Avista Corp: Form 10-K for the period ended Dec 31, 2025
Filed with the SEC on Feb 25, 2026 and accepted by EDGAR at Feb 25, 2026, 00:26 ET.
Business
As filed, 63,368 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
COMPANY OVERVIEW
Avista Corp., incorporated in the territory of Washington in 1889, is primarily an electric and natural gas utility with certain other business ventures. Our corporate headquarters is in Spokane, Washington, the second-largest city in Washington. Spokane serves as the business, transportation, medical, industrial and cultural hub of the Inland Northwest region (eastern Washington and northern Idaho). Regional services include government and higher education, medical services, retail trade and finance. Through our subsidiary AEL&P, we also provide electric utility services in Juneau, Alaska.
As of December 31, 2025, we have two reportable business segments as follows:
- Avista Utilities – an operating division of Avista Corp., comprising the regulated utility operations in Washington, Idaho, Oregon and Montana. Avista Utilities provides electric distribution and transmission, and natural gas distribution services in parts of eastern Washington and northern Idaho. Avista Utilities also provides natural gas distribution service in parts of northeastern and southwestern Oregon. Avista Utilities has electric generating facilities in Washington, Idaho, Oregon and Montana. Avista Utilities also supplies electricity to a small number of customers in Montana. Avista Utilities also engages in wholesale purchases and sales of electricity and natural gas as an integral part of energy resource management and its load-serving obligation.
- AEL&P – a regulated utility providing electric services in Juneau, Alaska that is a wholly-owned subsidiary and the primary operating subsidiary of AERC.
We have other businesses, including venture fund investments, real estate investments, as well as certain other investments made by Avista Capital, which is a direct, wholly-owned subsidiary of Avista Corp. These activities do not represent a reportable business segment and are conducted by various direct and indirect subsidiaries of Avista Corp.
Total Avista Corp. shareholders’ equity was $2.7 billion as of December 31, 2025, which includes a $126 million investment in Avista Capital and a $129 million investment in AERC.
See “Note 24 of the Notes to Consolidated Financial Statements” for information with respect to the operating performance of each business segment (and other subsidiaries).
Human Capital
On December 31, 2025, Avista Utilities employed 1,929 individuals with bargaining unit employees comprising 36 percent of our overall workforce.
Our approach to people is a critical strategy to inspire engaged and thriving employees by empowering a high-performing organization where employees are valued, respected and have opportunities to grow. Among other things, this strategy supports hiring talented people and equipping them with capabilities, tools and a culture that empowers them to pursue great ideas. Such ideas engage the imagination, stretch us all as we continue to provide exemplary and cost-effective service to our customers. Focus areas for this strategy strive to:
- improve employee engagement, belonging, equity, attraction and retention while building a sense of community and purpose,
- support safety and well-being through innovative programs, best practices, tools, and technology, and
- expand innovation disciplines, capabilities, and mindsets with cross-departmental interactions and external networks to build the utility of the future.
The following is an overview of some of our key human capital initiatives intended to inspire engaged and thriving employees and other stakeholders, such as our customers and business partners.
Employee Attraction, Development and Retention
We strive to hire and retain talented people who are innovative and skilled so we can continue to provide safe, reliable and affordable service to our customers and advance the Company at the same time. We are focused on innovative recruiting and educational outreach to organizations and schools to create greater awareness of the variety of career opportunities available in our industry and in the Company. We continue to think creatively about how we connect with our communities regarding employment opportunities, with a goal of attracting talented individuals who can help advance the Company's objectives.
All of our collective bargaining agreements are with local chapters of the International Brotherhood of Electrical Workers (IBEW). In 2025, the Company successfully negotiated a 4-year agreement for our largest collective bargaining agreement. In 2026, we have one agreement expiring and currently under negotiation for a successor contract, along with negotiations for a newly-organized bargaining unit. The partnership with IBEW is key to a holistic approach to employee attraction, engagement, and retention.
Continuous learning plays a large part in fostering collaboration and innovation among our employees and is pervasive throughout the Company. Development opportunities are created to prepare our employees at all levels to continue building their skills, knowledge and experience to perform today and in the future. Keeping our workforce equipped to succeed is imperative to meet the emerging challenges that lie ahead. We develop training that is relevant, necessary and in demand for our organization. Training is delivered through instructor-led courses, self-service topics, computer-based learning modules, and field-based, hands-on workshop models covering the range of our operations. Training programs include craft apprenticeship programs, engineering development programs, leadership development, communication skills, cross-functional learning and other topics. We also provide opportunities for our employees to attend industry events and certification programs, courses or programs offered through energy-related organizations such as the Western Energy Institute, the American Gas Association and the Edison Electric Institute, as well as through our local colleges and universities.
Competitive pay and benefits, or total rewards, are a key component of our strategy to attract and retain talented employees. The Company is committed to equitable and market-competitive compensation and has well-established practices to create competitive offers, reward performance, and support employee retention. The Company regularly monitors the benefits market and manages benefit costs through a comprehensive program that supports our employees’ physical, mental, and financial well-being.
In 2025, we conducted our biennial employee experience survey. The purpose of this survey is to provide employees at all levels of the organization with an opportunity to confidentially share their perspectives about their experiences working at Avista Corp., our workplace culture, and topics such as autonomy, enablement, growth opportunities, connection, leadership, safety, engagement and belonging, etc. The Company conducted many listening sessions to learn more about our employee needs and gain a better understanding of what actions might be taken to improve the employee experience.
Workplace Safety
Safety and well-being are an essential part of our Company’s mission and a key strategy to support our employees through innovative programs, best practices, tools and technology. A variety of programs and initiatives are in place to help employees complete their work safely through heightened vigilance, hazard recognition, defensive strategies, lessons learned, human and organizational performance and other tools intended to strengthen resilience in varying and unpredictable conditions. We work with our employees to reinforce personal responsibility regarding safety and health, and to implement measures to create and maintain a safe work environment.
General
At the end of 2025, Avista Utilities supplied retail electric service to approximately 429,000 customers and retail natural gas service to approximately 386,000 customers across its service territory. Avista Utilities' service territory covers 34,000 square miles with a population of 1.5 million.
Electric Operations
General
Avista Utilities generates, transmits and distributes electricity, serving electric customers in eastern Washington and northern Idaho and a small number of customers in Montana.
Avista Utilities generates electricity from facilities that we own and purchases capacity, energy and fuel for generation under long-term and short-term contracts to meet customer load obligations. We also sell electric capacity and energy, as well as surplus fuel in the wholesale market in connection with our resource optimization activities as described below.
As part of Avista Utilities' resource procurement and management operations in the electric business, we engage in an ongoing process of resource optimization, which involves the selection from available energy resources to serve our load obligations and the use of these resources to capture economic value through wholesale market transactions. These include sales and purchases of electric capacity and energy, fuel for electric generation, and derivative contracts related to capacity, energy, fuel and fuel transportation. Such transactions are part of the process of matching available resources with load obligations and hedging a portion of the related financial risks. To implement this process, we make continuing projections of:
- electric loads at various points in time (ranging from intra-hour to multiple years) based on, among other things, estimates of customer usage and weather, historical data, contract terms, and emerging trends and climate modeling results,
- resource availability at these points in time based on, among other things, fuel choices and fuel markets, estimates of snowpack and streamflows, availability of generating units, historic and forward market information, contract terms and our experience, and
- carbon allowance costs and other emission fees associated with emission reduction legislation and policy.
Based on these projections, we make purchases and sales of electric capacity and energy, fuel for electric generation, and related derivative contracts to match expected resources to expected electric load requirements and reduce our exposure to electricity (or fuel) market price changes. The process of resource optimization involves scheduling and dispatching available resources as well as the following:
- purchasing fuel for generation,
- when economical, selling fuel and substituting wholesale electric purchases, and
- other wholesale transactions to capture the value of generating resources, transmission contract rights and fuel delivery (transport) capacity contracts.
This optimization process includes entering into hedging transactions to manage risks. Transactions include both physical energy contracts and related derivative instruments, and the terms range from intra-hour up to multiple years.
Avista Utilities' generation assets are interconnected through the regional transmission system and are operated on a coordinated basis to enhance load-serving capability and reliability. We acquire both long-term and short-term transmission capacity to facilitate our energy and capacity transactions. We provide transmission and ancillary services in eastern Washington, northern Idaho and western Montana.
Peak Electric Requirements
Avista Utilities' peak electric native load requirement for 2025 was 1,837 MW, which occurred on September 2, 2025. In 2024, our peak electric native load was 1,869 MW, which occurred during the winter, and in 2023, it was 1,809 MW, which occurred during the summer.
Electric Resources
Avista Utilities has a diverse electric resource mix of Company-owned and contracted hydroelectric, thermal, wind and solar generation facilities, and other contracts for power purchases and exchanges. As of December 31, 2025, Avista Utilities' electric generation resource mix (including contracts for power purchases) was approximately 48 percent hydroelectric, 37 percent thermal and 15 percent other renewables. On January 1, 2026, the Company transferred its ownership in Colstrip to NorthWestern, resulting in a generation resource mix (including contracts for power purchases) of approximately 53 percent hydroelectric, 32 percent thermal and 15 percent other renewables. See “Item 2. Properties” for detailed information on Company-owned generating facilities and a detailed list of our PPAs.
Hydroelectric Resources
Avista Utilities owns and operates Noxon Rapids and Cabinet Gorge on the Clark Fork River and six smaller hydroelectric projects on the Spokane River. Hydroelectric generation is typically our lowest cost source per MWh of electric energy and the availability of hydroelectric generation has a significant effect on total power supply costs. Under normal streamflow and operating conditions, we estimate that we would be able to meet approximately one-half of our total average electric requirements (both retail and long-term wholesale) with the combination of our hydroelectric generation and long-term hydroelectric purchase contracts (including those with certain PUDs in the state of Washington and Columbia Basin Hydropower). Normal and actual annual hydroelectric generation increased in 2025 as a result of increased output received from additional capacity under one of our PPA contracts. Our estimate of normal annual hydroelectric generation for 2026 (including resources purchased under long-term hydroelectric contracts with certain PUDs) is 648.3 aMW (or 5.68 million MWhs).
See “Item 2. Properties - Avista Utilities” for the present generating capabilities of the above hydroelectric resources.
The following graph shows Avista Utilities' hydroelectric generation (in thousands of MWhs) during the year ended December 31:
(1) Normal hydroelectric generation is determined by reference to the effect of upstream dam regulation on median natural water flow. Natural water flow is the flow of the rivers without the influence of dams, whereas regulated water flow reflects water flow changes from upstream dams due to releasing or holding back water. The calculation of normal varies annually due to the timing of upstream dam regulation throughout the year, as well as changes in PUD contracts.
Thermal Resources
Avista Utilities owns the following thermal generating resources:
- the combined cycle natural gas-fired CT, known as Coyote Springs 2, located near Boardman, Oregon,
- a wood waste-fired boiler generating facility known as the Kettle Falls GS in northeastern Washington,
- a two-unit natural gas-fired CT generating facility in northeastern Spokane (Northeast CT),
- a two-unit natural gas-fired CT generating facility in northern Idaho (Rathdrum CT), and
- two small natural gas-fired generating facilities (Boulder Park GS and Kettle Falls CT).
Coyote Springs 2, which is operated by Portland General Electric Company, is supplied with natural gas under a combination of term contracts and spot market purchases, including transportation agreements with bilateral renewal rights.
The primary fuel for the Kettle Falls GS is wood waste generated as a by-product and delivered by trucks from forest industry operations within 100 miles of the plant. A combination of long-term contracts and spot purchases has provided, and is expected to meet, fuel requirements for the Kettle Falls GS.
The Northeast CT, Rathdrum CT, Boulder Park GS and Kettle Falls CT generating units are primarily used to meet peaking electric requirements. We also operate these facilities when marginal costs are below prevailing wholesale electric prices. These generating facilities have access to natural gas supplies that are adequate to meet their respective operating needs.
We previously held a 15 percent interest in Units 3 and 4 of Colstrip, a coal-fired generating facility located in southeastern Montana. We transferred our ownership interest to NorthWestern on January 1, 2026. See “Item 7. Management's Discussion and Analysis – Colstrip” and “Note 22 of the Notes to Consolidated Financial Statements” for discussion regarding environmental and other issues surrounding Colstrip.
In addition to the resources we own listed above, we have a PPA for the output from the Lancaster Plant through December 31, 2041. The Lancaster Plant is a 270 MW natural gas-fired combined cycle combustion turbine plant located in northern Idaho, owned by an unrelated third-party. Under the terms of the PPA, we make the dispatch decisions, provide all natural gas fuel and receive all electric energy output. Therefore, we consider the Lancaster Plant to be a baseload resource. See “Note 5 of the Notes to Consolidated Financial Statements” for further discussion of this PPA.
See "Natural Gas Operations - Natural Gas Supply" for information regarding our supply of natural gas for both fuel and delivery to natural gas customers.
See “Item 2. Properties - Avista Utilities” for the present generating capabilities of the above thermal resources.
The following graph shows Avista Utilities' thermal generation (in thousands of MWhs) during the year ended December 31:
Wind Resources
We have exclusive rights to the capacity of Palouse Wind, a wind generation project developed, owned and managed by an unrelated third-party and located in Whitman County, Washington. Under the PPA, we purchase the power and renewable attributes produced by the project at a fixed price per MWh with a fixed escalation of the price over the term of the agreement. We have an annual option to purchase the wind project, which we have not exercised. The purchase price is a fixed price per KW of in-service capacity with a fixed decline in the price per KW over the remaining term of the PPA.
We have exclusive rights to the capacity of Rattlesnake Flat Wind project developed, owned and managed by an unrelated third party and located in Adams County, Washington. We purchase the power and renewable attributes produced by the project at a fixed price per MWh with a fixed escalation of the price over the term of the agreement.
See “Item 2. Properties” for a detailed list of our PPAs.
Solar Resources
We have exclusive rights to the capacity of the Lind Solar Farm, a solar generation project developed, owned and managed by an unrelated third-party and located in Lind, Washington. Under a PPA, we purchase the power and renewable attributes produced by the project at a fixed price per MWh.
See “Item 2. Properties” for a detailed list of our PPAs.
Other Purchases, Exchanges and Sales
In addition to the resources described above, we purchase and sell power under various long-term contracts, and we enter into short-term purchases and sales. Further, pursuant to The Public Utility Regulatory Policies Act of 1978, as amended, we are required to purchase generation from qualifying facilities. This includes, among other resources, hydroelectric projects, cogeneration projects and wind generation projects at rates approved by the WUTC and the IPUC.
See “Avista Utilities Electric Operating Statistics – Electric Operations” below for annual quantities of purchased power, wholesale power sales and power from exchanges in 2025, 2024 and 2023. See “Electric Operations” above for additional information on the use of wholesale purchases and sales as part of our resource optimization process and see “Future Resource Needs” below for the magnitude of these power purchase and sales contracts in future periods.
Regional Capacity Issues
The northwest region is experiencing increased load growth, more frequent extreme weather events, and a transition to more variable energy resources. Both the region’s electric and natural gas delivery systems are also reaching full utilization during peak load conditions. Purchases of capacity and energy at any time are dependent upon the availability of excess capacity in the west region at that time. Many coal-fired electric generating stations throughout the western United States are scheduled for retirement in the next several years. Depending upon a variety of factors, these retirements could have an impact upon the availability and price of purchased power in, and the dynamics of, the market in which we conduct our wholesale purchases and sales. After December 31, 2025, we are prohibited by the Clean Energy Transformation Act (CETA) from using energy produced by coal-fired plants to serve our retail customers in Washington (with some exceptions for coal generated short-term purchases), and we transferred our interest in Colstrip to NorthWestern on January 1, 2026. To the extent necessary, we will obtain energy produced by other regional resources. See “Item 7. Management's Discussion and Analysis – Environmental Matters and Contingencies – Climate Change – Washington Legislation and Regulatory Actions – Clean Energy Transformation Act” and “Colstrip.”
