Definitions

(1) “Acquired customers” means all customers of all classes served by the selling utility who will be served by the acquiring utility in the event the Commission approves the application for acquisition. (2) “Acquired rate base” means the amount of the selling utility’s assets and acquisition adjustment, if any, the Commission determines should be incorporated into the acquiring utility's rate base for ratemaking purposes pursuant to Rule 1220-04-14-.03 and Rule 1220-04- 14-.04. (3) “Acquiring utility” means a public utility subject to the jurisdiction of the Commission that provides electric, natural gas, water or wastewater public utilities services that is purchasing or acquiring a selling utility or a selling utility’s assets as a result of a voluntary arms-length transaction. (4) “Acquisition adjustment” means the amount, whether positive or negative, the Commission determines should be incorporated into the acquired rate base under Rule 1220-04-14-.04. (5) “Average embedded cost” means an acquiring utility’s plant in service, less associated accumulated reserve as recorded in the Uniform System of Accounts for the type of utility plant being acquired from the selling utility, divided by the acquiring utility’s existing customers. (6) “Existing customers” means all customers of all classes served by the acquiring utility immediately prior to the Commission’s hearing and consideration of the application for acquisition. (7) “Negotiated sales price” means the purchase price of the utility assets that the acquiring utility and the selling utility agree upon through voluntary, arms-length negotiations. (8) “Rate base” means the amount of property, plant and equipment that is used and useful in providing public utilities services and upon which the acquiring utility is permitted to earn an authorized rate of return approved by the Commission. (9) “Reproduction cost new less depreciation” means an estimate of the cost to construct, at current prices, an exact duplicate or replica of the utility assets, without regard to the original sources of funding for those assets, using the same material, construction standards, design, layout, and quality without adjustment for deficiencies and obsolescence of those assets, less depreciation. UTILITY ACQUISITIONS CHAPTER 1220-04-14 (10) “Selling utility” means any provider of electric, natural gas, water or wastewater public utilities services in Tennessee that is being, or whose assets are being, purchased by an acquiring utility as a result of a voluntary arms-length transaction.