UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
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X |
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES |
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EXCHANGE ACT OF 1934 |
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For the Fiscal Year Ended December 31, 2006 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE |
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SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from __________________ to ________________ |
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Commission File Number: 1-14465 |
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IDAHO POWER
COMPANY
EMPLOYEE SAVINGS PLAN
(Full title of Plan)
IDACORP, Inc.
1221 W. Idaho Street
Boise, ID 83702-5627
(Name of issuer and
address of principal executive office)
1
IDAHO POWER COMPANY EMPLOYEE SAVINGS PLAN
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FINANCIAL STATEMENTS AND EXHIBITS: |
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Page |
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Financial Statements of the Idaho Power Company |
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Employee Savings Plan as of and for the Years Ended |
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December 31, 2006 and 2005: |
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Report of Independent Registered Public Accounting Firm |
3 |
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Statements of Net Assets Available for Benefits |
4 |
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Statements of Changes in Net Assets Available for Benefits |
5 |
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Notes to Financial Statements |
6-11 |
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Supplemental Schedule as of December 31, 2006: |
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Form 5500, Schedule H, Part IV, Line 4i, Schedule of Assets (Held |
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at End of Year) |
12-13 |
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All other schedules required by Section 2520.103-10 of the Department of Labor's Rules and |
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Regulations for Reporting and Disclosure under the Employee Retirement Income Security |
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Act of 1974 have been omitted because they are not applicable. |
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Signatures |
14 |
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Exhibits: |
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Index |
15 |
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23 |
Consent of Independent Registered Public Accounting Firm |
16 |
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2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Participants in the
Idaho Power Company Employee Savings Plan:
We have audited the accompanying statements of net assets
available for benefits of the Idaho Power Company Employee Savings Plan (the
Plan) as of December 31, 2006 and 2005, and the related statements of changes
in net assets available for benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the
Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. The Plan
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audits included consideration
of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Plan's internal control
over financial reporting. Accordingly, we express no such opinion. An audit
also includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in
all material respects, the net assets available for benefits of the Plan at
December 31, 2006 and 2005, and the changes in net assets available for
benefits for the years then ended in conformity with accounting principles
generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an
opinion on the basic financial statements taken as a whole. The supplemental
schedule listed in the Table of Contents is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements but is supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This schedule is the responsibility of
the Plan's management. Such schedule has been subjected to the auditing
procedures applied in our audits of the basic 2006 financial statements and, in
our opinion, is fairly stated in all material respects when considered in
relation to the basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Boise, Idaho
June 26, 2007
3
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IDAHO POWER COMPANY EMPLOYEE SAVINGS PLAN |
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STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS |
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DECEMBER 31, 2006 AND 2005 |
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2006 |
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2005 |
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INVESTMENTS (Note 3): |
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Participant-directed |
$ |
275,766,762 |
$ |
230,884,141 |
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RECEIVABLES: |
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Participant contributions |
382,453 |
345,499 |
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Employer contributions |
164,913 |
148,408 |
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Total receivables |
547,366 |
493,907 |
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NET ASSETS AVAILABLE FOR BENEFITS |
$ |
276,314,128 |
$ |
231,378,048 |
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See notes to financial statements. |
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4
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IDAHO POWER COMPANY EMPLOYEE SAVINGS PLAN |
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STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS |
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YEARS ENDED DECEMBER 31, 2006 AND 2005 |
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2006 |
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2005 |
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CONTRIBUTIONS: |
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Participant contributions |
$ |
11,536,160 |
$ |
10,131,196 |
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Employer contributions: |
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Cash |
2,451,790 |
3,274,909 |
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IDACORP common stock |
1,883,172 |
794,760 |
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Total contributions |
15,871,122 |
14,200,865 |
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INVESTMENT INCOME: |
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Net appreciation in fair value of |
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investments (Note 3) |
31,162,183 |
1,735,613 |
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Dividends and interest |
10,814,519 |
8,996,688 |
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Net investment income |
41,976,702 |
10,732,301 |
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DEDUCTIONS: |
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Benefits paid to participants |
12,904,656 |
8,866,894 |
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Administrative expenses |
7,088 |
6,186 |
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Total deductions |
12,911,744 |
8,873,080 |
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INCREASE IN NET ASSETS |
44,936,080 |
16,060,086 |
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NET ASSETS AVAILABLE FOR BENEFITS: |
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Beginning of year |
231,378,048 |
215,317,962 |
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End of year |
$ |
276,314,128 |
$ |
231,378,048 |
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See notes to financial statements. |
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5
IDAHO POWER COMPANY EMPLOYEE
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED
DECEMBER 31, 2006 AND 2005
1. DESCRIPTION OF THE PLAN
The following brief description of
the Idaho Power Company Employee Savings Plan (the Plan) is provided for
general information purposes only. Participants should refer to the Plan
Document for more complete information.