In addition to the retirement of coal-fired generating stations, some hydroelectric and other generation plants in the region are being considered for possible closure due to environmental and other concerns. The reduction of regional generating capacity will have to be offset by the addition of new generating resources and energy storage facilities.
Hydroelectric Licenses
Avista Corp. is a licensee under the FPA as administered by the FERC, which includes regulation of hydroelectric generation resources. Excluding the Little Falls Hydroelectric Generating Project (Little Falls), our other seven hydroelectric plants are regulated by the FERC through two project licenses.
Cabinet Gorge and Noxon Rapids are under one 45-year FERC license expiring in 2046. This license embodies a settlement agreement relating to project operations and resource protection and mitigation efforts over the license term.
Five of our six hydroelectric projects on the Spokane River (Long Lake, Nine Mile, Upper Falls, Monroe Street and Post Falls) are under one 50-year FERC license expiring in 2059 and are referred to collectively as the Spokane River Project. The license includes numerous natural and cultural resource protection measures that are subject to ongoing regulatory interpretation. The sixth, Little Falls, is operated under separate Congressional authority and is not licensed by the FERC. It is the subject of a 50-year agreement with the Spokane Tribe, expiring in 2044.
The FERC grants hydroelectric licenses, and relicenses, only after a multi-year process involving public hearings and input from multiple federal, state and local government agencies, tribes, non-governmental organizations, private landowners and other stakeholders. The FERC must find that the proposed project will be best adapted to a comprehensive plan for the waterway, taking into account the needs of power development, fish and wildlife, irrigation, flood control, water supply, recreation and other competing uses, and licenses (and relicenses) must be conditioned on appropriate protection, mitigation and enhancement measures.
Generally, upon the expiration of a license, (1) the FERC could grant a new licenses upon terms determined at that time, (2) the United States could take over the project, or the FERC could issue a new license to a new licensee, upon payment to the licensee of the lesser of the licensee's "net investment" in, or the "fair value" of, the project, plus severance damages, or (3) under the FERC's interpretation of the FPA, the FERC could order the decommissioning of the project. There is no assurance that any existing license will be renewed upon its expiration or, if renewed, that the renewal would be without significant modifications.
Future Electric Resource Needs
Avista Utilities has operational strategies to provide sufficient resources to meet our energy requirements under a range of operating conditions. These operational strategies consider the amount of energy needed, which varies because of the factors that influence demand over intra-hour, hourly, daily, monthly and annual durations. Our average hourly load was 1,149 aMW in 2025, 1,117 aMW in 2024 and 1,115 aMW in 2023.
The following graph shows our forecasted average annual energy requirements (in aMWs) and our available resources (in MWs) for 2026 through 2029:
(1) Forecast system load does not include the addition of large load customers, which could increase system load and require additional resources, as contemplated in our 2025 Electric IRP.
(2) Estimated available energy production from Company-owned Boulder Park GS, Kettle Falls CT, Northeast CT and Rathdrum CT resources.
(3) Other contracts for power purchases include power purchase agreements for solar and wind energy.
(4) The forecast assumes near normal hydroelectric generation.
(5) Includes the Lancaster Plant PPA. Excludes Boulder Park GS, Kettle Falls CT, Northeast CT and Rathdrum CT, as these are considered peaking facilities and are generally not used to meet our base load requirements.
We are required to file an Integrated Resource Plan (IRP) or Washington Progress Report with the WUTC and IPUC every two years. The WUTC and IPUC review the IRP and give the public the opportunity to comment. The WUTC and IPUC do not approve or disapprove of the content in the IRP; rather, they acknowledge that the IRP was prepared in accordance with applicable standards if that is the case. The IRP details projected growth in demand for energy and the new resources needed to serve customers over the next 20 years. We regard the IRP as a tool for resource evaluation, rather than an acquisition plan for a particular project.
In December 2024, we filed our 2025 Electric IRP with the WUTC and the IPUC.
Highlights of the 2025 Electric IRP include the following expectations and/or assumptions:
- Due to customer growth and loss of capacity resources, the Company will need to acquire additional electricity generation to serve peak loads. Our preferred resource strategy calls for the addition of approximately 490 MW of generating capacity by 2030 and a total of approximately 950 MW to be added through 2035.
- Customer energy demand is expected to grow an average of 0.9 percent per year over the next 20 years and an average of winter peak demand by 1.12 percent per year over the next 20 years.
- The 66 MW Northeast CT will be retired in 2030.
- Energy efficiency reduces future demand growth by 32 percent over 20 years.
- Demand response programs reduce peak demand by up to 4 percent.
- Identifies the proposed North Plains Connector transmission line as a preferred resource alternative along with other transmission upgrades in the Inland Northwest.
- We are projected to exceed CETA's requirements to be greenhouse gas neutral with Washington's electric supply by 2030.
- Meeting CETA's 2045 targets will require significant energy transformation including maintaining our existing hydroelectric system and acquiring new energy resources which could include using hydrogen-based fuels, wind, solar and nuclear, and will include long-term energy storage.
2025 Request for Proposal (RFP)
In May 2025, we issued an RFP requesting bids for up to 425 MW of capacity resources to meet modeled load growth needs and anticipated new large loads. See further information on the RFP within “Item 7. Management's Discussion and Analysis – Executive Overview”.
Additional generating resources required will either be owned by us or be owned by other parties who will sell us the capacity and energy under PPAs. The decision as to ownership will be made as to each project at the appropriate time and will depend on, among other things, the type of project and the related economics, including tax and ratemaking treatment.
We are subject to the Washington State Energy Independence Act, which requires us to obtain a portion of our electricity from qualifying renewable resources or through purchase of RECs and acquiring all cost effective energy efficiency measures. Future generation resource decisions will be affected by legislation for restrictions on greenhouse gas emissions and renewable energy requirements.
See “Item 7. Management’s Discussion and Analysis of Financial Condition – Environmental Issues and Contingencies” for information related to existing and proposed laws and regulations that impact our resource availability.
Electric Clean Energy Goals
We have an aspirational goal to serve our customers with 100 percent clean electricity by 2045. To help achieve this goal and add to our clean electricity portfolio, we have implemented renewable energy projects, including entering into various PPAs for solar, wind and hydroelectric resources. These resources are in addition to our existing clean hydroelectric generation, biomass generation, and additional wind and solar projects.
To achieve our clean energy goals, we expect energy storage and other technologies, which are either not currently available or are not cost-effective under the lowest reasonable cost regulatory standard, will advance to allow us to meet our goals while maintaining reliability and affordability for our customers. If the required technology is not available or not affordable in the future, we may not meet our goals in the desired timeframe. Meeting our clean energy goals may also require accommodation from regulatory agencies. See the discussion under “Electric Resources” for more information on our existing clean electricity sources and efforts to achieve these goals. See “Item 7. Management’s Discussion and Analysis of Financial Condition – Environmental Issues and Contingencies” for further discussion on clean energy, including applicable regulations.
Wildfire Resiliency Plan
We have a wildfire resiliency plan focused on four primary areas: transmission and distribution system hardening, enhanced vegetation management, situational awareness, and operations and response.
Grid hardening involves investing in electric infrastructure to reduce spark-ignition outage events and to protect critical assets from the impact of wildfires at the distribution level, including replacing wood crossarms with fiberglass, replacing small wire, adding protective devices, undergrounding, and more. We also invest at the transmission level, replacing wood poles with steel or wrapping them with a fire-resistant protective cover in high fire risk areas. We are also developing an enhanced grid hardening program which may involve undergrounding high fire risk sections of the distribution system.
Enhanced vegetation management involves risk tree inspection in non-urban areas, the addition of digital data collection, fuel reduction partnerships, and safe tree programs. We also had a third-party study the effectiveness of this program and the preferred inspection cycle.
Situational awareness is designed to help us identify and respond to risk, including the fire risk maps, a fire weather dashboard, and installation of wildfire identification cameras and localized weather stations.
Operations and response measures are focused on automating our system to allow remote control and operation of key equipment including fire safety mode automation devices as well as fire safety mode and Public Safety Power Shutoff operations during critical fire weather, as well as expedited response agreements and other partnerships and relationships with external agencies such as first responders.
In 2025, we spent $36 million in capital and $15 million in operating expenses on wildfire resiliency efforts. In 2026, we expect to spend approximately $45 million in capital and $20 million in operating expenses related to the program. The IPUC and WUTC approved deferral and recovery of certain operating expenses of the wildfire resiliency plan, and we will continue to seek recovery of costs in future rate filings.
Wildfire Mitigation Legislation
In April 2025, Idaho enacted the Wildfire Standard of Care Act, which became effective in July 2025. This act requires public utilities in Idaho to prepare and submit to the IPUC for approval a wildfire mitigation plan on an annual basis. Once approved, the plan establishes the utility’s duty to stakeholders to mitigate wildfire risk. In September 2025, the IPUC issued an order establishing a filing schedule. We filed our initial wildfire mitigation plan in December 2025. The plan focuses on grid hardening, vegetation management, situational awareness and operations and emergency response. The IPUC has up to six months to review and approve.
Also in April 2025, Washington enacted House Bill 1522, which became effective in July 2025. This bill requires electric utilities to file a wildfire mitigation plan with the WUTC, which must be approved or rejected within 60 days of submission. We, along with other stakeholders, are currently participating in the rulemaking process related to this legislation.
See “Note 22 of the Notes to Consolidated Financial Statements” for further discussion on wildfire activity and related litigation proceedings.
Natural Gas Operations
General
Avista Utilities provides natural gas distribution services to retail customers in parts of eastern Washington, northern Idaho, and northeastern and southwestern Oregon.
Market prices for natural gas, like other commodities, can be volatile. Our natural gas procurement strategy is to provide a reliable supply to our customers with some level of price certainty. We procure natural gas from various supply basins and over varying time periods. The resulting portfolio is a diversified mix of forward fixed price purchases, index and spot market purchases, and utilizing physical and financial derivative instruments. We also use natural gas storage to support high demand periods and the procurement of natural gas when prices may be lower. Securing prices throughout the year and even into subsequent years provides a level of price certainty and can mitigate price volatility to customers between years.
Weather is a key component of our natural gas customer load. This load is highly variable and daily natural gas loads can differ significantly from the monthly forecasted load projections. We make continuing projections of our natural gas loads and assess available natural gas resources. Based on these projections, we plan and execute a series of transactions to hedge a portion of our customers' projected natural gas requirements through forward market transactions and derivative instruments. These transactions may extend for multiple years. We also leave a portion of our natural gas supply requirements unhedged for purchase in the short-term spot markets.
As part of the process of balancing natural gas retail load requirements with resources, we engage in the wholesale purchase and sale of natural gas. We plan for sufficient natural gas delivery capacity to serve our retail customers for a theoretical peak day event. We generally have more pipeline and storage capacity than is needed during periods other than on a peak day. We optimize our natural gas resources by using market opportunities to generate economic value that helps mitigate fixed costs. Wholesale sales are delivered through wholesale market facilities outside of our natural gas distribution system. Natural gas resource optimization activities include, but are not limited to:
- wholesale market sales of surplus natural gas supplies,
- purchases and sales of natural gas to optimize use of pipeline and storage capacity, and
- participation in the transportation capacity release market.
We also provide distribution transportation service to qualified, large commercial and industrial natural gas customers who purchase natural gas through third-party marketers. For these customers, we receive their purchased natural gas from such third-party marketers into our distribution system and deliver it to the customers’ premises. These customers generally pay the same rates as other customers in the same class, without charge for the cost of the natural gas delivered.
Optimization transactions that we engage in throughout the year are included in our annual purchased gas cost adjustment filings with the various commissions and are subject to review for prudence during this process.
Natural Gas Clean Energy Goals
We have an aspirational goal for our natural gas operations to be carbon neutral by 2045. Examples of carbon emissions reduction strategies include the following:
- diversify or transition from conventional fossil fuel natural gas to renewable natural gas, hydrogen, and other renewable biofuels,
- reduce natural gas consumption via conservation, energy efficiency and new technologies, and
- purchase carbon offsets as necessary.
See “Item 7. Management’s Discussion and Analysis of Financial Condition – Environmental Issues and Contingencies” for further discussion on clean energy, including applicable regulations.
We have several contracts for renewable natural gas to purchase an expected output of approximately 8.6 million therms annually from various projects.
Natural Gas Supply
We purchase natural gas, for both fuel for generation and delivery to natural gas customers, in wholesale markets and are connected to multiple supply basins in the western United States and Canada through firm capacity transportation rights on six different pipeline networks. Access to this diverse portfolio of natural gas resources allows for natural gas procurement decisions that benefit our natural gas customers. These interstate pipeline transportation rights provide the capacity to serve approximately 25 percent of peak natural gas customer demands from domestic sources and 75 percent from Canadian sources. Natural gas prices in the Pacific Northwest are affected by global energy markets, as well as supply and demand factors in other regions of the United States and Canada. Future prices and delivery constraints may cause our resource mix to vary.
Natural Gas Storage
Avista Utilities owns a one-third interest in Jackson Prairie, an underground aquifer natural gas storage field located near Chehalis, Washington. Jackson Prairie has a total peak day deliverability of 12 million therms, with a total working natural gas capacity of 256 million therms. Our share is one-third of the peak day deliverability and total working capacity. We also contract for additional storage capacity and delivery at Jackson Prairie from Northwest Pipeline for a portion of their one-third share of the storage project.
We optimize our natural gas storage capacity throughout the year by executing transactions that capture favorable market price spreads. Natural gas buyers identify opportunities to purchase lower cost natural gas in the immediate term to inject into storage, and then sell the gas in a forward market to be withdrawn later. The reverse of this type of transaction also occurs. These transactions lock in incremental value for customers. Jackson Prairie is also used as a variable peaking resource, and to protect from extreme daily price volatility during cold weather or other events affecting the market.
Future Gas Resource Needs
In March 2025, we filed our 2025 Natural Gas IRP with the WUTC, the IPUC and the OPUC. The IRP outlines a preferred resource portfolio which is designed to meet the forecast for system energy demand and comply with emissions legislation over the next 20 years. We regard the IRP as a tool for resource evaluation, rather than an acquisition plan for a particular project.
Highlights of the 2025 Natural Gas IRP include the following expectations and/or assumptions:
- Customer usage estimates are increasingly difficult to forecast due to the variety of rules and codes passed by Oregon, Washington, and federal administrations. The Washington building codes are assumed to remain in effect. See “Item 7. Management’s Discussion and Analysis of Financial Condition – Environmental Issues and Contingencies” for further discussion of Washington building codes, including impacts to our business.
- The IRP focuses on greenhouse gas emissions compliance program constraints of the CCA in Washington and the CPP in Oregon.
- The Oregon preferred resource strategy assumes the utilization of renewable natural gas resources and energy efficiency investments, as well as emissions reductions after 2029 and carbon capture starting in 2035 as the primary tools to meet customer energy needs and comply with the CPP program requirements.
- The Washington preferred resource strategy assumes the utilization of conventional natural gas and energy efficiency, along with allowance offsets that are provided by the state or purchased by the Company and emissions reductions to meet the requirements under the CCA.
The state of Idaho currently does not have any greenhouse gas emissions reduction policies, and as such the preferred resource strategy continues to utilize natural gas from existing access to supply basins, and our existing storage.
See “Item 7. Management’s Discussion and Analysis of Financial Condition – Environmental Issues and Contingencies” for further discussion of environmental laws, including impacts to our business.
We are required to file a natural gas IRP every two years and we anticipate our next IRP to be filed in 2027.
Utility Regulation
General
As a public utility, Avista Corp. is subject to regulation by state utility commissions for retail electric and natural gas rates, accounting, the issuance of securities and other matters. The retail electric and natural gas operations are subject to the jurisdiction of the WUTC, IPUC, OPUC and MPSC. Approval of the issuance of securities is not required from the MPSC. We are subject to the jurisdiction of the FERC for licensing of hydroelectric generation resources, and for electric transmission services and wholesale sales.
