IDACORP (IDA) 8-KEntry into a Material Definitive Agreement

On November 18, 2022, IDACORP, Inc. (“IDACORP”) entered into a Third Amendment to Credit Agreement (the “IDACORP Facility Amendment”) with Wells Fargo Bank, National Association, as administrative agent, an extending lender, swingline lender, and LC issuer; JPMorgan Chase Bank, N.A.; and MUFG Union Bank, N.A., as extending lenders and LC Issuers; and the other financial institutions party thereto, as lenders (collectively, “Lending Parties”). The IDACORP Facility Amendment amends IDACORP's existing Credit Agreement, dated November 6, 2015, as amended from time to time (collectively with the IDACORP Facility Amendment, the “IDACORP Facility”), among IDACORP and certain of the Lending Parties, which was filed as Exhibits 10.8, 10.10, and 10.12 to IDACORP's Annual Report on Form 10-K for the year ended December 31, 2021 (“2021 Form 10-K”).

On November 18, 2022, Idaho Power Company (“IPC”), a wholly owned subsidiary of IDACORP, entered into a Third Amendment to 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 IPC Facility Amendment, the “IPC Facility,” and together with the IDACORP Facility, the “Facilities”), among IPC and certain of the Lending Parties, which was filed as Exhibits 10.9, 10.11, and 10.13 to the 2021 Form 10-K.

The IPC Facility is a $300 million revolving line of credit, $253,125,000 of which terminates on December 7, 2026 (“Extended Termination Date”) and $46,875,000 of which, representing the commitment of one Lender or its successor, under the IPC Facility, terminates on December 6, 2025 (the “Termination Date”). The IPC Facility, which will be used for general corporate purposes and commercial paper backup, provides for the issuance of loans and standby letters of credit not to exceed the aggregate principal amount outstanding at any one time of $300 million, including swingline loans not to exceed an aggregate principal amount outstanding at any time of $30 million and letters of credit in an aggregate principal amount at any time outstanding not to exceed $50 million. IPC has the right to request an increase in the aggregate principal amount of the IPC Facility to $450 million and to 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 public utilities commission or any other applicable regulatory body having jurisdiction over Idaho Power.

The events of default under the Facilities include, without limitation, non-payment of principal, interest, or fees; materially false representations or warranties; breach of covenants; bankruptcy or insolvency events; condemnation of property; cross-default to certain other indebtedness; failure to pay certain judgments; change of control; failure of IDACORP to own free and clear of liens the voting stock of IPC; the occurrence of specified events or the incurring of specified liabilities relating to benefit plans; and the incurring of certain environmental liabilities, subject, in certain instances, to cure periods.

Upon any 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 and payable. Upon any other event of default, the lenders holding greater than 50 percent of the outstanding loans or greater than 50 percent of the aggregate commitments (“Required Lenders”), or the administrative agent with the consent of the Required Lenders, may terminate or suspend the obligations of the lenders to make loans under the applicable facility and to issue letters of credit under the facility and/or declare the obligations to be due and payable. During an event of default under the Facilities, the lenders may, at their option, increase the applicable interest rates then in effect and the letter of credit fee by 2.0 percent per annum.

Copies of the IDACORP Facility and IPC Facility are filed as Exhibit 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated by reference into this Item 1.01. The description above is a summary of the Facilities, does not provide a complete description of the Facilities, and is qualified in its entirety by the complete text of the Facilities themselves.