General - The
Plan is a defined contribution plan covering all employees (full-time,
part-time and temporary) of IDACORP, Inc. (IDACORP) and its participating
subsidiaries (the Company), including Idaho Power Company (the Plan's Sponsor
and the Plan Administrator), as allowed under Section 401(k) of the Internal
Revenue Code (IRC) and is subject to the provisions of the Employee Retirement
Income Security Act of 1974, as amended (ERISA). The Plan Administrator's Fiduciary
Committee controls and manages the operation and administration of the Plan. Mercer
Trust Company (Mercer) is the trustee of the Plan. As of December 31, 2006,
there were 1,618 employees contributing to the Plan and 2,108 total
participants (including inactive participants as defined by the Plan).
Effective January 1, 1998, the Plan
was amended and restated. This amendment and restatement converted the Plan
into a combined 401(k) and employee stock ownership plan, which allows
participants the option of obtaining distributions in the form of cash or
common stock of IDACORP. The amended and restated plan also allows the Plan
Administrator to distribute the quarterly dividend on shares of IDACORP stock
(the dividend pass-through feature) to electing participants in the Plan. Employees
are eligible to participate in the Plan as of their hire date, although
matching contributions prior to April 1, 2006 required the completion of 12
months of employment. The Plan was amended April 1, 2006, and effective that
date employees are eligible to receive matching contributions as of their hire
date. Matching contributions are vested upon completion of twelve months of employment.
Contributions -
Eligible employees may participate in the Plan by contributing to the Savings
Feature (after-tax) or to the Deferred Feature (before-tax) of the Plan. Following
the April 1, 2006 amendment, employees are also permitted to contribute
after-tax dollars to a Roth 401(k) Feature. The participant may elect to
contribute to any or all features up to 100 percent of eligible pay, as defined
in the Plan, subject to certain IRC limitations. The Company makes a matching contribution
for the participant in an amount equal to 100 percent of the participant's
first two percent of eligible pay contributed to the Plan and 50 percent of the
next four percent of eligible pay contributed to the Plan. Participant contributions
in excess of six percent of eligible pay are not matched by the Company.
Participants may also contribute amounts representing distributions from other
qualified defined benefit or defined contribution plans or pre-tax IRAs.
6
Investments -
Participants direct the investment of their contributions into various
investment options offered by the Plan. The Plan currently offers 46 mutual
funds and IDACORP common stock as investment options for participants. A
self-directed brokerage account is also available to allow participants to
select investment options not specifically offered by the Plan.
Vesting - All
contributions made prior to April 1, 2006 are fully vested and nonforfeitable
at all times. For contributions made after April 1, 2006, the match portion is
vested only for participants that have completed twelve months of service.
Matching contributions that are forfeited are used to reduce the employer's
matching contribution in the year following the year in which the forfeiture
arose. In 2006, matching contributions of $2,402 were forfeited.
Payments of Benefits and
Withdrawals - Participants may withdraw elective deferrals under the
hardship provision of the Plan while still employed by the Company. Employees
participating in the Plan may withdraw employee after-tax contributions from
the Savings Feature at any time upon request as frequently as once per calendar
quarter. No early withdrawals are permitted from the Roth 401(k) Feature. On
termination of service due to death, disability or retirement, a participant
may elect to receive either a lump sum amount equal to the value of the
participant's interest in his or her account, or initiate partial withdrawals
up to the participant's interest from his or her account. For termination of
service for other reasons, a participant with a balance less than $1,000 will
automatically receive a distribution of his or her account balance.
Participants with $1,000 or more in their accounts may leave their interest in
the Plan or receive a lump sum distribution. Following the April 1, 2006
amendment, terminated or retired participants may also elect to receive
distribution payments in monthly, quarterly, semi-annual or annual
installments.
Participant Loans -
Under certain circumstances participants may borrow against their account
balances. Loans are limited to 50 percent of the participant's account
balance, with a maximum outstanding loan balance of $50,000. The interest rate
on participant loans is set at the prime rate on the first business day of the
month in which the loan is requested, plus one percent. The interest rate
determined will remain fixed through the duration of the loan. All loans must
be repaid within five years except for loans for the purchase of a primary
residence, which have a maximum repayment period of ten years. Principal and
interest is paid through payroll deductions. Loans from the Roth 401(k)
Feature are not permitted.
