0001193125-26-227188
SEC filingIDACORP, Inc. entered into an Equity Distribution Agreement for at-the-market offerings of up to $600 million in common stock, including forward sale arrangements with multiple financial institutions.
IDACORP, Inc. executed a comprehensive Equity Distribution Agreement on May 15, 2026, enabling flexible at-the-market (ATM) sales of up to $600 million in common stock. This structure provides capital market access without fixed pricing or volume commitments, allowing sales at prevailing NYSE prices through established Managers like BofA Securities, J.P. Morgan, and Morgan Stanley. The agreement's forward component—seven Master Forward Sale Confirmations with affiliated Forward Purchasers—adds strategic depth, permitting hedged forward transactions where Forward Sellers borrow and sell shares upfront, deferring Company proceeds to future settlement. Initial forward prices derive from volume-weighted average sales prices net of 1% commissions, with daily adjustments via overnight funding rates minus spreads and dividend reductions. Physical settlement delivers cash proceeds equal to adjusted forward prices times shares, ideal for future funding needs, while cash or net share options offer flexibility but risk outflows if stock underperforms. Managers' dual roles as lenders under IDACORP's and Idaho Power's credit facilities highlight ongoing relationships. Legal validity confirmed by Perkins Coie LLP opinion (Exhibit 5.1). This ATM program enhances liquidity and funding options amid market conditions, trading prices, and strategic determinations, with no sales guaranteed.