Since Avista Corp. is a “holding company” (in addition to being itself an operating utility), we are subject to the jurisdiction of the FERC under the Public Utility Holding Company Act of 2005, which imposes certain reporting and record-keeping requirements on Avista Corp. and its subsidiaries. We and our subsidiaries are required to make books and records available to the FERC and the state utility commissions. In addition, upon the request of any jurisdictional state utility commission, the FERC would have the authority to review assignment of costs of non-power goods and administrative services among us and our subsidiaries. The FERC has the authority generally to require that rates subject to its jurisdiction be just and reasonable and, in this context, would continue to be able to, among other things, review transactions of an affiliated company.
Our rates for retail electric and natural gas services (other than specially negotiated retail rates for industrial or large commercial customers, which are subject to regulatory review and approval) are generally determined on a “cost of service”
basis. Retail rates are designed to provide an opportunity to recover allowable operating expenses and earn a return of and a reasonable return on “rate base.” Rate base is generally determined by reference to the original cost (net of accumulated depreciation) of utility plant in service, subject to various adjustments for deferred income taxes and other items and subject to possible reduction to the extent that a regulatory commission finds that part of an investment was imprudent. Over time, rate base is increased by additions to utility plant in service and reduced by depreciation and write-offs as authorized/ordered by the utility commissions. Our operating expenses and rate base are allocated or directly assigned to five regulatory jurisdictions: electric in Washington and Idaho, and natural gas in Washington, Idaho and Oregon. In general, requests for new retail rates are made based on revenues, operating expenses and net investment for a test year that ended prior to the date of the request, subject to possible adjustments, which differ among the various jurisdictions, designed to reflect the expected revenues, operating expenses and net investment during the period new retail rates will be in effect. The retail rates approved by the state commissions in a rate proceeding may not provide sufficient revenues to provide recovery of costs and a reasonable return on investment for a number of reasons, including, but not limited to, ongoing capital expenditures and unexpected changes in revenues and expenses following the time new retail rates are requested in the rate proceeding (known as “regulatory lag”), the denial by the commission of recovery, or timely recovery, of certain expenses or investment and the limitation by the commission of the authorized return on investment.
Our rates for wholesale electric sales and electric transmission services, as well as certain natural gas transportation services, are based on either “cost of service” principles or market-based rates as set forth by the FERC. See “Notes 1, 13 and 23 of the Notes to Consolidated Financial Statements” for additional information about regulation (including power cost deferrals, purchased gas adjustments and decoupling mechanisms), depreciation and deferred income taxes.
See “Item 7. Management’s Discussion and Analysis – Regulatory Matters” for information on general rate cases.
Federal Laws Related to Wholesale Competition
Federal law promotes practices that foster competition in the electric wholesale energy market. The FERC requires electric utilities to transmit power and energy to or for wholesale purchasers and sellers, and requires electric utilities to enhance or construct transmission facilities to create additional transmission capacity for the purpose of providing these services. Public utilities (through subsidiaries or affiliates) and other entities may participate in the development of independent electric generating plants for sales to wholesale customers.
Public utilities operating under the FPA are required to provide open and non-discriminatory access to their transmission systems to third parties and establish an Open Access Same-Time Information System to provide an electronic means by which transmission customers can obtain information about available transmission capacity and purchase transmission access. The FERC also requires each public utility subject to the rules to operate its transmission and wholesale power merchant operating functions separately and to comply with standards of conduct designed to ensure that all wholesale users, including the public utility’s power merchant operations, have equal access to the public utility’s transmission system. Our compliance with these standards has not had a substantive impact on the operation, maintenance and marketing of our transmission system or our ability to provide service to customers.
See “Item 7. Management’s Discussion and Analysis – Competition” for further information, as well as "Note 22 of the Notes to Consolidated Financial Statements" for discussion of a complaint filed with the FERC regarding transmission planning.
Regional Transmission Planning
Beginning with FERC Order No. 888 and continuing with subsequent rulemakings and policies, the FERC has encouraged better coordination and operational consistency aimed at capturing efficiencies that might otherwise be gained through the formation of a Regional Transmission Organization or an independent system operator.
We meet our FERC requirements to coordinate transmission planning activities with other regional entities through NorthernGrid. Launched in 2020, NorthernGrid is an association of all major transmission providers throughout the Pacific Northwest and Intermountain West, with facilities in California, Idaho, Montana, Oregon, Utah, Washington and Wyoming. Through our participation in NorthernGrid, we meet the regional transmission planning requirements of FERC Order Nos. 890 and 1000, and follow-on orders. NorthernGrid and its members also work with other western organizations, including WestConnect and the California Independent System Operator (CAISO), to address broader interregional planning. Neither the costs nor requirements of participating in NorthernGrid’s coordinated transmission planning activities are expected to materially impact our operations or financial performance.
Regional Energy Markets
The CAISO operates the Western Energy Imbalance Market (EIM) in the western United States. We are participants in the Western EIM, along with all investor-owned utilities in the Pacific Northwest. The Western EIM, among other things, facilitates regional load balancing by allowing certain generating plants to receive automated dispatch signals from the CAISO in five-minute intervals.
Reliability Standards
Among its other provisions, the U.S. Energy Policy Act provides for the implementation of mandatory reliability standards and authorizes the FERC to assess penalties for non-compliance with these standards and other FERC regulations.
The FERC certified the NERC as the single Electric Reliability Organization authorized to establish and enforce reliability standards and delegate authority to regional entities for the purpose of establishing and enforcing reliability standards, including but not limited to cybersecurity measures. The FERC approves NERC Reliability Standards, including western region standards that make up the set of legally enforceable standards for the United States bulk electric system. We are required to self-certify our compliance with these standards on an annual basis and undergo regularly scheduled periodic reviews by the NERC and its regional entity, the Western Electricity Coordinating Council (WECC). Failure to comply with NERC reliability standards could result in substantial financial penalties. We have a robust internal compliance program in place to manage compliance activities and mitigate the risk of potential noncompliance with these standards. We do not expect the costs associated with compliance with these standards to have a material impact on our financial results.
As both a balancing authority and transmission operator, we must operate under the oversight of a reliability coordinator per NERC reliability standards. RC West is the reliability coordinator of record for 41 balancing authorities and transmission operators in the Western Interconnection, including Avista Corp. RC West oversees grid compliance with federal and regional grid standards, and can determine measures to prevent or mitigate system emergencies in day-ahead or real-time operations.
Vulnerability to Cyberattack
The energy sector, including electric and natural gas utility companies, has become the subject of cyberattacks with increased frequency and we, along with other utility companies, are the target of these frequent attacks.
A successful attack on our administrative networks could compromise the security and privacy of data, including operating, financial and personal information. A successful attack on our operating networks could impair the operation of our electric and/or natural gas utility facilities, possibly resulting in our inability to provide electric and/or natural gas service for extended periods of time.
We continually reinforce and update our defensive systems and comply with the NERC’s reliability standards. See “Reliability Standards,” “Item 1A. Risk Factors – Cybersecurity Risk Factors” and “Item 1C. Cybersecurity” for further information.
AVISTA UTILITIES ELECTRIC OPERATING STATISTICS
| ELECTRIC OPERATIONS OPERATING REVENUES (Dollars in Millions): | Years Ended December 31, 2025 | 2024 | 2023 |
|---|---|---|---|
| Residential | $550 | $473 | $425 |
| Commercial | 402 | 369 | 344 |
| Industrial | 142 | 131 | 110 |
| Public street and highway lighting | 9 | 9 | 8 |
| Total retail | 1,103 | 982 | 887 |
| Wholesale | 187 | 225 | 250 |
| Sales of fuel | 20 | 13 | (26) |
| Other | 34 | 81 | 61 |
| Total electric operating revenues | $1,344 | $1,301 | $1,172 |
| ENERGY SALES (Thousands of MWhs): | |||
| Residential | 4,114 | 4,018 | 4,020 |
| Commercial | 3,216 | 3,166 | 3,160 |
| Industrial | 1,912 | 1,785 | 1,671 |
| Public street and highway lighting | 15 | 17 | 17 |
| Total retail | 9,257 | 8,986 | 8,868 |
| Wholesale | 4,457 | 3,740 | 3,468 |
| Total electric energy sales | 13,714 | 12,726 | 12,336 |
| ENERGY RESOURCES (Thousands of MWhs): | |||
| Hydroelectric generation (from Company facilities) | 3,195 | 3,168 | 3,024 |
| Thermal generation (from Company facilities) | 4,815 | 4,995 | 5,084 |
| Purchased power | 6,040 | 4,965 | 5,121 |
| Power exchanges | (13) | (14) | (421) |
| Total power resources | 14,037 | 13,114 | 12,808 |
| Energy losses and Company use | (323) | (388) | (472) |
| Total energy resources (net of losses) | 13,714 | 12,726 | 12,336 |
| NUMBER OF RETAIL CUSTOMERS (Average for Period): | |||
| Residential | 376,349 | 371,076 | 366,450 |
| Commercial | 45,959 | 45,794 | 45,341 |
| Industrial | 1,159 | 1,175 | 1,188 |
| Public street and highway lighting | 761 | 739 | 690 |
| Total electric retail customers | 424,228 | 418,784 | 413,669 |
| RESIDENTIAL SERVICE AVERAGES: | |||
| Annual use per customer (KWh) | 10,931 | 10,827 | 10,971 |
| Revenue per KWh (in cents) | 13.37 | 11.78 | 10.58 |
| Annual revenue per customer (in dollars) | $1,462 | $1,276 | $1,160 |
| AVERAGE HOURLY LOAD (aMW) | 1,149 | 1,117 | 1,115 |
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AVISTA UTILITIES ELECTRIC OPERATING STATISTICS
| RETAIL NATIVE LOAD at time of system peak (MW): | Years Ended December 31, 2025 | 2024 | 2023 |
|---|---|---|---|
| Winter | 1,832 | 1,869 | 1,771 |
| Summer | 1,837 | 1,831 | 1,809 |
| COOLING DEGREE DAYS: (1) | |||
| Spokane, WA | |||
| Actual | 845 | 903 | 811 |
| Historical average | 607 | 596 | 585 |
| % of average | 139% | 152% | 139% |
| HEATING DEGREE DAYS: (2) | |||
| Spokane, WA | |||
| Actual | 5,782 | 5,875 | 6,012 |
| Historical average | 6,521 | 6,569 | 6,557 |
| % of average | 89% | 89% | 92% |
(1) Cooling degree days are the measure of the warmness of weather experienced, based on the extent to which the average of high and low temperatures for a day is above 65 degrees Fahrenheit (annual degree days above historical average indicate warmer than average temperatures).
(2) Heating degree days are the measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day is below 65 degrees Fahrenheit (annual degree days below historical averages indicate warmer than average temperatures).
AVISTA UTILITIES NATURAL GAS OPERATING STATISTICS
| NATURAL GAS OPERATIONS OPERATING REVENUES (Dollars in Millions): | Years Ended December 31, 2025 | 2024 | 2023 |
|---|---|---|---|
| Residential | $291 | $317 | $326 |
| Commercial | 137 | 163 | 164 |
| Interruptible | 9 | 9 | 13 |
| Industrial | 3 | 4 | 4 |
| Total retail | 440 | 493 | 507 |
| Wholesale | 52 | 61 | 55 |
| Transportation | 13 | 11 | 8 |
| Other | 79 | 41 | 1 |
| Total natural gas operating revenues | $584 | $606 | $571 |
| THERMS DELIVERED (Thousands of Therms): | |||
| Residential | 209,200 | 217,808 | 225,665 |
| Commercial | 132,932 | 137,972 | 138,719 |
| Interruptible | 25,503 | 20,682 | 20,158 |
| Industrial | 4,732 | 4,347 | 4,914 |
| Total retail | 372,367 | 380,809 | 389,456 |
| Wholesale | 228,646 | 271,803 | 262,188 |
| Transportation | 156,883 | 178,236 | 165,066 |
| Interdepartmental and Company use | 389 | 391 | 413 |
| Total therms delivered | 758,285 | 831,239 | 817,123 |
| NUMBER OF RETAIL CUSTOMERS (Average for Period): | |||
| Residential | 346,048 | 343,267 | 340,655 |
| Commercial | 37,481 | 37,353 | 37,193 |
| Interruptible | 51 | 52 | 50 |
| Industrial | 184 | 185 | 187 |
| Total natural gas retail customers | 383,764 | 380,857 | 378,085 |
| RESIDENTIAL SERVICE AVERAGES: | |||
| Annual use per customer (therms) | 605 | 635 | 662 |
| Revenue per therm (in dollars) | $1.39 | $1.46 | $1.44 |
| Annual revenue per customer (in dollars) | $840 | $925 | $956 |
| HEATING DEGREE DAYS: (1) | |||
| Spokane, WA | |||
| Actual | 5,782 | 5,875 | 6,012 |
| Historical average | 6,521 | 6,569 | 6,557 |
| % of average | 89% | 89% | 92% |
| Medford, OR | |||
| Actual | 4,169 | 3,963 | 4,295 |
| Historical average | 4,252 | 4,282 | 4,248 |
| % of average | 98% | 93% | 101% |
(1) Heating degree days are the measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day is below 65 degrees Fahrenheit (annual degree days below historic indicate warmer than average temperatures).
ALASKA ELECTRIC LIGHT AND POWER COMPANY
AEL&P is the primary operating subsidiary of AERC, and the sole utility providing electrical energy in Juneau, Alaska. Juneau is a geographically isolated community with no electric interconnections with the transmission facilities of other utilities and no pipeline access to natural gas or other fuels. Juneau’s economy is primarily driven by government activities, tourism, commercial fishing, and mining, as well as activities as the commercial hub of southeast Alaska.
AEL&P owns and operates electric generation, transmission and distribution facilities located in Juneau. AEL&P operates five hydroelectric generation facilities with 102.7 MW of hydroelectric generation capacity. AEL&P owns four of these generation facilities (totaling 24.5 MW of capacity) and has a PPA for the output of the Snettisham hydroelectric project (totaling 78.2 MW of capacity).
The Snettisham hydroelectric project is owned by the Alaska Industrial Development and Export Authority (AIDEA), a public corporation of the State of Alaska. AIDEA issued revenue bonds in 1998 (which were refinanced in 2015) to finance its acquisition of the project. These bonds were outstanding in the amount of $36 million as of December 31, 2025 and mature in January 2034. AEL&P has a PPA and operating and maintenance agreement with the AIDEA to operate and maintain the facility. This PPA is a take-or-pay obligation, expiring in December 2038. AIDEA's bonds are payable solely out of the revenues received under the PPA. Amounts payable by AEL&P under the PPA are equal to the required debt service on the bonds plus operating and maintenance costs.
This PPA is a finance lease and, as of December 31, 2025, the finance lease obligation was $36 million. Snettisham Electric Company, a non-operating subsidiary of AERC, has the option to purchase the Snettisham project at any time for a price equal to the principal amount of the bonds outstanding at that time. See “Note 5 of the Notes to Consolidated Financial Statements” for further discussion of the Snettisham finance lease obligation.
AEL&P has 107.5 MW of diesel generating capacity from four facilities to provide back-up service to firm customers when necessary.
The following graph shows AEL&P's hydroelectric generation (in thousands of MWhs) during the time periods indicated below:
(1) Normal hydroelectric generation is defined as the energy output of the plant during a year with average inflows to the reservoir.
As of December 31, 2025, AEL&P served approximately 17,600 customers. Its primary customers include city, state and federal governmental entities located in Juneau, as well as a mine located in the Juneau area. Most of AEL&P’s customers are served on a firm basis while certain of its customers, including its largest customer, are served on an interruptible sales basis. AEL&P maintains separate rate tariffs for each of its customer classes, as well as seasonal rates.
AEL&P’s operations are subject to regulation by the RCA with respect to customer rates, standard of service, facilities, accounting and certain other matters, but not with respect to the issuance of securities.
