66,700,000 City of Forsyth, Montana Pollution Control Revenue Refunding Bonds (Avista Corporation Colstrip Project) Series 2010A, dated as of December 1, 2010.

4.70

 

(with Form 8-K dated as of December 15, 2010)

 

4.2

 

Loan Agreement between City of Forsyth, Montana and Avista Corporation $17,000,000 City of Forsyth, Montana Pollution Control Revenue Refunding Bonds (Avista Corporation Colstrip Project) Series 2010B dated as of December 1, 2010.

4.71

 

(with Form 8-K dated as of December 15, 2010)

 

4.4

 

Trust Indenture between City of Forsyth, and the Bank of New York Mellon Trust Company, N.A., as Trustee, $17,000,000 City of Forsyth, Montana Pollution Control Revenue Refunding Bonds (Avista Corporation Colstrip Project) Series 2010B, dated as of December 1, 2010.

4.72

 

(with June 30, 2012 Form 10-Q)

 

3.1

 

Restated Articles of Incorporation of Avista Corporation, as amended and restated June 6, 2012 (see Exhibit 3.1 herein).

4.73

 

(with Form 8-K filed as of August 17, 2016)

 

3.2

 

Bylaws of Avista Corporation, as amended August 17, 2016 (see Exhibit 3.2 herein).

4.74

 

(Form 10/A)

 

N/A

 

Post-Effective Amendment No. 1 on Form 10/A, filed February 26, 2015, to Registration Statement on Form 10, filed September 1952.

4.75

 

(2)

 

 

 

Description of the Registrant's Securities registered under Section 12 of the Securities Exchange Act of 1934.

10.1

 

(with Form 8-K dated as of February 11, 2011)

 

10.1

 

Credit Agreement, dated as of February 11, 2011, among Avista Corporation, the Banks Party hereto, The Bank of New York Mellon, Keybank National Association, and U.S. Bank National Association, as Co-Documentation Agents, Wells Fargo Bank National Association as Syndication Agent and an Issuing Bank, and Union Bank N.A. as Administrative Agent and an Issuing Bank.

146


AVISTA CORPORATION

 

 

Previously Filed (1)

 

 

Exhibit

 

With
Registration
Number

 

As
Exhibit

 

 

10.2

 

(with Form 8-K dated as of April 18, 2014)

 

10.1

 

Second Amendment to Credit Agreement, dated as of April 18, 2014, among Avista Corporation, Wells Fargo Bank, National Association, as an Issuing Bank, Union Bank, N.A. as Administrative Agent and an Issuing Bank, and the financial institutions identified hereof as Continuing Lenders and Exiting Lender.

10.3

 

(with Form 8-K dated as of April 18, 2014)

 

10.2

 

Bond Delivery Agreement, dated as of April 18, 2014, between Avista Corporation and Union Bank, N.A.

10.4

 

(with Form 8-K dated as of December 14, 2011)

 

10.1

 

First Amendment and Waiver Thereunder, dated as of December 14, 2011, to the Credit Agreement dated as of February 11, 2011, among Avista Corporation, the Banks Party hereto, Wells Fargo Bank National Association as an Issuing Bank, and Union Bank N.A. as Administrative Agent and an Issuing Bank.

10.5

 

(with 2002 Form 10-K)

 

10(b)-3

 

Priest Rapids Project Product Sales Contract executed by Public Utility District No. 2 of Grant County, Washington and Avista Corporation dated December 12, 2001 (effective November 1, 2005 for the Priest Rapids Development and November 1, 2009 for the Wanapum Development).

10.6

 

(with 2002 Form 10-K)

 

10(b)-4

 

Priest Rapids Project Reasonable Portion Power Sales Contract executed by Public Utility District No. 2 of Grant County, Washington and Avista Corporation dated December 12, 2001 (effective November 1, 2005 for the Priest Rapids Development and November 1, 2009 for the Wanapum Development).

10.7

 

(with 2002 Form 10-K)

 

10(b)-5

 

Additional Product Sales Agreement (Priest Rapids Project) executed by Public Utility District No. 2 of Grant County, Washington and Avista Corporation dated December 12, 2001 (effective November 1, 2005 for the Priest Rapids Development and November 1, 2009 for the Wanapum Development).