Participant Accounts - Individual accounts are maintained for each Plan participant. Each participant's account is credited with the participant's contribution, the Company's matching contribution and an allocation of Plan earnings and is charged with withdrawals and an allocation of Plan losses. Gains and losses on investments are allocated to participants' accounts based upon relative fund account balances at regular valuation dates specified by the trustee of the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account.
7
2. SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Basis of Accounting -
The accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America.
Use of Estimates - The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires Plan management to
make estimates and assumptions that affect the reported amounts of net assets
available for benefits and changes therein. Actual results could differ from
those estimates. The Plan utilizes various investment instruments. Investment
securities, in general, are exposed to various risks, such as interest rate,
credit and overall market volatility. Due to the level of risk associated with
certain investment securities, it is reasonably possible that changes in the
values of investment securities will occur in the near term and that such
changes could materially affect the amounts reported in the financial
statements.
Payment of Benefits -
Benefit payments to participants are distributed within 30 days of the last
business day of the month in which Mercer receives the request for
distribution. Distributions are recorded on the day the distribution is made.
Investment Valuation and Income
Recognition - The Plan's investments are stated at fair value and
quoted market prices are used to value investments. Shares of mutual funds are
valued at quoted market prices, which represent the net asset value of shares
held by the Plan at year end. Participant loans are valued at the outstanding
loan balances.
Purchases and sales of securities are
recorded on a trade-date basis. Interest income is recorded on the accrual
basis. Dividends are recorded on the ex-dividend date.
Administrative Expenses - Administrative expenses of the Plan are paid by the Plan's Sponsor, as provided in the Plan Document. Plan participants who have a brokerage account pay an administrative expense of $25 per quarter.
8
3. INVESTMENTS
The Plan's investments that represent
five percent or more of the Plan's net assets available for benefits as of
December 31 were as follows:
|
2006 |
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IDACORP, Inc. Common Stock |
$ |
58,070,428 |
|
Vanguard Institutional Index Fund |
28,643,793 |
|
|
Dodge & Cox Income Fund |
26,773,977 |
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|
Putnam Money Market Fund Class A |
23,859,985 |
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T. Rowe Price Equity Income Fund |
19,255,775 |
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|
Harbor Capital Appreciation Fund |
15,173,869 |
|
|
Allianz NFJ Small-Cap Value Fund |
14,458,022 |
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|
2005 |
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IDACORP, Inc. Common Stock |
$ |
51,073,743 |
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Vanguard Institutional Index Fund |
26,944,797 |
|
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Dodge & Cox Income Fund |
22,698,702 |
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Putnam Money Market Fund Class A |
18,513,173 |
|
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T. Rowe Price Equity Income Fund |
15,686,371 |
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Harbor Capital Appreciation Fund |
13,055,086 |
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Allianz NFJ Small-Cap Value Fund |
12,278,416 |
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During the years ended December 31,
2006 and 2005, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated (depreciated)
in value as follows:
|
2006 |
|
2005 |
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Mutual Funds - Blend |
$ |
7,056,898 |
$ |
2,200,170 |
|
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Mutual Funds - Growth |
3,117,018 |
3,017,472 |
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Mutual Funds - Income |
256,455 |
(569,153) |
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Mutual Funds - Value |
5,010,609 |
(662,404) |
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Brokerage Securities |
262,939 |
(3,178) |
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IDACORP, Inc. Common Stock |
15,458,264 |
(2,247,294) |
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$ |
31,162,183 |
$ |
1,735,613 |
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4. PLAN TERMINATION
Although it has not expressed the intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event that the Plan is terminated, participants would immediately become 100 percent vested in their accounts.
9
5. FEDERAL INCOME TAX
STATUS
The Company received a determination
letter, dated August 1, 2001, from the Internal Revenue Service stating that
the Plan, as amended, is qualified under Sections 401 and 501 of the IRC. The
Plan has been amended since receiving the determination letter; however, the
Company and the Plan Administrator believe that the Plan is currently designed
and operated in compliance with the applicable requirements of the IRC and the
Plan and related trust continue to be tax-exempt. Participants in a qualified
plan are not subject to income taxes on Company contributions or dividend
income allocated to their accounts until a distribution is made from the Plan.