AEL&P is subject to the jurisdiction of the FERC with respect to permits and licenses necessary to operate certain of its hydroelectric facilities. One of these licenses (for the Lake Dorothy hydroelectric project) expires in 2053 while the other (for the Salmon Creek and Annex Creek hydroelectric projects) expires in 2058. Gold Creek is not subject to a FERC license requirement. Since AEL&P has no electric interconnection with other utilities and makes no wholesale sales, it is not subject to general FERC jurisdiction, other than the reporting and other requirements of the Public Utility Holding Company Act of 2005 as an Avista Corp. subsidiary.
The Snettisham hydroelectric project is subject to regulation by the State of Alaska with respect to dam safety and certain aspects of its operations. AEL&P is subject to regulation with respect to air and water quality, land use and other environmental matters under both federal and state laws.
AEL&P ELECTRIC OPERATING STATISTICS
| ELECTRIC OPERATIONS OPERATING REVENUES (Dollars in Millions): | Years Ended December 31, 2025 | 2024 | 2023 |
|---|---|---|---|
| Residential | $22 | $22 | $20 |
| Commercial and government | 25 | 27 | 27 |
| Total retail | 47 | 49 | 47 |
| Other | — | 1 | 1 |
| Total electric operating revenues | $47 | $50 | $48 |
| ENERGY SALES (Thousands of MWhs): | |||
| Residential | 169 | 171 | 161 |
| Commercial and government | 232 | 255 | 249 |
| Public street and highway lighting | 1 | 1 | 1 |
| Total electric energy sales | 402 | 427 | 411 |
| NUMBER OF RETAIL CUSTOMERS (Average for Period): | |||
| Residential | 15,330 | 15,236 | 15,142 |
| Commercial and government | 2,389 | 2,338 | 2,327 |
| Public street and highway lighting | 251 | 249 | 248 |
| Total electric retail customers | 17,970 | 17,823 | 17,717 |
| RESIDENTIAL SERVICE AVERAGES: | |||
| Annual use per customer (KWh) | 11,045 | 11,192 | 10,633 |
| Revenue per KWh (in cents) | 12.66 | 12.66 | 12.54 |
| Annual revenue per customer (in dollars) | $1,398 | $1,417 | $1,336 |
| HEATING DEGREE DAYS: (1) | |||
| Juneau, AK | |||
| Actual | 8,118 | 8,139 | 7,550 |
| Historical average | 8,336 | 8,336 | 8,336 |
| % of average | 97% | 98% | 91% |
(1) Heating degree days are the measure of the coldness of weather experienced, based on the extent to which the average of high and low temperatures for a day is below 65 degrees Fahrenheit (annual heating degree days below historical average indicate warmer than average temperatures).
OTHER BUSINESSES
The following table shows our assets related to our other businesses, including intercompany amounts as of December 31 (dollars in millions):
| Entity and Asset Type Avista Capital | 2025 | 2024 |
|---|---|---|
| Equity investments | $148 | $157 |
| Notes receivable – third parties | 11 | 18 |
| Other assets | 6 | 7 |
| Alaska companies (AERC and AJT Mining) | 12 | 12 |
| Total | $177 | $194 |
Avista Capital's equity investments are primarily investments in emerging technology and biotechnology companies and venture capital funds, as well as investment in a joint venture focused on local real estate development and economic growth.
Alaska companies includes AERC and AJT Mining, which is a wholly-owned subsidiary of AERC and is an inactive mining company holding certain real estate.
Risk factors
As filed, 44,100 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
RISK FACTORS
The following factors could have a significant impact on our operations, results of operations, financial condition or cash flows. These factors could cause future results or outcomes to differ materially from those discussed in our reports filed with the SEC (including this Annual Report on Form 10-K), and elsewhere. See “Forward-Looking Statements” for additional factors which could have a significant impact on our operations, results of operations, financial condition or cash flows and could cause actual results to differ materially from those anticipated in such statements. Additional risks and uncertainties not presently known to us or that we currently do not consider material could also adversely affect us. The realization of many of the risks discussed herein depends upon the prior occurrence of some event or circumstance – i.e. a “trigger”. We may or may not discuss the occurrence of a trigger that has not resulted in an adverse effect on us, and the absence of such disclosure should not be construed as a representation that no such trigger has occurred.
Utility Regulatory Risk Factors
Regulators may not grant rates that provide timely or sufficient recovery of our costs or allow a reasonable rate of return for our shareholders.
Avista Utilities' annual operating expenses and the costs associated with incremental investments in utility assets continue to grow at a faster rate than revenue. Our ability to recover these expenses and capital costs depends on the adequacy and timeliness of retail rate increases allowed by regulatory agencies, as well as managing costs. We expect to periodically file for rate increases with regulatory agencies to recover our expenses and capital costs and provide an opportunity to earn a reasonable rate of return for shareholders. If regulators do not grant rate increases or grant substantially lower rate increases than our requests in the future or if recovery of deferred expenses is disallowed, or if regulators do not allow us to recover costs associated with assets required to be retired or divested to comply with emerging laws and regulations, it could have a negative effect on our financial condition, results of operations or cash flows. See further discussion of regulatory matters in “Item 7. Management's Discussion and Analysis – Regulatory Matters.”
In the future, we may no longer meet the criteria for continued application of regulatory accounting principles for all or a portion of our regulated operations.
If we could no longer apply regulatory accounting principles, we could be:
- required to write off our regulatory assets, and be
- precluded from the future deferral of costs or decoupled revenues not recovered through rates at the time such amounts are incurred, even if we expect to recover these amounts from customers in the future.
See further discussion at “Note 1 of the Notes to Consolidated Financial Statements – Regulatory Deferred Charges and Credits.”
Operational Risk Factors
Wildfires ignited, or allegedly ignited, by Avista Corp. equipment or facilities, could cause significant loss of life and property, thereby causing serious operational and financial harm.
Our equipment may be the ignition source, or alleged cause of ignition, for wildfires and in the event of a fire caused by our equipment, we could potentially be held liable for resulting damages to life and property, as well as fire suppression costs. Also, wildfires could lead to extended operational outages of our equipment while we wait for the wildfire to be extinguished before restoring power, and the cost to implement rapid response or repair to such facilities could be significant. Wildfires caused by our equipment could cause significant damage to our reputation, which could erode shareholder, customer and community satisfaction. In addition, wildfires caused by our equipment could lead to increased litigation and insurance costs, loss of insurance coverage, the need to be self-insured or the need to consider non-traditional insurance coverage or other risk mitigation procedures. Wildfire risks may be exacerbated by increasing temperatures and/or decreasing precipitation due to climate change.
We are subject to various operational and event risks.
Our operations are subject to operational and event risks that include:
- severe weather or natural disasters, including, but not limited to, avalanches, wind storms, wildfires, earthquakes, floods, snow and ice storms, and heat waves due to normal weather variations as well as the impacts of climate change which could disrupt energy generation, transmission and distribution, as well as the availability and costs of materials, equipment, supplies, support services and general business operations,
- blackouts or disruptions of interconnected transmission systems (the regional power grid),
- unplanned outages at generating plants,
- changes in the availability and cost of purchased power, fuel and natural gas, including delivery constraints and restrictions imposed by the transition to renewable and/or non-emitting energy sources, which can disrupt service to customers,
- explosions, fires, accidents, or mechanical breakdowns that could occur while operating and maintaining our generation, transmission and distribution systems, including, but not limited to, increased risk associated with emerging renewable technologies as these technologies continue to mature,
- property damage or injuries to third parties caused by our generation, transmission and distribution systems,
- dam failure at a company-owned hydroelectric facility,
- natural disasters that can disrupt energy generation, transmission and distribution, and general business operations,
- terrorist attacks or other malicious acts that may disrupt or cause damage to our utility assets or the vendors we utilize, and
- increased costs or delay of capital projects associated with the ability of suppliers, vendors or contractors to perform,
- general workforce problems, including decreased employee engagement, which may impact strategy execution and negatively affect retention, ability to attract workers, and result in challenges in collective bargaining, possible work stoppages, and strikes. Retention of employees may also be negatively impacted by early retirements, insufficient remote work opportunities, and higher pay offered by other employers. Attractions of employees to support strategies may be affected by higher pay offered from other companies, more liberal remote work opportunities offered by other employers, and other work-life balance benefits afforded by other companies.
Disasters could affect the general economy, financial and capital markets, specific industries or our ability to conduct business. As protection against operational and event risks, we maintain business continuity and disaster recovery plans, maintain insurance coverage against some, but not all, potential losses and we seek to negotiate indemnification arrangements with contractors for certain event risks. However, insurance or indemnification agreements may not be adequate to protect against liability, extra expenses and operating disruptions from the operational and event risks described above. In addition, we are subject to the risk that insurers and/or other parties will dispute or be unable to perform on their obligations. If insurance or indemnification agreements are unable to adequately protect us or reimburse us for out-of-pocket costs, it could have a material adverse effect on our results of operations, financial condition and cash flows.
Damage to facilities could be caused by severe weather or natural disasters, such as snow, ice, wind storms, floods, wildfires, earthquakes or avalanches. The cost of implementing rapid response or repair to such facilities can be significant. Overhead electric lines are most susceptible to damage caused by severe weather and are not covered by insurance.
Physical attacks on our assets could have a negative impact on our business and our results of operations.
Our generation, transmission and distribution assets and the systems that monitor and operate these assets are critical infrastructure for providing service to our customers. Security threats are continuing to evolve, and our industry is subject to attempts to disrupt operations. Significant destruction or interruption of these assets and systems could prevent us from fulfilling our critical business functions, including delivering energy to customers. This could result in experiencing a loss of revenues and/or additional costs to replace or restore assets and systems, and may increase costs associated with heightened security requirements.
Lack of control over facilities under PPAs could impact power supply costs
Generating facilities not owned by us, whose output we acquire under a PPA, could be foreclosed on by creditors of the owner, even though we are performing under the terms of the PPA. This could result in either an increase in the price to be paid by us, or the output of the facilities being diverted from us and sold to other parties.
Adverse impacts to AEL&P could result from an extended outage of its hydroelectric generating resources or its inability to deliver energy, due to its lack of interconnectivity to other electrical grids and the cost of replacement power (diesel).
AEL&P operates several hydroelectric power generation facilities and has diesel generating capacity to provide backup service to firm customers when necessary; however, a single hydroelectric power generation facility, the Snettisham hydroelectric project, provides approximately two-thirds of AEL&P’s hydroelectric power generation. Issues that negatively affect AEL&P's ability to generate or transmit power or a decrease in the demand for the power generated by AEL&P could negatively affect our results of operations, financial condition and cash flows.
Climate Change Risk Factors
A trend of increasing average temperatures and its effects could cause significant direct and indirect impacts on our operations and results of operations.
Climate change may exacerbate existing risks related to weather and weather-related events. Potential direct effects of climate change include changes in the timing and magnitude of snowpack and streamflow, impacting hydroelectric generation; timing and magnitude of changes in electric and gas load; increased weather-related stress on, or damage to, energy infrastructure; increased frequency and intensity of extreme weather events that may impact energy generation and delivery.
Indirect impacts associated with climate change may include increased costs to generate electricity or secure natural gas and deliver energy to customers; impacts to the timing or amount of operating revenues; increased costs to maintain or construct energy infrastructure in adaptation to a changing climate; increased costs or inability to obtain insurance coverage; and regional impacts to the demographic makeup, economy or financial conditions of our customers. Indirect impacts also include risks associated with new and emerging laws and regulations, which could have a material adverse impact on our business and results of operations. See further discussion at “Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies.”
Cybersecurity Risk Factors
Cyberattacks, ransomware, terrorism or other malicious acts could disrupt our businesses and have a negative impact on our results of operations and cash flows.
We rely on interconnected technology systems for operation of our generating plants, electric transmission and distribution systems, natural gas distribution systems, customer billing and customer service, accounting and other administrative processes and compliance with various regulations. In addition, in the ordinary course of business, we collect and retain sensitive information including personal information about our customers and employees.
Cyberattacks, ransomware, terrorism or other malicious acts could damage, destroy or disrupt these systems for an extended period of time. The energy sector, including electric and natural gas utility companies have become the subject of cyberattacks with increased frequency. Our administrative and operating networks are targeted by hackers on a regular basis. Additionally, the facilities and systems of clients, suppliers and third party service providers could be vulnerable to the same cyber or terrorism risks as our facilities and systems and such third party systems may be interconnected to our systems both physically and technologically. Therefore, an event caused by cyberattacks, ransomware or other malicious act at an interconnected third party could impact our business and facilities similarly. Any failure, unexpected, or unauthorized use of technology systems could result in the unavailability of such systems, and could result in a loss of operating revenues, an increase in operating expenses and costs to repair or replace damaged assets. Any of the above could also result in the loss or release of confidential customer and/or employee information or other proprietary data that could adversely affect our reputation and competitiveness, could result in costly litigation and negatively impact our results of operations. These cyberattacks have become more common and sophisticated and, as such, we could be required to incur costs to strengthen our systems and respond to emerging concerns.
There are various risks associated with technology systems such as hardware or software failure, communications failure, data distortion or destruction, unauthorized access to data, misuse of proprietary or confidential data, unauthorized control through electronic means, programming mistakes and other deliberate or inadvertent human errors.
Technology Risk Factors
Our technology may become obsolete, development of new technologies could create additional risk, or we may not have sufficient resources to manage our technology.
Our technology may become obsolete before the end of its useful life. In addition, custom or new technology (including generative artificial intelligence) that is heavily relied upon may not be maintained and updated appropriately due to resource restraints, or other factors, which could cause technology failures or give rise to additional operational or security risks. Generative artificial intelligence could also create additional regulatory scrutiny and generate uncertainty around intellectual property ownership and/or licensing or use. Technology (including artificial intelligence) is also subject to intentional misuse (by criminals, terrorists or other bad actors). Technology failures or incidents of misuse could result in significant adverse effects on our operations, results of operations, financial condition and cash flows.
We may be adversely affected by our inability to successfully implement certain technology projects.
There are inherent risks associated with replacing and changing systems, which could have a material adverse effect on our results of operations, financial condition and cash flows. Finally, there is the risk that we ultimately do not complete a project and will incur contract cancellation or other costs, which could be significant.
Problems with the transition, design or implementation of our new enterprise resource planning system could interfere with our business and operations, and adversely affect our financial condition.
We are in the process of planning for the implementation of a new cloud-based enterprise resource planning system, which will take multiple years to complete. See further information on the enterprise resource planning system within “Item 7. Management's Discussion and Analysis – Executive Overview”. There are transitional risks associated with the implementation, which may include loss of data in the conversion from on-premises systems to the cloud, difficulty compiling data for external reporting requirements, costs increasing throughout the project, or other challenges in our business operations. Difficulties faced during the transition could have a material adverse effect on our business, financial condition, and results of operations.
The expanded adoption of artificial intelligence has the potential to increase exposure to cyberattacks and negatively impact business operations.
The adoption of artificial intelligence (AI) is driving demand for energy while also presenting opportunities and unique risks to the utility business. AI enabled tools are proving to increase efficiency and add value to daily work processes as the use and adoption continues to expand. While use cases to drive efficiencies through AI develop, cyber attackers are targeting the tools and systems used to create the efficiencies, requiring enhanced analytics and monitoring. Reliance on AI generated information and data may enhance the exposure risk over time.
AI driven solutions will be essential to compete in the marketplace, whether it be for material or energy procurement, or financial transactions, AI will accelerate data driven decision making. Therefore, AI literacy is essential. Not advancing the understanding and use of AI may compromise the operational and financial progress of the Company.
Strategic Risk Factors
Our strategic business plans, which may be affected by the foregoing, may change, including the entry into new businesses and/or the exit from existing businesses and/or the curtailment of our business development efforts where potential future business is uncertain.