10.8

 

2-60728

 

5(g)

 

Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of September 18, 1963.*

10.9

 

2-60728

 

5(g)-1

 

Amendment to Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of February 9, 1965.*

10.10

 

2-60728

 

5(h)

 

Reserved Share Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of September 18, 1963.*

10.11

 

2-60728

 

5(h)-1

 

Amendment to Reserved Share Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of February 9, 1965.*

10.12

 

(with September 30, 1985 Form 10-Q)

 

1

 

Settlement Agreement and Covenant Not to Sue executed by the United States Department of Energy acting by and through the Bonneville Power Administration and the Company, dated as of September 17, 1985, describing the settlement of Project 3 litigation.*

10.13

 

(with 1981 Form 10-K)

 

10(s)-7

 

Ownership and Operation Agreement for Colstrip Units No. 3 & 4, dated as of May 6, 1981.*

10.14

 

(with 2019 Form 10-K)

 

10.14

 

Avista Corporation Executive Deferral Plan (2020 Component). (3)(5)

10.15

 

(with 2019 Form 10-K)

 

10.15

 

Avista Corporation Supplemental Executive Retirement Plan (Post-2004 Component, Amended in 2018). (3)(6)

10.16

 

(with 1992 Form 10-K)

 

10(t)-11

 

The Company’s Unfunded Supplemental Executive Disability Plan. (3)*

10.17

 

(with 2007 Form 10-K)

 

10.34

 

Income Continuation Plan of the Company. (3)

147


AVISTA CORPORATION


 

 

Previously Filed (1)

 

 

Exhibit

 

With
Registration
Number

 

As
Exhibit

 

 

10.18

 

(with 2018 Form 10-K)

 

10.21

 

Avista Corporation Long-Term Incentive Plan. (3)

10.19

 

(with 2010 Form 10-K)

 

10.23

 

Avista Corporation Performance Award Plan Summary. (3)

10.20

 

(with 2018 Form 10-K)

 

10.25

 

Avista Corporation Performance Award Agreement 2018. (3)

10.21

 

(with 2019 Form 10-K)

 

10.22

 

Avista Corporation Performance Award Agreement 2019. (3)

10.22

 

(2)

 

 

 

Avista Corporation Performance Award Agreement 2020. (3)

10.23

 

(with Form 8-K dated August 13, 2008)

 

10.1

 

Employment Agreement between the Company and Mark T. Thies in the form of a Letter of Employment. (3)

10.24

 

(with September 30, 2019 Form 10-Q)

 

10.1

 

Form of Change of Control Plan between the Company and its Executive Officers. (3)(7)

10.25

 

(2)

 

 

 

Avista Corporation Non-Employee Director Compensation.

10.26

 

(with Form 8-K dated April 6, 2020)

 

10.1

 

Credit Agreement, dated as of April 6, 2020, among Avista Corporation, U.S. Bank National Association, as Lender and Administrative Agent, and CoBank, ACB, as Lender

21

 

(2)

 

 

 

Subsidiaries of Registrant.

23

 

(2)

 

 

 

Consent of Independent Registered Public Accounting Firm.

31.1

 

(2)

 

 

 

Certification of Chief Executive Officer (Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002).

31.2

 

(2)

 

 

 

Certification of Chief Financial Officer (Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002).

32

 

(4)

 

 

 

Certification of Corporate Officers (Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).

101.INS

 

(2)

 

 

 

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH

 

(2)

 

 

 

Inline XBRL Taxonomy Extension Schema Document

101.CAL

 

(2)

 

 

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

 

(2)

 

 

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

 

(2)

 

 

 

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

 

(2)

 

 

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

 

(2)

 

 

 

Cover page formatted as Inline XBRL and contained in Exhibit 101.

*

AVISTA CORPORATION

Exhibit originally filed with the U.S. Securities and Exchange Commission in paper format and as such, a hyperlink is not available.