Therefore, no provision for income taxes has been included in the Plan's financial
statements. Dividends paid under the dividend pass-through feature (Note 1)
are considered taxable income to the participant in the year received.
6. RELATED PARTY
TRANSACTIONS
Certain Plan investments are shares
of mutual funds managed by Putnam Investments, which is owned by Marsh &
McLennan, the parent company of Mercer. Mercer is the trustee as defined by
the Plan and, therefore, these transactions qualify as party-in-interest
transactions. Fees paid by the Plan for investment management services were
included as a reduction of the return earned on each fund. On February 1,
2007, Marsh & McLennan announced that it was selling its interest in Putnam
Investments to an unrelated buyer. The sale is expected to be completed during
2007.
At December 31, 2006 and 2005, the
Plan held 1,502,469 and 1,743,131 shares, respectively, of common stock of
IDACORP, Inc., the parent company of the sponsoring employer, with a cost basis
of $42,633,401 and $48,565,364, respectively.
During the years ended December 31,
2006 and 2005, the Plan recorded dividends received from IDACORP of $1,944,564 and
$2,136,805, respectively.
7. RECONCILIATION OF FINANCIAL
STATEMENTS TO FORM 5500
The following is a reconciliation of
net assets available for benefits per the financial statements to the Form
5500:
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December 31, |
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2006 |
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2005 |
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Net assets available for benefits per the |
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financial statements |
$ |
276,314,128 |
$ |
231,378,048 |
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Deemed distributions to participants |
(95,201) |
(80,765) |
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Net assets available for benefits per |
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the Form 5500 |
$ |
276,218,927 |
$ |
231,297,283 |
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10
The following is a reconciliation
of the increase in net assets per the financial statements to the Form 5500:
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Year ended |
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December 31, 2006 |
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Increase in net assets per the financial statements |
$ |
44,936,080 |
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Less: Deemed distributions to participants at |
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December 31, 2006 |
(95,201) |
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Add: Deemed distributions to participants at |
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December 31, 2005 |
80,765 |
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Net income per the Form 5500 |
$ |
44,921,644 |
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11
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IDAHO POWER COMPANY EMPLOYEE SAVINGS PLAN |
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FORM 5500, SCHEDULE H, PART IV, LINE 4i, SCHEDULE OF ASSETS (HELD AT END OF YEAR) |
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DECEMBER 31, 2006 |
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(d) |
(e) Current |
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(a) |
(b) Identity of Issue |
(c) Description of Investment |
Cost** |
Value |
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* |
Putnam Investments |
Putnam Bond Index Fund |
$ |
3,700,803 |
||
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AIM Investments |
AIM International Growth Fund |
10,721,844 |
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|
* |
Putnam Investments |
Putnam Small Cap Value |
4,369,440 |
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AIM Investments |
AIM Small Cap Growth Fund |
4,303,024 |
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|
* |
Putnam Investments |
Putnam Capital Opportunities Fund |
834,869 |
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Brokerage Account |
Brokerage Securities |
3,320,044 |
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Dimensional Fund Advisors |
Dimensional International Value Fund |
5,084,631 |
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|
* |
Putnam Investments |
Putnam Small Cap Growth Fund Class Y |
3,192,178 |
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|
* |
Putnam Investments |
Putnam Money Market Fund Self-Directed |