Our strategic business plans could be affected by or result in the following:
- disruptive innovations in the marketplace may outpace our ability to compete or manage our risk (including the transition to renewable and/or non-emitting energy resources),
- customers may have a choice in the future over the sources from which to receive their energy, and we may not be able to compete,
- potential difficulties in integrating acquired operations and in realizing expected opportunities, diversions of management resources and losses of key employees, challenges with respect to operating new businesses and other unanticipated risks and liabilities,
- reduced control over generation resources resulting from reliance on contract power from third-party owners of generation assets, which could limit our ability to balance resources with demand,
- market or other conditions that could adversely affect our operations or require changes to our business strategy and could result in reduced assets and net income,
- affordability of electric and/or gas services may be a challenge for customers resulting in increased delayed payment for utility services,
- potential reputational risk arising from repeated general rate case filings, degradation in the quality of service, or from failed strategic investments and opportunities, which could erode shareholder, customer and community satisfaction with the Company, and
- the risk of municipalization or other form of service territory reduction.
Non-regulated investments in businesses outside of our core utilities operations may increase earnings volatility and can be difficult to sell due to their illiquid nature.
The fair values of our respective equity investments fluctuate from period to period, and such changes in fair value directly affect our net income. While we make these investments after prudent analysis and with the expectation of eventual financial gains, there is no assurance these investments will ultimately be successful. A significant portion of our investment portfolio consists of equity interests in privately held companies, which are inherently illiquid due to a lack of established market. Liquidity events are largely outside of our control, and may not occur on a timely basis (or may never occur). In addition, it is likely the value of these investments will continue to fluctuate as the businesses continue to mature, causing corresponding changes in our net income. The risks faced by these businesses may differ from the risks faced by our utility operations.
External Mandates Risk Factors
External mandate risk involves forces outside the Company, which may include significant changes in customer expectations, disruptive technologies that result in obsolescence of our business model and government action that could impact the Company.
Actions or limitations to address concerns over long-term climate change, both globally and within our utilities' service areas, may affect our operations and financial performance.
Legislative, regulatory and advocacy efforts at the local, state, national and international levels concerning climate change and other environmental issues could have significant impacts on our operations. The electric and natural gas utility industries are frequently affected by proposals to curb greenhouse gas and other air emissions. Various regulatory and legislative proposals have been made to limit or further restrict byproducts of combustion, including those resulting from the use of natural gas by our customers. In addition, there are regulatory and legislative initiatives that have been passed which are designed to limit greenhouse gas emissions and increase the use of renewable sources of energy. In addition, regulatory and legislative initiatives may restrict customers' access to natural gas and/or require or limit natural gas infrastructure in buildings. Other initiatives may seek to promote social interests expressed as energy equity, environmental justice or similar frameworks. Such legislation could direct and/or restrict the operation and raise the costs of our power generation resources and energy delivery infrastructure as well as the distribution of natural gas to our customers.
We expect continuing legislative and regulatory activity in the future, and we are evaluating the extent to which potential changes to environmental laws and regulations may:
- increase the operating costs of generating plants,
- increase the lead time and capital costs for the construction of new generating plants,
- require modification of our existing generating plants,
- require existing generating plant operations to be curtailed or shut down,
- reduce the amount of energy available from our generating plants,
- restrict the types of generating plants that can be built or contracted with,
- require construction of specific types of generation plants at higher cost, including emerging generation sources still in development that operate at a higher risk of failure, and
- increase the cost or limit our ability to distribute natural gas to customers.
See “Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies” for discussion regarding environmental issues and legislation which may affect our operations.
We have contingent liabilities, including certain matters related to potential environmental liabilities, and cannot predict the outcome of these matters.
In the normal course of our business, we have matters that are the subject of ongoing litigation, mediation, investigation and/or negotiation. We cannot predict the ultimate outcome or potential impact of any issue, including the extent, if any, of insurance coverage or recovery through the ratemaking process. We are subject to environmental regulation by federal, state and local authorities related to our past, present and future operations. See “Note 22 of the Notes to Consolidated Financial Statements” for further details of these matters.
Import tariffs could lead to increased prices on energy commodities and/or equipment and materials that are critical to our business.
Tariffs and other restrictions on trade with foreign countries could significantly increase the prices of energy commodities (electricity and natural gas) and equipment and materials that are critical to our business. In addition, tariffs and trade restrictions could have a similar impact on our suppliers and certain customers, which could have a negative impact on our financial condition, results of operations and cash flows.
See “Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies” and “Forward-Looking Statements” for discussion of or reference to additional external mandates which could have a material adverse effect on our results of operations, financial condition and cash flows.
Financial Risk Factors
Weather (temperatures, precipitation levels, wind patterns and storms) has a significant effect on our results of operations, financial condition and cash flows. These effects could increase as climate changes occur.
Weather impacts are described in the following subtopics:
- certain retail electricity and natural gas sales,
- the cost of natural gas supply, and
- the cost of power supply.
Certain retail electricity and natural gas sales volumes vary directly with changes in temperatures. We normally have our highest retail (electric and natural gas) energy sales during the winter heating season in the first and fourth quarters of the year. We also have high electricity demand for air conditioning during the summer (third quarter). In general, warmer weather in the heating season and cooler weather in the cooling season will reduce our customers’ energy demand and our retail operating revenues. The revenue and earnings impact of weather fluctuations is somewhat mitigated by our decoupling mechanisms; however, we could experience liquidity constraints during the period between when decoupling revenue is earned and when it is subsequently collected from customers through retail rates.
The cost of natural gas supply is impacted by both supply-side factors (amount of natural gas production, level of natural gas in storage, volumes of natural gas imports and exports, regulatory restraints or costs on natural gas production and delivery) and demand-side factors (variations in weather, level of economic growth, availability and prices of other fuels). Prices tend to increase with higher demand during periods of cold weather. Inter-regional natural gas pipelines and competition for supply can allow demand-driven price volatility in other regions of North America to affect prices in the Pacific Northwest. Increased costs adversely affect cash flows when we purchase natural gas for retail supply at prices above the amount allowed for recovery in retail rates. We defer differences between actual natural gas supply costs and the amount currently recovered in retail rates and we are generally allowed to recover substantially all of these differences after regulatory review. However, these deferred costs require cash outflows from the time of natural gas purchases until the costs are later recovered through retail rates.
The cost of power supply can be significantly affected by weather, and therefore is subject to trends in climate change. Precipitation (consisting of snowpack, its water content and runoff pattern plus rainfall) and other streamflow conditions (such as regional water storage operations) significantly affect hydroelectric generation capability. Variations in hydroelectric generation inversely affect our reliance on market purchases and thermal generation. To the extent that hydroelectric generation is less than normal, more costly power supply resources must be dispatched or acquired and the ability to realize net benefits from surplus hydroelectric wholesale sales is reduced. Wholesale prices also vary based on wind patterns as wind generation capacity is material in the Pacific Northwest but its contribution to supply is inconsistent.
The price of power in the wholesale energy markets tends to be higher during periods of high regional demand, such as occurs with temperature extremes. Climate change may increase the frequency and magnitude of temperature extremes. We may need to purchase power in the wholesale market during peak price periods. The price of natural gas as fuel for natural gas-fired electric generation tends to increase during periods of high demand which are often related to temperature extremes. We may need to purchase natural gas fuel in these periods of high prices to meet electric demands. The cost of power supply during peak usage periods may be higher than the retail sales price or the amount allowed in retail rates by our regulators. To the extent that power supply costs are above the amount allowed currently in retail rates, the difference is partially absorbed by the Company in current expense and is partially deferred or shared with customers through regulatory mechanisms. However, these deferred costs require cash outflows from the time of power purchases until the costs are later recovered through retail rates.
The price of power tends to be lower during periods with excess supply, such as the spring when hydroelectric conditions are usually at their maximum and various facilities are required to operate to meet environmental mandates. Oversupply can be exacerbated when intermittent resources such as wind generation produce output that may be supported by price subsidies. In extreme situations, we may be required to sell excess energy at negative prices.
As a result of these combined factors, our net cost of power supply – the difference between our costs of generation and market purchases, reduced by our revenue from wholesale sales – varies significantly because of weather.
We rely on regular access to financial markets, but we cannot assure favorable or reasonable financing terms will be available when we need them.
Access to capital markets is critical to our operations and our capital structure. We have significant capital requirements that we expect to fund, in part, by accessing capital markets. As such, the state of financial markets and credit availability in the global, United States and regional economies impact our financial condition. We could experience increased borrowing costs or limited access to capital on reasonable terms.
We access long-term capital markets to finance capital expenditures, repay maturing long-term debt and obtain additional working capital, including needs related to power and natural gas purchases and sales, from time-to-time. Our ability to access capital on reasonable terms is subject to numerous factors and market conditions, many of which are beyond our control. If we are unable to obtain capital on reasonable terms, it may limit or prohibit our ability to finance capital expenditures and repay maturing long-term debt. Our liquidity needs could exceed our short-term credit availability and lead to defaults on various financing arrangements. We would also likely be prohibited from paying dividends on our common stock.
Performance of the financial markets could also result in significant declines in the market values of assets held by our pension plan and/or a significant increase in the pension liability (which impacts the funded status of the plan) and could increase future funding obligations and pension expense.
We rely on credit from financial institutions for short-term borrowings. We need adequate levels of credit with financial institutions for short-term liquidity. There is no assurance that we will have access to credit beyond the expiration dates of our committed line of credit agreements. These agreements contain customary covenants and default provisions.
Any default on the lines of credit or other financing arrangements of Avista Corp. or our “significant subsidiaries,” if any, could result in cross-defaults to other agreements of such entity, and/or to the line of credit or other financing arrangements of any other of such entities. Defaults could also induce vendors and other counterparties to demand collateral. In the event of any such default, it would be difficult to obtain financing on reasonable terms to pay creditors or fund operations. We would also likely be prohibited from paying dividends on our common stock.
Downgrades in our credit ratings could impede our ability to obtain financing, adversely affect the terms of financing and impact our ability to transact for or hedge energy resources. If we do not maintain our investment grade credit rating with the major credit rating agencies, we could expect increased debt service costs, limitations on our ability to access capital markets or obtain other financing on reasonable terms, and requirements to provide collateral (in the form of cash or letters of credit) to lenders and counterparties. In addition, credit rating downgrades could reduce the number of counterparties willing to do business with us or result in the termination of outstanding regulatory authorizations for certain financing activities.
Credit risk may be affected by industry concentration and geographic concentration.
We have concentrations of suppliers and customers in the electric and natural gas industries, including:
- electric and natural gas utilities,
- electric generators and transmission providers,
- oil and natural gas producers and pipelines,
- financial institutions including commodity clearing exchanges and related parties, and
- energy marketing and trading companies.
We have concentrations of credit risk related to our geographic location in the western United States and western Canada energy markets. These concentrations of counterparties and concentrations of geographic location may affect our overall exposure to credit risk because the counterparties may be similarly affected by changes in conditions.
We are a participant in the EIM, and engage in direct and indirect power purchase and sale transactions in connection with that participation. The EIM collateral requirements are based on established credit criteria, but there is no assurance the collateral will be sufficient to cover obligations that counterparties may owe each other in the EIM, and credit losses could be allocated among all EIM participants, including us. A significant failure of a participant in the EIM to make payments when its obligations are due could have a ripple effect on our counterparties in the power and gas markets if those counterparties experience ancillary liquidity issues, and could result in a decline in the ability of our counterparties to perform on their obligations.
Activist shareholder actions could have a negative impact on our business and operations.
Shareholder activism can take many forms and arise in a variety of situations. Actions by activist shareholders could include engaging in proxy solicitations, making or advancing shareholder proposals, or otherwise attempting to assert influence on our board of directors and/or management. Response to these actions could result in substantial costs, require significant attention from our board of directors and management, and divert resources from the execution of our strategy and business operations.
Shareholder activism could result in perceived uncertainties, negatively affect our business opportunities, our ability to access capital markets, and relationships with our customers and employees. These actions could have a material adverse effect on our financial condition and results of operations, and could result in significant fluctuations in the trading price of our common stock based on market perceptions or other factors.
Energy Commodity Risk Factors
Energy commodity price changes affect our cash flows and results of operations.
Energy commodity prices can be volatile. We rely on energy markets and other counterparties for energy supply, surplus and optimization transactions and commodity price hedging. A combination of factors exposes our operations to commodity price risks, including:
- our obligation to serve our retail customers at rates set through the regulatory process - we cannot decline to serve our customers and we cannot change retail rates to reflect current energy prices unless and until we receive regulatory approval,
- customer demand, which is beyond our control because of weather, customer choices, prevailing economic conditions and other factors,
- some of our energy supply cost is fixed by the nature of the energy-producing assets or through contractual arrangements (however, a significant portion of our energy resource costs are not fixed), and
- the potential non-performance by commodity counterparties, which could lead to replacement of the scheduled energy or natural gas at higher prices.
Because we must supply the amount of energy demanded by our customers and we must sell it at fixed rates and only a portion of our energy supply costs are fixed, we are subject to the risk of buying energy at higher prices in wholesale energy markets (and the risk of selling energy at lower prices if we are in a surplus position). Electricity and natural gas in wholesale markets are commodities with historically high price volatility. Changes in wholesale energy prices affect, among other things, the cash requirements to purchase electricity and natural gas for retail customers or wholesale obligations and the market value of derivative assets and liabilities.
We hedge a portion of our energy commodity risk with physical and financial derivative instruments that may require the posting of collateral. When we enter into fixed price energy commodity transactions for future delivery, we are subject to credit terms that may require us to provide collateral to wholesale counterparties related to the difference between forward prices and the agreed upon fixed prices. These collateral requirements can place significant demands on our cash flows or borrowing arrangements. Price volatility can cause collateral requirements to change quickly and significantly.
Cash flow deferrals related to energy commodities can be significant. We are permitted to collect from customers only amounts approved by regulatory commissions. However, our costs to provide energy service can be much higher or lower than the amounts currently billed to customers. We are permitted to defer income statement recognition and recovery from customers for some of these differences, which are recorded as deferred charges with the opportunity for future recovery through retail rates. These deferred costs are subject to review for prudence and potential disallowance by regulators, who have discretion as to the extent and timing of future recovery or refund to customers.
Power and natural gas costs higher than those recovered in retail rates negatively impact cash flows. Amounts that are not allowed for deferral or which are not approved to become part of customer rates affect our results of operations.
Even if our regulators ultimately allow the recovery of deferred power and natural gas costs, our operating cash flows can be negatively affected until these costs are recovered from customers.
Fluctuating energy commodity prices and volumes in relation to our energy risk management process can cause volatility in our cash flows and results of operations. We engage in active hedging and resource optimization practices to reduce energy cost volatility and economic exposure related to commodity price fluctuations. We routinely enter into contracts to hedge a portion of our purchase and sale commitments for electricity and natural gas, as well as forecasted excess or deficit energy positions and inventories of natural gas. We use physical energy contracts and derivative instruments, such as forwards, futures, swaps and options traded in the over-the-counter markets or on exchanges. If market prices decrease compared to the prices we have locked in with our energy commodity derivatives, this will result in a liability related to these derivatives, which can be significant. As a result of price fluctuations, we may be required to post significant amounts of cash or letters of credit as collateral depending on fluctuations in the fair value of the derivative instruments.
We do not attempt to fully hedge our energy resource assets or our forecasted net positions for various time horizons. To the extent we have positions that are not hedged, or if hedging positions do not fully match the corresponding purchase or sale, fluctuating commodity prices could have a material effect on our operating revenues, resource costs, derivative assets and liabilities, and operating cash flows. In addition, actual loads and resources typically vary from forecasts, sometimes to a significant degree, which require additional transactions or dispatch decisions that impact cash flows.
The hedges we enter into are reviewed for prudence by our various regulators and deferred costs (including those as a result of our hedging transactions) are subject to review for prudence and potential disallowance by regulators.
Generation plants may become obsolete. We rely on a variety of generation and energy commodity market sources to fulfill our obligation to serve customers and meet the demands of our counterparty agreements. Some of our generation sources, such as coal, may become obsolete or be prematurely retired through regulatory action or legislation. This could result in higher commodity costs to replace the lost generation, as well as higher costs to retire the generation source before the end of its expected life. This also includes costs (including replacement of lost generation) associated with our transfer of Colstrip ownership to NorthWestern as of January 1, 2026. See “Item 7. Management's Discussion and Analysis – Environmental Issues and Contingencies” for discussion regarding environmental and other issues surrounding Colstrip.