EXHIBIT INDEX

  Previously Filed (1)  
Exhibit With
Registration
Number
 As
Exhibit
   
 (with June 30, 2012 Form 10-Q) 3.1 
 (with Form 8-K filed as of August 17, 2016) 3.2 
4.1 2-4077 B-3 Mortgage and Deed of Trust, dated as of June 1, 1939.
4.2 2-9812 4(c) First Supplemental Indenture, dated as of October 1, 1952.
4.3 2-60728 2(b)-2 Second Supplemental Indenture, dated as of May 1, 1953.
4.4 2-13421 4(b)-3 Third Supplemental Indenture, dated as of December 1, 1955.
4.5 2-13421 4(b)-4 Fourth Supplemental Indenture, dated as of March 15, 1967.
4.6 2-60728 2(b)-5 Fifth Supplemental Indenture, dated as of July 1, 1957.
4.7 2-60728 2(b)-6 Sixth Supplemental Indenture, dated as of January 1, 1958.
4.8 2-60728 2(b)-7 Seventh Supplemental Indenture, dated as of August 1, 1958.
4.9 2-60728 2(b)-8 Eighth Supplemental Indenture, dated as of January 1, 1959.
4.10 2-60728 2(b)-9 Ninth Supplemental Indenture, dated as of January 1, 1960.
4.11 2-60728 2(b)-10 Tenth Supplemental Indenture, dated as of April 1, 1964.
4.12 2-60728 2(b)-11 Eleventh Supplemental Indenture, dated as of March 1, 1965.
4.13 2-60728 2(b)-12 Twelfth Supplemental Indenture, dated as of May 1, 1966.
4.14 2-60728 2(b)-13 Thirteenth Supplemental Indenture, dated as of August 1, 1966.
4.15 2-60728 2(b)-14 Fourteenth Supplemental Indenture, dated as of April 1, 1970.
4.16 2-60728 2(b)-15 Fifteenth Supplemental Indenture, dated as of May 1, 1973.
4.17 2-60728 2(b)-16 Sixteenth Supplemental Indenture, dated as of February 1, 1975.
4.18 2-60728 2(b)-17 Seventeenth Supplemental Indenture, dated as of November 1, 1976.
4.19 2-69080 2(b)-18 Eighteenth Supplemental Indenture, dated as of June 1, 1980.
4.20 (with 1980 Form 10-K) 4(a)-20 Nineteenth Supplemental Indenture, dated as of January 1, 1981.
4.21 2-79571 4(a)-21 Twentieth Supplemental Indenture, dated as of August 1, 1982.
4.22 (with Form 8-K dated September 20, 1983) 4(a)-22 Twenty-First Supplemental Indenture, dated as of September 1, 1983.
4.23 2-94816 4(a)-23 Twenty-Second Supplemental Indenture, dated as of March 1, 1984.

148


AVISTA CORPORATION



  Previously Filed (1)  
Exhibit With
Registration
Number
 As
Exhibit
   
4.24 (with 1986 Form 10-K) 4(a)-24 Twenty-Third Supplemental Indenture, dated as of December 1, 1986.
4.25 (with 1987 Form 10-K) 4(a)-25 Twenty-Fourth Supplemental Indenture, dated as of January 1, 1988.
4.26 (with 1989 Form 10-K) 4(a)-26 Twenty-Fifth Supplemental Indenture, dated as of October 1, 1989.
4.27 33-51669 4(a)-27 Twenty-Sixth Supplemental Indenture, dated as of April 1, 1993.
 (with 1993 Form 10-K) 4(a)-28 
 (with 2001 Form 10-K) 4(a)-29 
 333-82502 4(b) 
 (with June 30, 2002 Form 10-Q) 4(f) 
 333-39551 4(b) 
 (with September 30, 2003 Form 10-Q) 4(f) 
 333-64652 4(a)33 
 (with Form 8-K dated as of December 15, 2004) 4.1 
 (with Form 8-K dated as of December 15, 2004) 4.2 
 (with Form 8-K dated as of December 15, 2004) 4.3 
 (with Form 8-K dated as of December 15, 2004) 4.4 
 (with Form 8-K dated as of May 12, 2005) 4.1 
 (with Form 8-K dated as of November 17, 2005) 4.1 
 (with Form 8-K dated as of April 6, 2006) 4.1 
 (with Form 8-K dated as of December 15, 2006) 4.1 
 (with Form 8-K dated as of April 3, 2008) 4.1 
 (with Form 8-K dated as of November 26, 2008) 4.1 
 (with Form 8-K dated as of December 16, 2008) 4.1 
 (with Form 8-K dated as of December 30, 2008) 4.3 
 (with Form 8-K dated as of September 15, 2009) 4.1 
 (with Form 8-K dated as of November 25, 2009) 4.1 
 (with Form 8-K dated as of December 15, 2010) 4.5 
 (with Form 8-K dated as of December 20, 2010) 4.1 

