IDACORP INC: Conclusion of a major definitive agreement, creation of a direct financial obligation or an obligation under an off-balance sheet arrangement of a holder, financial statements and supporting documents (form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

IDACORP credit facility

At December 3, 2021, IDACORP, Inc. (“IDACORP”) entered into a second amendment to the credit agreement (the “IDACORP Facility Amendment”) with Wells Fargo Bank, National Association, as an administrative agent, an extension lender, a swingline lender and an LC issuer; JPMorgan Chase Bank, NA.; National KeyBank Association
and MUFG Union Bank, NA, as lenders and issuers of LC; and the other financial institutions that are parties to it, as lenders (collectively, the “lending parties”). The amendment of the IDACORP Facility modifies IDACORP Existing credit agreement, dated November 6, 2015, as amended from time to time (collectively with the Addendum to the IDACORP Facility, the “IDACORP Facility”), among IDACORP and some of the lending parties, which was filed as Exhibits 10.8 and 10.10 to
IDACORP Annual report on Form 10-K for the year ended December 31, 2020 (“Form 2020 10-K”).

The IDACORP Facility is a $ 100 million revolving line of credit that expires on
December 6, 2025 (the “Termination Date”). Each loan under the IDACORP Facility is due at the latest on the Termination Date. The IDACORP facility, which will be used for general business purposes and backing up commercial paper, provides for the issuance of loans not exceeding the total principal amount outstanding at any given time in the year. $ 100 million, including swingline loans not to exceed a total principal amount outstanding at any time 10 million dollars and letters of credit for an aggregate principal amount at any time outstanding not exceeding $ 50 million. IDACORP has the right to request an increase in the total principal amount of the IDACORP Facility for $ 150 million and to request up to two one-year extensions of the credit agreement, in each case under certain conditions.

The changes to the IDACORP Facility included in the Amendment to the IDACORP Facility extended the termination date of the IDACORP Facility to 2025 and provided additional information on potential alternatives, successors or replacement rates for the London interbank offered rate (“LIBOR”) in the event that it is no longer available on the date of the loan, among others.

Idaho Power Credit Facility

At December 3, 2021, Idaho Power Company (“IPC”), a wholly owned subsidiary of
IDACORP, entered into a second amendment to the credit agreement (the “IPC Facility Amendment”) with the lending parties. The IPC Facility Amendment amends IPC’s existing credit agreement dated November 6, 2015, as amended from time to time (collectively with the Amendment to the IPC Facility, the “IPC Facility”, and together with the IDACORP Facility, the “Facilities”), between IPC and certain of the Lending Parties, which has been filed as Exhibits 10.9 and 10.11 to Form 2020 10-K.

The IPC Facility is a $ 300 million revolving line of credit that expires on
December 6, 2025. Each loan under the IPC facility is due on or before the date of termination. The IPC facility, which will be used for general corporate purposes and for backing up commercial paper, provides for the issuance of standby loans and letters of credit not exceeding the total amount of principal outstanding at any given time in the year. $ 300 million, including swingline loans not to exceed a total principal amount outstanding at any time $ 30 million and letters of credit for an aggregate principal amount at any time outstanding not exceeding $ 50 million. IPC has the right to request an increase in the total principal amount of the IPC facility for $ 450 million and request up to two one-year extensions of the credit agreement, in each case subject to certain conditions, including, without limitation, obtaining all required approval orders of any commission of utilities or other applicable regulatory body having jurisdiction over Idaho Power.

The changes to the IPC facility included in the change to the IPC facility extended the termination date of the IPC facility until 2025 and provided additional information on alternatives, successors or potential replacement rates for LIBOR. in the event that it is no longer available on the date of the loan. , among others.

Summary of additional conditions of the facilities

The IDACORP Facility and the IPC Facility have similar terms and conditions. The interest rates for any borrowing under the Facilities are based on (1) a variable rate equal to the greater of the Prime Rate, the Fed Funds Rate plus 0.5%, or the LIBOR Rate plus 1.0% or (2) the LIBOR rate, plus, in each case, an applicable margin, provided that the federal funds rate and the LIBOR rate are not less than 0.0%. The applicable margin is based on
IDACORP or the credit rating of IPC’s long-term unsecured debt, as applicable, by Moody’s Investors Service, Inc., Standard and Poor’s Rating Services,

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and Fitch Rating Services, Inc., as indicated in an annex to the Facilities. The facility charges for each facility are also determined by these ratings and are set out in a facility schedule.

Events of default under the Facilities include, without limitation, non-payment of principal, interest or charges; materially false statements or guarantees; violation of restrictive covenants; bankruptcy or insolvency events; condemnation of property; cross default on certain other debts; non-payment of certain judgments; change of control; failure of IDACORP hold free and clear of all privileges the voting shares of IPC; the occurrence of specified events or the incurrence of specified liabilities relating to employee benefit plans; and the incorporation of certain environmental responsibilities, subject, in certain cases, to periods of recovery.

In the event of default relating to the voluntary or involuntary bankruptcy of
IDACORP or IPC or the appointment of a receiver, the obligations of the lenders to make loans under the applicable facility and to issue letters of credit will automatically terminate and all unpaid obligations will become due. In any other event of default, lenders holding more than 50 percent of outstanding loans or more than 50 percent of total commitments (“lenders required”), or the administrative agent with the consent of the lenders required, may terminate or suspend the obligations of lenders to make loans under the applicable facility and to issue letters of credit under the facility and / or to declare the obligations due and payable. In the event of default under the Facilities, the Lenders may, at their discretion, increase the then applicable applicable interest rates and letter of credit charges by 2.0% per annum.

The Installations each contain a clause requiring IDACORP and IPC to maintain a debt ratio of consolidated debt to total consolidated capitalization (each as defined in the facilities) equal to or less than 0.65 at the end of each fiscal quarter. The Facilities contain additional covenants related, inter alia, to prohibitions against specified forms of mergers, acquisitions and investments; restrictions on the creation of certain liens, subject to exceptions, including IPC’s first mortgage lien; and prohibitions on entering into any agreement restricting the ability of subsidiaries to declare or pay dividends, subject to certain exceptions.

Copies of the IDACORP Facility and the IPC Facility are filed as Exhibits 10.1 and 10.2, respectively, of this current report on Form 8-K and are incorporated by reference in this Section 1.01. The above description is a summary of the Facilities, does not provide a full description of the Facilities and is qualified in its entirety by the full text of the Facilities themselves.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set out in section 1.01 of this report is incorporated in this section 2.03 by reference.

Item 9.01 Financial statements and supporting documents.

(d) Exhibitions. The following exhibits are filed as part of this report.

     Exhibit             Description
     Number

      10.1                 Second Amendment to Credit Agreement, dated December 3, 2021, among
                         IDACORP, Inc., Wells Fargo Bank, National Association, as administrative
                         agent, an extending lender, swingline lender, and LC issuer; JPMorgan Chase
                         Bank, N.A.; KeyBank National Association and MUFG Union Bank, N.A., as
                         extending lenders and LC Issuers; and the other financial institutions
                         party thereto
      10.2                 Second Amendment to Credit Agreement, dated December 3, 2021, among Idaho
                         Power Company, Wells Fargo Bank, National Association, as administrative
                         agent, an extending lender, swingline lender, and LC issuer; JPMorgan Chase
                         Bank, N.A.; KeyBank National Association and MUFG Union Bank, N.A., as
                         extending lenders and LC Issuers; and the other financial institutions
                         party thereto
       104               Cover Page Interactive Data File (embedded within the Inline XBRL document)



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