Compliance Risk Factors
There have been numerous changes in legislation, related administrative rulemakings, and Executive Orders, including periodic audits of compliance with such rules, which may adversely affect our operational and financial performance.
We expect to continue to be affected by legislation at the national, state and local level, as well as by administrative rules and requirements published by government agencies, including but not limited to the FERC, the EPA and state regulators. We are also subject to NERC and WECC reliability standards. The FERC, the NERC and the WECC perform periodic audits of the Company. Failure to comply with the FERC, the NERC, or the WECC requirements can result in financial penalties.
Future legislation, administrative rules or Executive Orders could have a material adverse effect on our operations, results of operations, financial condition and cash flows.
Resource Adequacy Risk Factors
Multiple factors are influencing the ability to source and deliver adequate energy to meet customer demand, which could lead to power and gas market liquidity risks.
Local and regional factors may occur and impact our ability to meet energy needs during periods of high demand or unplanned events. Locally, some combination of factors such as unanticipated load growth, unforeseen localized climatic changes, decreases in water availability for hydro generation, and prolonged unplanned generation outages could result in being short the energy we need to meet customer demand. External to localized conditions and events, the regional wholesale market, to which we would turn to purchase energy to meet short-term shortfalls, has become strained during regional events. If the northwest region does not build sufficient new generation capacity and additional transmission and gas transport, there is a risk that we will not be able to depend on excess energy market purchases to meet customer demand during extreme weather events. These factors are increasing the risk of potential regional energy supply shortages and the ability for us to access additional energy during periods of high demand or unplanned events.
Cybersecurity
As filed, 4,091 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
The energy sector, including electric and natural gas utility companies, has become the subject of cyberattacks with increased frequency and we, along with other utility companies, are the target of these frequent attacks. In addition, there is a growing reliance on third party providers which are also subject to attacks and breaches. Any unexpected failure, or unauthorized access to technology systems or third parties relied upon can result in the unavailability of systems or services, which can result in a loss of operating revenues, damage to our brand and reputation, and/or an increase in operating expenses and costs to repair or replace damaged assets. To date, we have not identified any risks from cybersecurity threats that have materially affected or are reasonably likely to materially affect our results of operation or financial condition. See “Risk Factors – Cybersecurity Risk Factors” for further information regarding the risks we face from cybersecurity threats.
We consider the management of cybersecurity risk in our overall enterprise risk management process. See “Item 7. Management’s Discussion and Analysis - Enterprise Risk Management” for further discussion of the process.
We mitigate cyber risk by maintaining an enterprise security program based on the National Institute of Standards and Technology Cybersecurity Framework. This program includes trainings and exercises at all levels of the Company. Our security program incorporates enterprise business continuity which facilitates a business impact analysis of core functions for development of emergency operating and disaster recovery plans and coordinates annual testing and training exercises. In addition, there are independent third party and regulatory audits of our security program.
The cybersecurity risk management program is overseen by senior leadership within our Technology and Security functions. The program is led by the Senior Vice President of Operations and Technology and the Vice President, Chief Information and Security Officer. The Senior Vice President of Operations and Technology has more than 20 years of experience in information technology leadership, including roles directing enterprise systems and cybersecurity programs at other companies. The Vice President, Chief Information and Security Officer has over 15 years of experience at the Company, having served in engineering and technology leadership roles, including as the Director of Information Technology Infrastructure and the Director of Applications. This program includes maintenance of appropriate cybersecurity measures, such as firewalls, anti-virus, patching, and other zero-trust security protocols, monitoring for intrusion and security events that may include a data breach or an attack on our operations, and working with our supply chain department to ensure contracts with third party service providers include appropriate requirements for the mitigation of cybersecurity risk that might impact our business.
Our data breach response team is comprised of designated members of the technology department, senior management and other appropriate individuals. The team is tasked with assessing, managing and responding to material cybersecurity incidents involving either our systems or the systems of third party service providers. The data breach response team includes subject matter experts within the Company, as well as outside experts who specialize in cybersecurity response. A subset of this team is also responsible for assessing the materiality of cybersecurity incidents, reporting to the Audit Committee of the Board of Directors as appropriate, and ensuring timeline reporting of cybersecurity incidents deemed material to the Company.
The Environmental, Technology and Operations Committee of the Board of Directors oversees our management of cybersecurity risks. This Committee is briefed on security policy, programs and incidents on at least a quarterly basis. The Audit Committee of the Board of Directors provides oversight of required disclosures relating to cybersecurity.
Properties
As filed, 8,293 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
Substantially all of Avista Utilities' properties are subject to the lien of Avista Corp.'s mortgage indenture.
Avista Utilities' electric properties, located in the states of Washington, Idaho, Montana and Oregon, include the following:
Company-Owned Generation Properties
| Hydroelectric Generating Stations (River) Washington: | Present Capability (MW) (1) |
|---|---|
| Long Lake (Spokane) | 88 |
| Little Falls (Spokane) | 48 |
| Nine Mile (Spokane) | 41 |
| Upper Falls (Spokane) | 10 |
| Monroe Street (Spokane) | 15 |
| Idaho: | |
| Cabinet Gorge (Clark Fork) (2) | 273 |
| Post Falls (Spokane) | 12 |
| Montana: | |
| Noxon Rapids (Clark Fork) | 562 |
| Total Hydroelectric | 1,049 |
| Thermal Generating Stations (cycle, fuel source) | |
| Washington: | |
| Kettle Falls GS (combined-cycle, wood waste) (3) | 53 |
| Kettle Falls CT (combined-cycle, natural gas) (3) | 7 |
| Northeast CT (simple-cycle, natural gas) | 65 |
| Boulder Park GS (simple-cycle, natural gas) | 25 |
| Idaho: | |
| Rathdrum CT (simple-cycle, natural gas) | 166 |
| Montana: | |
| Colstrip Units 3 and 4 (simple-cycle, coal) (4) | — |
| Oregon: | |
| Coyote Springs 2 (combined-cycle, natural gas) | 322 |
| Total Thermal | 638 |
| Total Generation Properties | 1,687 |
(1) Present capability is the maximum capacity of the plant under standard test conditions without exceeding specified limits of temperature, stress and environmental conditions.
(2) For Cabinet Gorge, we have water rights permitting generation up to 265 MW. However, if natural stream flows will allow for generation above our water rights, we are able to generate above our water rights. If natural stream flows only allow for generation at or below 265 MW, we are limited to generation of 265 MW. The present capability disclosed above represents the capability based on maximum stream flow conditions when we are allowed to generate above our water rights.
(3) These generating stations can operate as separate single-cycle plants or combined-cycle with the natural gas plant providing exhaust heat to the wood boiler to increase efficiency.
(4) Our 15 percent interest in Colstrip was transferred to NorthWestern on January 1, 2026. See “Item 7. Management’s Discussion and Analysis of Financial Condition – Colstrip” for information related to Colstrip Units 3 and 4.
Electric Power Purchase Agreements
Avista Utilities enters into long-term PPAs to purchase a portion or all of the output of specific generation assets. These generating assets are owned by other parties, not the Company, and are not subject to the lien of Avista Corp.'s mortgage indenture. However, these assets are subject to the liens securing the indebtedness of the respective owners. See further discussion of certain of these PPAs in “Part 1 – Item 1. Business – Avista Utilities – Electric Operations”. The following is a summary of PPAs as of December 31, 2025:
| Generating Source Hydroelectric | Present Capability (MW) (1) | Expiration of Contract |
|---|---|---|
| Douglas County PUD | 16 | 2028 |
| Grant County PUD | 76 | 2052 |
| Chelan County PUD (2) | 263 | 2045 |
| Columbia Basin Hydro (3) | 103 | 2045 |
| Total Hydroelectric | 458 | |
| Thermal | ||
| Lancaster | 276 | 2041 |
| Wind | ||
| Clearwater Wind | 98 | 2055 |
| Palouse Wind | 105 | 2042 |
| Rattlesnake Flat Wind | 144 | 2040 |
| Total Wind | 347 | |
| Solar | ||
| Lind Solar | 20 | 2038 |
| Total Power Purchase Agreements | 1,100 |
(1) Present capability is the maximum capacity of the plant under standard test conditions without exceeding specified limits of temperature, stress and environmental conditions.
(2) Our contracted portion of generation asset output from Chelan County PUD changes throughout the life of the agreement. Our output is expected to increase 88 MW in 2026, decrease 88 MW in 2032, and decrease 88 MW in 2034.
(3) Our output from this contract is expected to increase to a total of 147 MW by 2030 as we receive additional capacity under this contract.
Electric Distribution and Transmission Plant
Avista Utilities owns and operates approximately 20,000 miles of primary and secondary electric distribution lines providing service to retail customers. We have an electric transmission system of approximately 700 miles of 230 kV line and approximately 1,600 miles of 115 kV line. We also own an 11 percent interest in approximately 600 miles of a 500 kV line between Colstrip, Montana and Townsend, Montana. Our transmission and distribution systems also include numerous substations with transformers, switches, monitoring and metering devices and other equipment.
The 230 kV lines are the backbone of our transmission grid and are used to transmit power from generation resources, including Noxon Rapids, Cabinet Gorge and the Mid-Columbia hydroelectric projects, to the major load centers in our service area, as well as to transfer power between points of interconnection with adjoining electric transmission systems. These lines interconnect at various locations with the BPA, Grant County PUD, PacifiCorp, NorthWestern and Idaho Power Company and serve as points of delivery for power from generating facilities outside of our service area, including Colstrip, Coyote Springs 2 and the Lancaster Plant.
These lines also provide a means to optimize resources through short-term purchases and sales of power with entities within and outside of the Pacific Northwest.
The 115 kV lines provide for transmission of energy and the integration of smaller generation facilities with our service-area load centers, including the Spokane River hydroelectric projects, the Kettle Falls projects, Rathdrum CT, Boulder Park GS and Northeast CT. These lines interconnect with the BPA, Chelan County PUD, the Grand Coulee Project Hydroelectric Authority, Grant County PUD, NorthWestern, PacifiCorp and Pend Oreille County PUD. Both the 115 kV and 230 kV interconnections with the BPA are used to transfer energy to facilitate service to each other’s customers that are connected through the other’s transmission system. We hold a long-term transmission agreement with the BPA that allows us to serve our native load customers that are connected through the BPA’s transmission system.
Natural Gas Plant
Avista Utilities has natural gas distribution mains of approximately 3,600 miles in Washington, 2,300 miles in Idaho and 2,400 miles in Oregon. We have natural gas transmission mains of approximately 75 miles in Washington and 15 miles in Oregon. Our natural gas system includes numerous regulator stations, service distribution lines, monitoring and metering devices, and other equipment.
We own a one-third interest in Jackson Prairie, an underground natural gas storage field located near Chehalis, Washington. See “Part 1 – Item 1. Business – Avista Utilities – Natural Gas Operations” for further discussion of Jackson Prairie.
ALASKA ELECTRIC LIGHT AND POWER COMPANY
Substantially all of AEL&P's utility properties (except the Snettisham plant) are subject to the lien of the AEL&P mortgage indenture.
AEL&P's utility electric properties, located in Alaska include the following:
| Hydroelectric Generating Stations | Present Capability (MW) (1) |
|---|---|
| Snettisham (2) | 78 |
| Lake Dorothy | 14 |
| Salmon Creek | 5 |
| Annex Creek | 4 |
| Gold Creek | 2 |
| Total Hydroelectric | 103 |
| Diesel Generating Stations | |
| Lemon Creek | 52 |
| Auke Bay | 25 |
| Gold Creek | 7 |
| Industrial Blvd. Plant | 23 |
| Total Diesel | 107 |
| Total Generation Properties | 210 |
(1) Present capability is the maximum capacity of the plant under standard test conditions without exceeding specified limits of temperature, stress and environmental conditions.
(2) AEL&P does not own this generating facility and it is not subject to the lien of the AEL&P mortgage indenture. AEL&P has a PPA under which it has the right to purchase, and the obligation to pay for, all the capacity and energy of this facility. See further information at “Part 1. Item 1. Business – Alaska Electric Light and Power Company.”
In addition to the generation properties above, AEL&P owns 61 miles of transmission lines, which are primarily comprised of 69 kV line, and 184 miles of distribution lines.
Management's discussion and analysis
As filed, 124,217 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
This section of this Annual Report on Form 10-K generally discusses financial statement items and comparisons between 2025 and 2024. Discussion of 2023 financial statement items and comparisons between 2024 and 2023 not included in this Form 10-K can be found in “Management's Discussion and Analysis of Financial Conditions and Results of Operations” in Part II, Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2024.
Business Segments
As of December 31, 2025, we have two reportable business segments, Avista Utilities and AEL&P. We also have other businesses which do not represent a reportable business segment and are conducted by various direct and indirect subsidiaries of Avista Corp. See “Part I, Item 1. Business – Company Overview” for further discussion of our business segments.
The following table presents net income (loss) for each of our business segments and the other businesses, for the year ended December 31 (dollars in millions):
| 2025 | 2024 | 2023 | |
|---|---|---|---|
| Avista Utilities | $201 | $179 | $167 |
| AEL&P | 6 | 8 | 9 |
| Other non-reportable segment loss | (14) | (7) | (5) |
| Net income | $193 | $180 | $171 |
Executive Overview
Overall Results
Net income increased primarily due to the effects of general rate cases. This increase in earnings was partially offset by increases in other operating expenses, depreciation and amortization expense, taxes other than income taxes and interest expense. The increase in net income was also partially offset by a $9 million refund to be issued to customers for adjustments related to Colstrip investments. See "Regulatory Matters" for further details regarding the Colstrip final order. In addition, increased investment losses associated with lower valuations of certain investments in our portfolio decreased net income at our other businesses when compared to 2024.
More detailed explanations of the fluctuations are provided in the results of operations and business segment discussions (Avista Utilities, AEL&P, and the other businesses) that follow this summary.
Resource Adequacy
Extreme weather events, both in summer and winter, have occurred in the Pacific Northwest. These events have resulted in system load peaks that were higher than anticipated. Historically, we have had excess capacity as compared to peak load, but during some extreme events, we have had to purchase short-term energy from the wholesale market to meet demand when our energy resources were not operating at full capacity or were otherwise unavailable. These weather events have highlighted the growing need for additional generating capacity both on our system and in the Pacific Northwest region.
The transition to clean energy (including the replacement of emitting facilities with non-emitting facilities, which are impacted by conditions outside of our control), and electrification, combined with expected load growth, and the transfer of our interest in Colstrip, also factor into the need for additional generation.
We also see the need for expanded transmission infrastructure to provide access to additional resources and improve reliability in our region. In November 2024, we signed a non-binding memorandum of understanding to join the North Plains Connector transmission line project that plans to construct a transmission line from Bismarck, North Dakota to Colstrip, Montana.
Current Hydroelectric Conditions and Outlook
Due to precipitation and warm weather, our hydroelectric generation in January and February (to date) has been above normal. Due to the warm weather, the average current level of snowpack in the areas serving our hydroelectric facilities is below normal. The amount of hydroelectric generation over the rest of the year will be affected not only by current snowpack levels but also by prevailing temperatures (which affect the timing and speed of run-off) and the volume, timing and form of precipitation. On balance, we expect the amount of hydroelectric generation for the entire year will be approximately at the normal level. While our current hydro forecast shows normal levels of generation, even if we were above or below normal, there would be no material change to our position in the ERM.
