Item 8.01 Other Events.

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On May 25, 2018, Avista Corporation (Avista Corp. or the Company) and Hydro One Limited (Hydro One) filed an all-parties, all-issues settlement agreement with the Public Utility Commission of Oregon (OPUC) related to the Oregon merger proceeding. This represents a full settlement which all parties have agreed is consistent with the public interest and will provide net benefits to Avista Corp.’s Oregon customers. The settlement agreement is subject to review and approval by the OPUC.

The settlement agreement in Oregon includes financial and non-financial commitments. Under the settlement agreement, customers in Oregon would receive immediate financial benefits in the form of a rate credit of approximately $7.5 million over a 5-year period that would become effective at the close of the transaction, along with additional safeguards to assure the continued financial well-being of Avista Corp.

As a result of this settlement agreement in Oregon, settlement agreements in Washington, Idaho and Alaska and commitments in Montana, the total financial commitment across all states, if approved, would be approximately $78.6 million. No costs associated with the transaction will be recovered from Avista Corp. or Hydro One customers.

Also, as part of the commitments included in the Oregon settlement agreement, Avista Corp. has agreed that the base rates established on November 1, 2017 as part of its latest Oregon natural gas general rate case will remain in effect until at least January 1, 2020.

In addition to Hydro One and Avista Corp, the parties to the merger proceeding in Oregon include the OPUC staff, Oregon Citizens’ Utility Board, Alliance of Western Energy Consumers and the Oregon and Southern Oregon District Council of Laborers.

Hydro One and Avista Corp. received the Federal Communications Commission’s consent on May 4, 2018 to close their merger and antitrust clearance on April 5, 2018 after the expiration of the waiting period under the U.S. Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The transaction received approval from the Federal Energy Regulatory Commission on January 16, 2018 and from Avista Corp. shareholders on November 21, 2017. The Committee on Foreign Investment in the United States completed its review of the proposed merger on May 21, 2018, and has concluded that there are no unresolved national security concerns with respect to the transaction. Also required is the satisfaction of other customary closing conditions. Hydro One and Avista Corp. continue to anticipate closing the transaction in the second half of 2018.


Avista Corporation is an electric and natural gas utility with certain other business ventures. The Company operates through two business segments: Avista Utilities, and Alaska Electric Light and Power Company (AEL&P). Avista Utilities segment generates, transmits and distributes electricity, and distributes natural gas serving electric and natural gas customers in eastern Washington and northern Idaho and natural gas customers in parts of Oregon. AEL&P is a utility providing electric services in Juneau, Alaska. It operates other businesses, including sheet metal fabrication, venture fund investments and real estate investments, as well as certain other investments of Avista Capital, Inc., a subsidiary of the Company. Through Advanced Manufacturing and Development (AM&D), doing business as METALfx, the Company performs custom sheet metal fabrication of electronic enclosures, parts and systems for the computer, construction, telecommunication, renewable energy and medical industries.

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