149


AVISTA CORPORATION



  Previously Filed (1)  
Exhibit With
Registration
Number
 As
Exhibit
   
 (with Form 8-K dated as of December 30, 2010) 4.1 
 (with Form 8-K dated as of February 11, 2011) 4.1 
 (with Form 8-K dated as of August 16, 2011) 4.1 
 (with Form 8-K dated as of December 14, 2011) 4.1 
 (with Form 8-K dated as of November 30, 2012) 4.1 
 (with Form 8-K dated as of August 14, 2013) 4.1 
 (with Form 8-K dated as of April 18, 2014) 4.1 
 (with Form 8-K dated as of December 18, 2014) 4.1 
 (with Form 8-K dated as of December 16, 2015) 4.1 
 (with Form 8-K dated as of December 16, 2016) 4.1 
 (with Form 8-K dated as of December 14, 2017) 4.1 
 (with Form 8-K dated as of December 15, 2004) 4.5 
 333-82165 4(a) 
 (with Form 8-K dated as of December 15, 2010) 4.1 
 (with Form 8-K dated as of December 15, 2010) 4.3 
 (with Form 8-K dated as of December 15, 2010) 4.2 
 (with Form 8-K dated as of December 15, 2010) 4.4 
 (with June 30, 2012 Form 10-Q) 3.1 
 (with Form 8-K filed as of August 17, 2016) 3.2 
 (Form 10/A) N/A 

150


AVISTA CORPORATION



  Previously Filed (1)  
Exhibit With
Registration
Number
 As
Exhibit
   
 (with Form 8-K dated as of February 11, 2011) 10.1 
 (with Form 8-K dated as of April 18, 2014) 10.1 
 (with Form 8-K dated as of April 18, 2014) 10.2 
 (with Form 8-K dated as of December 14, 2011) 10.1 
 (with 2002 Form 10-K) 10(b)-3 
 (with 2002 Form 10-K) 10(b)-4 
 (with 2002 Form 10-K) 10(b)-5 
10.8 2-60728 5(g) Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of September 18, 1963.
10.9 2-60728 5(g)-1 Amendment to Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of February 9, 1965.
10.10 2-60728 5(h) Reserved Share Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of September 18, 1963.
10.11 2-60728 5(h)-1 Amendment to Reserved Share Power Sales Contract (Wells Project) with Public Utility District No. 1 of Douglas County, Washington, dated as of February 9, 1965.
10.12 (with September 30, 1985 Form 10-Q) 1 Settlement Agreement and Covenant Not to Sue executed by the United States Department of Energy acting by and through the Bonneville Power Administration and the Company, dated as of September 17, 1985, describing the settlement of Project 3 litigation.
10.13 (with 1981 Form 10-K) 10(s)-7 Ownership and Operation Agreement for Colstrip Units No. 3 & 4, dated as of May 6, 1981.
 (2)   
 (2)   
 (2)   

151


AVISTA CORPORATION



  Previously Filed (1)  
Exhibit With
Registration
Number
 As
Exhibit
   
 (with 2011 Form 10-K) 10.17 
 (with 2011 Form 10-K) 10.18 
10.19 (with 1992 Form 10-K) 10(t)-11 The Company’s Unfunded Supplemental Executive Disability Plan. (3)
 (with 2007 Form 10-K) 10.34 
 (with 2010 Definitive Proxy Statement filed March 31, 2010) Appendix A 
 (with 2010 Form 10-K) 10.23 
 (with 2015 Form 10-K) 10.31 
 (with 2016 Form 10-K) 10.24 
 (2)   
 (with Form 8-K dated June 21, 2005) 10.1 
 (with Form 8-K dated August 13, 2008) 10.1 
 333-47290 99.1 
 (with 2010 Form 10-K) 10.28 
 (with 2010 Form 10-K) 10.29 
 (with 2010 Form 10-K) 10.30 
 (with 2010 Form 10-K) 10.31 
 (2)   
 (2)   
 (2)   
 (2)   
 (2)   
 (2)   
 (4)   
101 (2)   The following financial information from the Annual Report on Form 10 K for the period ended December 31, 2017, formatted in XBRL (Extensible Business Reporting Language) and filed electronically herewith: (i) the Consolidated Statements of Income; (ii) Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Cash Flows; (v) the Consolidated Statements of Equity; and (vi) the Notes to Consolidated Financial Statements.