2025 Request for Proposal (RFP)
Our 2025 electric IRP was filed with the WUTC and IPUC in December 2024, and identified needs for additional generating capacity. In May 2025, we issued a request for proposal to add energy and capacity to meet projected resource needs. We selected a list of projects and will begin contract negotiations for the following:
- a self-build upgrade of our existing Natural Gas Combustion Turbines at Rathdrum CT to add 14 MW of capacity without increasing carbon emissions. This upgrade will occur in two stages with the first occurring in 2027 and the second in 2029,
- a project for 100 MW, 4-hour Battery Energy Storage System, to be built and transferred to the Company in eastern Washington with a target date in 2028,
- a PPA for approximately 200 MW of wind power from Montana that utilizes our share of the Colstrip Transmission System with a target date in 2029, and
- the addition of approximately 40 MW of Demand Response Programs that will recruit residential, commercial and industrial customers within our service territory, beginning in 2026.
See “Part 1 – Item 1. Business – Future Electric Resource Needs” for further discussion of regional resource adequacy.
2026 Customer Load
We expect a decrease in customer load from 2025 to 2026 to have a negative impact on our 2026 results. This decrease in load is associated with a large industrial customer with their own transmission rights and access to procure their own energy independently. We were notified of this customer’s intent to return to procuring their power independently in the power markets effective April 2026, which is earlier than we had expected. Net income is expected to decrease $9 million compared to if we had served their load through December 2026.
Colstrip
In December 2025, the WUTC issued a final order for our filed tariff rider for Colstrip and on January 1, 2026, the transaction to transfer our 15 percent ownership in Colstrip Units 3 and 4 to NorthWestern closed. See “Colstrip” section and “Note 22 of the Notes to Consolidated Financial Statements” for further details on the exit of Colstrip through an agreement with NorthWestern and "Regulatory Matters" for further details regarding the Colstrip final order.
Tariffs on Imports
The President of the United States of America has imposed tariffs on certain imported goods. The imposition of tariffs may impact the cost of other equipment and materials that are critical to our business, increasing capital and operating expenses, and could create supply chain disruptions. The tariffs have not had a material impact on our operations or financial performance to date. At this time, we do not expect the impact of tariffs to be material and have not made any adjustments to our capital or operating budget to account for increased costs resulting from tariffs.
We import a significant amount of natural gas from Canada, both to serve our retail natural gas customers and as fuel for electric generation. We do not expect these imports to be impacted by the current trade tariffs as they are covered by the
U.S.-Mexico-Canada Agreement, but the future of trade tariffs on energy commodity imports is uncertain. The impact of an increase in resource costs on our results of operations (directly or indirectly resulting from tariffs) would be substantially mitigated by various deferral and recovery mechanisms (ERM, PCA, and PGAs), but there could be an immediate impact on our cash flow.
In February 2026, the United States Supreme Court ruled that the legal basis cited by the President for the imposition of tariffs is not valid, and that he is restricted from imposing tariffs in the absence of a clear grant of authority from the Legislature. The impact of the Court’s ruling, both as to tariffs already collected and as to potential future tariffs, is uncertain at this time.
We are closely monitoring the impacts of tariffs and the potential impact they may have on our results of operations, financial condition and cash flows.
U.S. Reconciliation Bill
In July 2025, the One Big Beautiful Bill Act (OBBB) was signed into law, which includes significant changes to the U.S. tax code and related laws. Key provisions include modifications and extensions to certain provisions of the Tax Cuts and Jobs Act of 2017 and updates to energy-related tax incentives, including revisions to the Clean Electricity Production Credit and the investment tax credit, as well as restrictions related to support from prohibited foreign entities. OBBB also allows for the current expensing of certain specified research and experimental (Section 174) expenditures.
The OBBB did not have a material impact on our results of operations and financial condition in 2025. We continue to monitor ongoing guidance. Any future impacts will be recognized in the period in which they become known. See "Note 13 of the Notes to Consolidated Financial Statements" for further discussion of the impact of OBBB.
Enterprise Resource Planning (ERP) Project
We are planning to implement an ERP system, replacing certain existing technology tools currently in use. The system will be designed to accurately maintain our financial records, enhance operational functionality, and provide timely information to our management team related to business operations. Accounting petitions were filed with the WUTC, the IPUC and the OPUC related to the project. These petitions include requesting to defer the undepreciated technology assets being replaced and a 15 year depreciable life for implementation costs. The requests were materially approved by the commissions.
We entered into a contract with a software provider and are in negotiations with system implementers. We expect the ERP system to be implemented in 2028. We expect capital expenditures between $100 million to $130 million.
Regulatory Lag
Regulatory lag is inherent in utility ratemaking; a result of the delay between the investment in utility plant and/or the increase in costs and the receipt of an order of a public utility commission authorizing an increase in rates sufficient to recover such investment or costs. Regulatory lag can be mitigated to some extent by the incorporation of reasonably expected forward-looking information into an authorization of increased rates. However, there is no protection against unexpected inflation and increased interest rates. See “Regulatory Matters” for additional discussion of the general rate cases.
Regulatory Matters
General Rate Cases
We regularly review the need for electric and natural gas rate changes in each state in which we provide service. We will continue to file for rate adjustments to:
- seek recovery of operating costs and capital investments, and
- seek the opportunity to earn reasonable returns as allowed by regulators.
The assessment of our need for rate relief and the development of rate case plans takes into consideration short-term and long-term needs, as well as specific factors that can affect the timing of rate filings. Such factors include, but are not limited to, in-service dates of major capital investments and the timing of changes in major revenue and expense items.
Washington General Rate Cases
2024 General Rate Cases
In December 2024, the WUTC issued orders related to our multi-year electric and natural gas general rate cases filed with the WUTC in January 2024.
The approved rates within the orders were designed to increase annual electric base revenues by $12 million (or 2.0 percent), effective January 1, 2025 (Rate Year 1), and $44 million (or 7.5 percent) for Rate Year 2. The difference in approved rates for Rate Year 1 and those included in our original request of $77 million is primarily due to a $56 million decrease in power supply costs compared to those set forth in the original request, and also due to a lower approved return on equity than requested. The Rate Year 2 increase represents the effective increase to customers resulting from the $69 million approved in the order, partially offset by a $25 million decrease due to the expiration of a separate tariff in effect during Rate Year 1 to collect remaining Colstrip expenses by December 31, 2025 (see further discussion below).
The approved rates were also designed to increase annual natural gas base revenues by $14 million (or 11.2 percent), effective January 1, 2025, and $4 million (or 2.8 percent) for Rate Year 2.
The WUTC approved an ROE of 9.8 percent, based on a common equity ratio of 48.5 percent, and an ROR of 7.32 percent.
The WUTC did not approve our request to modify the ERM under which differences between actual net power supply costs and the amount reflected in base retail customer rates are tracked. Our actual net power supply costs exceeded the amount reflected in base retail customer rates by $78 million in 2025, and we expect actual net power supply costs to significantly exceed the level included in base rates in 2026. We plan to continue to address how net power supply costs are set in base rates in future regulatory proceedings. See Note 23 for further details of the ERM and other power cost deferrals and recovery mechanisms.
The Commission continued its support for important recovery mechanisms such as wildfire and insurance balancing accounts, and decoupling.
2026 General Rate Cases
On January 16, 2026, we filed an MYRP with the WUTC. The MYRP requests base rate relief over four years designed to produce the additional base revenues shown below (dollars in millions):
| Rate Year | Rates Effective | Electric | Natural Gas | ||
|---|---|---|---|---|---|
| 1 | 2027 | $111 | 13.9% | $12 | 4.7% |
| 2 | 2028 | 43 | 4.7% | 7 | 2.4% |
| 3 | 2029 | 34 | 3.5% | 6 | 2.1% |
| 4 | 2030 | 28 | 2.8% | 3 | 1.1% |
We requested an overall rate of return in 2027 of 7.5 percent, with a 48.5 common equity ratio and a 10.2 percent return on equity. We requested an increase to the overall rate of return in 2029 to 7.67 percent, with a 48.5 common equity ratio and 10.5 percent return on equity.
Key drivers of the revenue requirement in rate year one (2027) are outlined below (dollars in millions):
| Electric | Natural Gas | |
|---|---|---|
| Electric resource costs | $46 | $— |
| Capital additions | 29 | 5 |
| Employee benefits | 7 | 1 |
| Insurance | 7 | — |
| Regulatory amortizations | 5 | 4 |
| Wildfire | 4 | — |
| Other | 13 | 2 |
| Total | $111 | $12 |
46
In the MYRP, we propose certain changes to the calculation of authorized baseline power supply costs. These changes are designed to address the changing market dynamics which have led to significant volatility in actual power supply costs. The MYRP provides updates to our baseline power supply cost for rate years one and two; as required by Washington law, baseline power supply costs for rate years 3 and 4 will be established in later filings and as such are not included in the additional revenue requirements for those years shown above. In addition, we are proposing changes to the timing for recovery of costs deferred under the Energy Recovery Mechanism.
In addition to requesting re-approval of existing insurance, wildfire, and decoupling deferral accounts, we are proposing an additional deferral mechanism for costs associated with employee benefits.
Washington law requires utilities to file MYRPs of a minimum of two and up to four years. The law allows utilities filing a rate plan of 3 or 4 years the option to file a new rate plan for the third year and fourth year. Under this provision, we have the opportunity to address the numerous unpredictable factors that could materially affect our financial position over a longer-term rate plan. These risks include, but are not limited to, inflation, interest rate volatility, labor and benefits challenges, escalating capital costs, and other unforeseen cost drivers. See "Item 1A: Risk Factors" for a full discussion of these factors.
The WUTC has up to eleven months to review the general rate case filings and issue a decision.
Colstrip Tariff
In 2019, the Washington State Legislature passed the CETA, which, among other things, requires costs associated with coal-fired generation facilities to be removed from rates no later than December 31, 2025. The WUTC order approving the settlement of the 2022 general rate cases, required us to establish a tracker for our Colstrip-related costs, including operating and maintenance expense, depreciation and amortization expense, and a return on rate base. In October 2024, we filed a cost recovery tariff seeking to recover the costs associated with our ownership of Colstrip in 2025. In the filing, we requested an increase in annual Colstrip tariff revenues of $19 million – from $24 million in 2024 to $43 million in 2025, effective January 1, 2025. In its review, WUTC Staff raised concerns related to (1) whether forecasted 2025 investments are allowed in rates; (2) whether the capital investment included in the filing will be used and useful for customers prior to the end of 2025; and (3) one major capital investment that will not be in service until 2027. In December 2024, the WUTC allowed our filed tariff to go into effect, but set the rates as subject to refund. A final order was issued in December 2025, which determined that certain investments in Colstrip were not used or useful to our customers after December 31, 2025, and as such should be prorated or disallowed. As a result, we are required to issue a refund to customers of $9 million, either in a lump sum or spread over up to three months. We are required to file a compliance filing by March 31, 2026 detailing the 2025 Colstrip investments and customer refunds.
Idaho General Rate Cases
2023 General Rate Cases
In August 2023, the IPUC approved the multi-party settlement agreement designed to increase annual base electric revenues by $22 million, or 8.0 percent, effective in September 2023, and $4 million, or 1.4 percent, effective in September 2024. The agreement was designed to increase annual base natural gas revenues by $1 million, or 2.7 percent, effective in September 2023, and a negligible increase effective in September 2024.
The settlement was based on an ROE of 9.4 percent, with a common equity ratio of 50 percent, and an ROR of 7.19 percent.
2025 General Rate Cases
In August 2025, the IPUC approved the all-party settlement agreement designed to increase annual base electric revenues by $20 million, or 6.3 percent, effective September 2025, and $15 million, or 4.5 percent, effective September 2026. For natural gas, the agreement was designed to increase annual base natural gas revenues by $5 million, or 9.2 percent, effective September 2025, and decrease annual base natural gas revenues by $0.2 million, or 0.4 percent, effective September 2026.
The settlement was based on an ROE of 9.6 percent with a common equity ratio of 50 percent and an ROR of 7.28 percent.
Oregon General Rate Cases
2024 General Rate Case
In May 2025, the OPUC approved the all-party settlement agreement designed to increase annual base revenues by $4 million, or 5.0 percent, effective in September 2025. The settlement was based on an ROE of 9.5 percent with a common equity ratio of 50 percent and an ROR of 7.22 percent.
To mitigate the overall impact of the revenue increases on customers, $5 million of tax customer credits will be accelerated and returned to customers over a three-year period.
Future Oregon General Rate Cases
In July 2025, the Governor of Oregon signed House Bill 3179 into law which modifies certain provisions of law that relate to general rate case filings and cost recovery. The law, among other things, extends the length of time for the commission to suspend rates from a proposed effective date from nine to ten months, does not allow residential rate increases of any kind between November 1 and March 31, does not allow new rates to take effect from a proceeding where the return on equity is at issue within eighteen months of the prior rate effective date, authorizes (but does not require) securitization of “capital investments” that will cause rates to “rise by more than five percent” under specific circumstances, and calls for the OPUC to establish rules requiring utilities to establish a multiyear rate plan for rate revisions where a company’s return on equity is reviewed. Such rate plans must be no less than three years and no more than seven years in length. Rulemakings to institute these provisions started in September 2025 and will continue through 2026. We are analyzing the possible effects of this legislation, including how it will impact the timing of future rate case filings.
Power Cost Deferrals, Decoupling, Earnings Sharing Mechanisms, and Purchased Gas Adjustments
See "Note 23 of the Notes to Consolidated Financial Statements" for discussion of these regulatory mechanisms.
Alaska Electric Light and Power Company
2022 General Rate Case
In August 2023, the RCA issued a final order related to AEL&P’s electric general rate case, which was originally filed in July 2022.
The order reflected an ROE of 11.45 percent, a common equity ratio of 60.7 percent, and an ROR of 8.79 percent. AEL&P is required to file its next general rate case by August 2027.
Results of Operations - Overall
The following provides an overview of changes in our Consolidated Statements of Income. More detailed explanations are provided, particularly for operating revenues and operating expenses, in the business segment discussions (Avista Utilities, AEL&P and the other businesses) that follow this section.
2025 compared to 2024
The following graph shows the total change in net income for 2025 to 2024, as well as the various factors that caused such change (dollars in millions):
Utility revenues increased as a result of the effects of general rate cases and customer and load growth. This was partially offset by decreased wholesale revenues associated with decreased electric sale prices, as well as decreases in natural gas rates associated with the PGA regulatory mechanism, which do not impact utility margin or net income. Additionally, the increase in electric revenue was partially offset by a refund to be issued to customers for adjustments related to Colstrip investments. See "Regulatory Matters" for further details regarding the Colstrip final order.
Electric utility resource costs decreased primarily due to decreased purchased power costs associated with decreased wholesale prices, as well as decreased amortizations of previously deferred costs. Electric utility resource costs also decreased due to the effects of the Washington general rate case and a lower level of authorized power supply costs resulting in increased deferrals of power supply costs. Natural gas utility resource costs decreased due to decreased commodity prices, as well as decreased amortization of previously deferred PGA costs. These decreases were offset by an increase in the amortization of costs associated with the CCA that are being recovered from customers.
Utility operating expenses increased due to increased employee salaries and benefits costs. In addition, net amortizations and deferrals associated with wildfire mitigation and insurance costs have increased, with corresponding increases to revenue which result in no impact to net income.
Utility depreciation and amortization increased primarily due to additions to utility plant.
Income tax expense increased primarily due to the decrease in tax customer credits which offset the bill impact of rate increases included in our prior general rate cases. Income tax expense also increased due to increased pre-tax net income compared to the prior year. See “Note 13 of the Notes to Consolidated Financial Statements” for further details and a reconciliation of our effective tax rate.
The decrease in earnings related to other is primarily due to increased net investment losses compared to the prior year. In addition, non-utility operating expenses increased due to updated estimates for an existing environmental remediation liability at one of our subsidiaries, which resulted in a pre-tax expense of $3 million in 2025.
Non-GAAP Financial Measures
The following discussion for Avista Utilities includes two financial measures that are considered “non-GAAP financial measures,” electric utility margin and natural gas utility margin. In the AEL&P section, we also include a discussion of electric utility margin.