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Brokerage |
576,528 |
|||||
|
* |
Putnam Investments |
Putnam International Growth & Income Fund Class Y |
336,812 |
|||
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Harbor Fund |
Harbor Capital Appreciation Fund |
15,173,869 |
||||
|
* |
Putnam Investments |
Putnam Research Fund |
116,003 |
|||
|
* |
Putnam Investments |
Putnam Health Sciences Trust Class Y |
345,229 |
|||
|
* |
Putnam Investments |
Putnam American Government Income Fund |
259,993 |
|||
|
Pimco Allianz Investments |
Allianz NFJ Small-Cap Value Fund |
14,458,022 |
||||
|
Vanguard |
Vanguard Balanced Index Fund Admiral Shares |
3,822,788 |
||||
|
* |
Putnam Investments |
Putnam Balanced Portfolio Class Y |
5,157,799 |
|||
|
* |
Putnam Investments |
Putnam New Value Fund |
1,486,719 |
|||
|
Causeway Funds |
Causeway International Value Fund |
5,313,159 |
||||
|
T. Rowe Price |
T. Rowe Price Equity Income Fund |
19,255,775 |
||||
|
Artisan Funds |
Artisan International Fund |
8,537,321 |
||||
|
Dodge & Cox Funds |
Dodge & Cox Income Fund |
26,773,977 |
||||
|
Vanguard |
Vanguard Institutional Index Fund |
28,643,793 |
||||
|
* |
Putnam Investments |
Putnam Discovery Growth Fund Class Y |
186,114 |
|||
|
* |
Putnam Investments |
Putnam Diversified Income Trust Class Y |
826,204 |
|||
|
* |
Putnam Investments |
Putnam OTC & Emerging Growth Fund Class Y |
5,979,255 |
|||
|
* |
Putnam Investments |
Putnam International Equity Fund Class Y |
4,384 |
|||
|
* |
Putnam Investments |
Putnam Investors Fund |
2,592,019 |
|||
|
* |
Putnam Investments |
Putnam Growth Opportunities Fund |
92,532 |
|||
|
* |
Putnam Investments |
Putnam Equity Income Fund |
3,053,979 |
|||
|
* |
Putnam Investments |
Putnam High Yield Trust Y |
1,312,712 |
|||
|
* |
Putnam Investments |
Putnam Classic Equity Fund Class Y |
43,996 |
|||
|
* |
Putnam Investments |
Putnam Convertible Income - Growth Y |
146,214 |
|||
|
* |
Putnam Investments |
Putnam International Voyager Y |
1,840,391 |
|||
|
* |
Putnam Investments |
The George Putnam Fund of Boston Class Y |
620,383 |
|||
|
* |
Putnam Investments |
Putnam Fund for Growth & Income Class Y |
121,786 |
|||
|
* |
Putnam Investments |
Putnam Global Equity Fund Class Y |
238,537 |
|||
|
* |
Putnam Investments |
Putnam Income Fund Class Y |
354,462 |
|||
|
* |
Putnam Investments |
Putnam New Opportunities Fund |
176,764 |
|||
|
* |
Putnam Investments |
Putnam Voyager Fund Class Y |
3,122,530 |
|||
|
* |
Putnam Investments |
Putnam Vista Fund Class Y |
349,095 |
|||
|
* |
Putnam Investments |
Pending Account |
14,796 |
|||
|
* |
Putnam Investments |
Putnam Capital Appreciation Fund Class A |
342,927 |
|||
|
* |
Putnam Investments |
Putnam Global Income Trust Class A |
299,017 |
|||
|
* |
Putnam Investments |
Putnam Europe Equity Fund |
345,907 |
|||
|
* |
Putnam Investments |
Putnam Global Natural Resources Fund |
2,631,454 |
|||
|
|
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12
|
IDAHO POWER COMPANY EMPLOYEE SAVINGS PLAN |
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|
FORM 5500, SCHEDULE H, PART IV, LINE 4i, SCHEDULE OF ASSETS (HELD AT END OF YEAR) |
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|
DECEMBER 31, 2006 |
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|
(d) |
(e) Current |
|||||
|
(a) |
(b) Identity of Issue |
(c) Description of Investment |
Cost** |
Value |
||
|
* |
Putnam Investments |
Putnam International New |
||||
|
Opportunities Fund Class A |
$ |
811,068 |
||||
|
* |
Participant Loans |
Interest rates 5% - 10.5% |
2,168,279 |
|||
|
* |
IDACORP, Inc. |
Common Stock |
58,070,428 |
|||
|
* |
Putnam Investments |
Putnam Money Market Fund Class A |
23,859,985 |
|||
|
* |
Putnam Investments |
Putnam Utility Growth & Income |
||||
|
Fund Class A |
376,924 |
|||||
|
$ |
275,766,762 |
|||||
|
*Denotes a permitted party-in-interest with respect to the Plan |
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|
**Cost information is not required for participant-directed investments and, therefore, is not included. |
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13
SIGNATURES
The Plan. Pursuant to the requirements of the
Securities Exchange Act of 1934, Idaho Power Company, as Plan Administrator,
has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Idaho Power Company
Employee Savings Plan
By: /s/ Darrel T. Anderson
Idaho Power Company, as Plan
Administrator, by Darrel T. Anderson, Senior Vice President - Administrative
Services and Chief Financial Officer
Date: June 27, 2007
14
EXHIBIT INDEX
|
Sequentially |
||
|
Exhibit Number |
Exhibit |
Numbered Page |
|
23 |
Consent of Independent |
|
|
Registered Public Accounting Firm |
16 |
|
15