(1)

(1)

Incorporated herein by reference.


152


(2)

AVISTA CORPORATION

Filed herewith.




(3)

(2)Filed herewith.
(3)

Management contracts or compensatory plans filed as exhibits to this Form 10-K pursuant to Item 15(b).

(4)

(4)

Furnished herewith.

(5)

(5)

Applies to Marian M. Durkin, Karen S. Feltes,Kevin J. Christie, Bryan A. Cox, Gregory C. Hesler, Latisha D. Hill, James M. Kensok, ScottRyan L. Morris,Krasselt, David J. Meyer, Heather L. Rosentrater, Edward D. Schlect, Jason R. Thackston, Mark T. Thies, and Dennis P. Vermillion.

(6)

(6)

Applies to Kevin J. Christie, Bryan A. Cox, Latisha D. Hill, James M. Kensok, Ryan L. Krasselt, and Heather L. Rosentrater.

(7)Applies to Edward D. Schlect.
(8)Applies to James M. Kensok, David J. Meyer, Heather L. Rosentrater, Jason R. Thackston, Mark T. Thies, and Dennis P. Vermillion.

(7)

(9)Applies to Marian M. Durkin, Karen S. Feltes, Scott L. Morris, and Mark T. Thies.
(10)

Applies to Kevin J. Christie, Bryan A. Cox, Gregory C. Hesler, Latisha D. Hill, James M. Kensok, Ryan L. Krasselt, David J. Meyer, Heather L. Rosentrater, and Edward D. Schlect.Schlect, Jason R. Thackston, Mark T. Thies, and Dennis P. Vermillion.

148


AVISTA CORPORATION

(11)This agreement currently does not apply to any executives; however, it could apply to any new Senior Vice Presidents appointed after November 13, 2009 if they chose to be under this agreement.

153


AVISTA CORPORATION



SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

AVISTA CORPORATION

February 20, 201823, 2021

By

/s/    Scott L. Morris        Dennis P. Vermillion

Date

Scott L. Morris

Dennis P. Vermillion

Chairman of the Board

President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature

Title

Date

/s/    Scott L. Morris        Dennis P. Vermillion

Principal Executive Officer and Director

February 20, 201823, 2021

Scott L. Morris

Dennis P. Vermillion

Chairman of the Board

President and Chief Executive Officer

/s/    Mark T. Thies

Principal Financial Officer

February 20, 201823, 2021

Mark T. Thies

Senior

Executive Vice President,

Chief Financial Officer, and Treasurer

/s/    Ryan L. Krasselt

Principal Accounting Officer

February 20, 201823, 2021

Ryan L. Krasselt

Vice President, Controller and

Principal Accounting Officer

/s/    Dennis P. VermillionScott L. Morris

Director

February 20, 201823, 2021

Dennis P. Vermillion

Scott L. Morris

President

Chairman of the Board

/s/    Erik J. Anderson        DirectorFebruary 20, 2018
Erik J. Anderson

/s/    Kristianne Blake

Director

February 20, 201823, 2021

Kristianne Blake

/s/    Donald C. Burke

Director

February 20, 201823, 2021

Donald C. Burke

/s/    Rebecca A. Klein

Director

February 20, 201823, 2021

Rebecca A. Klein

/s/    Scott H. Maw

Director

February 20, 201823, 2021

Scott H. Maw


154


/s/    Jeffry L. Philipps

Director

February 23, 2021

AVISTA CORPORATION

Jeffry L. Philipps




/s/    Marc F. Racicot

Director

February 20, 201823, 2021

Marc F. Racicot

/s/    Heidi B. Stanley

Director

February 20, 201823, 2021

Heidi B. Stanley

/s/    R. John Taylor

Director

February 20, 201823, 2021

R. John Taylor

/s/    Janet D. Widmann

Director

February 20, 201823, 2021

Janet D. Widmann



155

149