Generally, a non-GAAP financial measure is a numerical measure of a company's financial performance, financial position or cash flows that excludes (or includes) amounts that are included (excluded) in the most directly comparable measure calculated and presented in accordance with GAAP. Electric utility margin is electric operating revenues less electric resource costs, while natural gas utility margin is natural gas operating revenues less natural gas resource costs. The most directly comparable GAAP financial measure to electric and natural gas utility margin is utility operating revenues as presented in “Note 24 of the Notes to Consolidated Financial Statements.”
The presentation of electric utility margin and natural gas utility margin is intended to enhance understanding of our operating performance. We use these measures internally and believe they provide useful information to investors in their analysis of how changes in loads (due to weather, economic or other conditions), rates, supply costs and other factors impact our results of operations. Changes in loads, as well as power and natural gas supply costs, are generally deferred and recovered from customers through regulatory accounting mechanisms. Accordingly, the analysis of utility margin generally excludes most of the change in revenue resulting from these regulatory mechanisms. We present electric and natural gas utility margin separately below for Avista Utilities since each portion of our business has different cost sources, cost recovery mechanisms and jurisdictions, so we believe that separate analysis is beneficial. These measures are not intended to replace utility operating revenues as determined in accordance with GAAP as an indicator of operating performance. Reconciliations of operating revenues to utility margin are set forth below.
Results of Operations - Avista Utilities
Resource Optimization
We engage in resource optimization, which involves the selection from available energy resources to serve our load obligations and the use of these resources to capture economic value through wholesale market transactions, which is ultimately intended to lower net power and natural gas supply costs. Our resource optimization transactions can take the form of physical sales and purchases of electric capacity and energy and fuel for electric generation, purchases and sales of natural gas to optimize use of pipeline and storage capacity, as well as derivative transactions related to capacity, energy, fuel and fuel transportation. See Item 1. "Business - Avista Utilities - Electric Operations - General" and "Business - Avista Utilities - Natural Gas Operations - General".
We typically enter into multiple transactions simultaneously to capture value. Even though these transactions are considered together when determining the net impact, they are recorded in separate items within components of utility operating revenue and resource costs and can cause fluctuations in each item. Gains and losses on derivative contracts are included in certain line items below (such as wholesale sales and purchases of power and natural gas, sales of fuel, and other fuel costs). The ERM, PCA and PGAs are based on net supply costs and consider all transactions related to resource procurement and optimization (both physical and financial).
2025 compared to 2024
Utility Operating Revenues
The following graphs present Avista Utilities' electric operating revenues and MWh sales for 2025 and 2024, respectively (dollars in millions and MWhs in thousands):
(1) This balance includes public street and highway lighting, which is considered part of retail electric revenues, and deferrals/amortizations to customers related to federal income tax law changes.
Total electric operating revenues in the graph above include intracompany sales of $3 million and $4 million for 2025 and 2024, respectively.
The following table presents the current year decoupling deferrals and the amortization of prior year decoupling deferrals reflected in utility electric operating revenues for the years ended December 31 (dollars in millions):
| Electric Decoupling Revenues 2025 | 2024 | |
|---|---|---|
| Current year decoupling deferrals (a) | $— | $5 |
| Amortization of prior year decoupling deferrals (b) | (1) | 18 |
| Total electric decoupling revenue | $(1) | $23 |
(a) Positive amounts are increases in decoupling revenue in the current year and will be surcharged to customers in future years. Negative amounts are decreases in decoupling revenue in the current year and will be rebated to customers in future years.
(b) Positive amounts are increases in decoupling revenue in the current year and are related to the amortization of rebate balances that resulted in prior years and are being refunded to customers (causing a corresponding decrease in retail revenue from customers) in the current year. Negative amounts are decreases in decoupling revenue in the current year and are related to the amortization of surcharge balances that resulted in prior years and are being surcharged to customers (causing a corresponding increase in retail revenue from customers) in the current year.
Total electric revenues increased $43 million for 2025 as compared to 2024. The primary differences in the results for these periods were as follows:
- a $122 million increase in retail electric revenues due to an increase in revenue per MWh (increased revenues $90 million), and an increase in total MWhs sold (increased revenues $32 million).
- retail rates increased mainly due to the effects of our general rate cases.
- retail sales volumes increased primarily due to customer growth.
- a $38 million decrease in wholesale electric revenues due to decreases in prices in the wholesale market (decreased revenues $68 million), partially offset by an increase in sales volumes (increased revenues $30 million). The change in volumes was due to increased opportunities to optimize our generation assets based on market conditions.
- a $24 million decrease in electric decoupling revenue, primarily due to decreases of amortizations of prior year rebate balances compared to 2024. In addition, deferrals of surcharge balances decreased compared to 2024.
- a $23 million decrease in other electric revenues, primarily resulting from a $9 million refund to be issued to customers for adjustments related to Colstrip investments, as well as decreased transmission and REC revenues.
The following graphs present Avista Utilities' natural gas operating revenues and therms delivered for 2025 and 2024, respectively (dollars in millions and therms in thousands):
(1) This balance includes interruptible and industrial revenues, which are considered part of retail natural gas revenues, and deferrals/amortizations to customers related to federal income tax law changes.
Total natural gas operating revenues in the graph above include intracompany sales of $9 million and $16 million for 2025 and 2024, respectively.
The following table presents the current year decoupling deferrals and the amortization of prior year decoupling balances reflected in natural gas operating revenues for the years ended December 31 (dollars in millions):
| Natural Gas Decoupling Revenues 2025 | 2024 | |
|---|---|---|
| Current year decoupling deferrals (a) | $30 | $15 |
| Amortization of prior year decoupling deferrals (b) | (6) | (3) |
| Total natural gas decoupling revenue | $24 | $12 |
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(a) Positive amounts are increases in decoupling revenue in the current year and will be surcharged to customers in future years. Negative amounts are decreases in decoupling revenue in the current year and will be rebated to customers in future years.
(b) Positive amounts are increases in decoupling revenue in the current year and are related to the amortization of rebate balances that resulted in prior years and are being refunded to customers (causing a corresponding decrease in retail revenue from customers) in the current year. Negative amounts are decreases in decoupling revenue in the current year and are related to the amortization of surcharge balances that resulted in prior years and are being surcharged to customers (causing a corresponding increase in retail revenue from customers) in the current year.
Total natural gas revenues decreased $22 million for 2025 as compared to 2024. The primary differences in the results for these periods were as follows:
- a $53 million decrease in retail natural gas revenues (including industrial, which is included in other) due to decreased retail rates (decreased revenues $43 million) and decreased sales volumes (decreased revenues $10 million). Retail rates decreased due to PGA rate decreases (which do not impact utility margin), partially offset by the effects of our general rate cases and net rate increases associated with the CCA. Residential use per customer decreased 5 percent and commercial use per customer decreased 4 percent compared to 2024 due to warmer weather in the fourth quarter.
- a $9 million decrease in wholesale natural gas revenues due to a decrease in volumes (decreased revenues $10 million), partially offset by an increase in prices in the wholesale market (increased revenues $1 million).
- a $12 million increase in decoupling revenues primarily due to increased surcharge deferrals in the current year resulting from lower customer usage.
- a $27 million increase in other natural gas revenues primarily due to the amortization of previously deferred revenues associated with the sale of CCA emissions credits. We amortize the deferred revenues as they are passed on to customers through decreases in retail rates. The increase in other revenues was offset by decreased retail rates, resulting in no impact to utility margin, and a provision for earnings sharing related to natural gas operations in Washington, which resulted in a refund to be issued to customers.
Utility Resource Costs
The following graph presents Avista Utilities' electric resource costs for 2025 and 2024, respectively (dollars in millions):
Total electric resource costs in the graph above include intracompany resource costs of $9 million and $16 million for 2025 and 2024, respectively.
Total electric resource costs decreased $69 million for 2025 as compared to 2024. The primary differences in the results for these periods were as follows:
- a $12 million decrease in power purchased due to a decrease in prices in the wholesale market (decreased costs by $51 million), partially offset by an increase in the volume of power purchases (increased costs by $39 million). Prices during the first quarter of 2024 were elevated due to extreme cold temperatures in our region that created capacity constraints.
- a $58 million decrease in other electric resource costs, primarily related to an increase in deferred costs, as well as a decrease in the amortization of previously deferred costs. The increase in deferred costs was primarily due to the effects of the Washington general rate case and a lower level of authorized power supply costs. This was partially offset by increased costs related to our customer assistance payment programs (low-income rate assistance and demand side management).
The following graph presents Avista Utilities' natural gas resource costs for 2025 and 2024, respectively (dollars in millions):
Total natural gas resource costs in the graph above include intracompany resource costs of $3 million and $4 million for 2025 and 2024, respectively.
Total natural gas resource costs decreased $44 million for 2025 as compared to 2024. The primary differences in the results for these periods were as follows:
- a $24 million decrease in natural gas purchased due to a decrease in the volume of purchases (decreased costs by $14 million) and a decrease in prices of natural gas in the wholesale market (decreased costs by $10 million).
- a $20 million decrease in other costs, primarily due to a decrease in amortizations of previously deferred costs under our PGAs, partially offset by increased amortization of costs associated with the CCA that were recovered from customers (resulting in no impact to utility margin) and an increase in costs related to our customer assistance payment programs (low-income rate assistance and demand side management).
Utility Margin
The following table reconciles Avista Utilities' operating revenues, as presented in “Note 24 of the Notes to Consolidated Financial Statements”, to the Non-GAAP financial measure utility margin for the years ended December 31 (dollars in millions):
| Electric 2025 | 2024 | Natural Gas 2025 | 2024 | Intracompany 2025 | 2024 | Total 2025 | 2024 | |
|---|---|---|---|---|---|---|---|---|
| Operating revenues | $1,344 | $1,301 | $584 | $606 | $(12) | $(20) | $1,916 | $1,887 |
| Resource costs | 413 | 482 | 288 | 332 | (12) | (20) | 689 | 794 |
| Utility margin | $931 | $819 | $296 | $274 | $— | $— | $1,227 | $1,093 |
Electric utility margin increased $112 million and natural gas utility margin increased $22 million.
Electric utility margin increased primarily due to the effects of general rate cases, customer growth, and non-decoupled load growth, partially offset by a $9 million refund to be issued to customers for adjustments related to Colstrip investments. See "Regulatory Matters" for further details regarding the Colstrip final order. Natural gas utility margin increased primarily due to the effects of general rate cases.
In 2025 and 2024, we had a pre-tax expense under the ERM of $14 million and $8 million, respectively. The increase is due to the lower level of base net power supply costs established in the most recent Washington general rate case.
Intracompany revenues and resource costs represent purchases and sales of natural gas between our natural gas distribution operations and our electric generation operations (as fuel for our generation plants). These transactions are eliminated in the presentation of total results for Avista Utilities and in the consolidated financial statements but are included in the separate results for electric and natural gas presented above.
Results of Operations - Alaska Electric Light and Power Company
2025 compared to 2024
Net income for AEL&P was $6 million for 2025, compared to $8 million for 2024.
The following table presents AEL&P's operating revenues, resource costs and resulting utility margin for the years ended December 31 (dollars in millions):
| Electric 2025 | 2024 | |
|---|---|---|
| Operating revenues | $47 | $50 |
| Resource costs | 2 | 4 |
| Utility margin | $45 | $46 |
Utility margin decreased in 2025 primarily due to lower sales volumes. The decrease in utility margin resulted in a decrease in net income in 2025 compared to 2024. Utility margin is a non-GAAP financial measure. See "Non-GAAP Financial Measures" above.
Results of Operations - Other Businesses
2025 compared to 2024
Our other businesses had a net loss of $14 million for 2025 compared to a net loss of $7 million for 2024. The fluctuation in results is primarily related to higher net investment losses. Approximately 75 percent of investment losses in 2025 were related to investments in clean technology. That sector was negatively impacted by shifting public policy and sentiment, leading to decreased valuations of underlying holdings in these investments. Approximately 25 percent of investment losses in 2025 were due to dilution of our ownership percentage resulting from issuance of new shares.
In 2025, we updated our estimates for an existing environmental remediation liability at one of our subsidiaries, which resulted in a pre-tax expense of $3 million.
Accounting Standards to be Adopted in 2026
We are not expecting the adoption of accounting standards to have a material impact on our financial condition, results of operations and cash flows in 2026. For more information on accounting standards expected to be adopted in future periods, see "Note 2 of the Notes to the Consolidated Financial Statements".
Critical Accounting Policies and Estimates
The preparation of our consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions that affect amounts reported in the consolidated financial statements. Changes in these estimates and assumptions are considered reasonably possible and may have a material effect on our consolidated financial statements and thus actual results could differ from the amounts reported and disclosed herein. The following accounting policies represent those that management believes are particularly important to the consolidated financial statements and require the use of estimates and assumptions:
- Regulatory accounting, in accordance with ASC Topic 980, Regulated Operations, among other things, requires that costs and/or obligations that, in our judgment, are probable of recovery through rates charged to customers, but are not yet reflected in rates, not be reflected in our Consolidated Statements of Income until the period in which they are reflected in rates and matching revenues are recognized. Meanwhile, these costs and/or obligations are deferred and reflected on our Consolidated Balance Sheets as regulatory assets or liabilities. We generally receive regulatory orders before deferring costs as regulatory assets and liabilities; however, in certain instances in which
we have regulatory precedent, we may not request an order before deferring the costs. If, due to changed circumstances, we no longer met the criteria to apply regulatory accounting or if we were no longer allowed to recover these costs, we would be required to recognize significant write-offs of regulatory assets and liabilities in the Consolidated Statements of Income. See “Notes 1, 4 and 23 of the Notes to Consolidated Financial Statements” for further discussion of our regulatory accounting policy and mechanisms.
- Pension plans and other postretirement benefit plans, discussed in further detail below.
- Equity investments, specifically valuations performed to determine the fair value of certain investment holdings, require judgment in the selection of assumptions used to estimate fair value of investments for which there is not a quoted active market price. We primarily use a market approach to determine fair value of an investment, and transactions involving comparable securities may need to be adjusted to estimate our investment's fair value. See “Notes 7 and 18 of the Notes to Consolidated Financial Statements” for further discussion of our equity investments and method for determining their fair value.
- Contingencies, related to unresolved regulatory, legal and tax issues as to which there is inherent uncertainty for the ultimate outcome of the respective matter. We accrue a loss contingency if it is probable that an asset is impaired or a liability has been incurred and the amount of the loss or impairment can be reasonably estimated. To the extent material, we also disclose losses that do not meet these conditions for accrual, if there is a reasonable possibility that a potential loss may be incurred. For all material contingencies, we have made a judgment as to the probability of a loss occurring and as to whether or not the amount of the loss can be reasonably estimated. However, no assurance can be given as to the ultimate outcome of any contingency. See “Notes 1 and 22 of the Notes to Consolidated Financial Statements” for further discussion of our commitments and contingencies.
Pension Plans and Other Postretirement Benefit Plans - Avista Utilities
We have a defined benefit pension plan covering substantially all regular full-time employees at Avista Utilities hired prior to January 1, 2014 and regular full-time union employees that were hired prior to January 1, 2024. See “Note 12 of the Notes to Consolidated Financial Statements” for further discussion of these individual plans.
Pension cost (including the SERP) was $11 million for 2025, $7 million for 2024 and $9 million for 2023. Of our pension cost (excluding the SERP), approximately 55 percent is expensed and 45 percent is capitalized consistent with labor charges. The cost related to the SERP is expensed. Our cost for the pension plan is determined in part by actuarial formulas that are dependent upon numerous factors resulting from actual plan experience and assumptions of future experience.
Pension cost is affected by among other things:
- employee demographics (including age, compensation and length of service by employees),
- the amount of cash contributions to the pension plan,
- the actual return on pension plan assets,
- expected return on pension plan assets,
- discount rate used in determining the projected benefit obligation and pension costs,
- assumed rate of increase in employee compensation,
- life expectancy of participants and other beneficiaries, and
- expected method of payment (lump sum or annuity) of pension benefits.
We make estimates and assumptions as to many of these factors. In accordance with accounting standards, changes in pension plan obligations associated with these factors may not be immediately recognized as pension costs in our Consolidated Statements of Income, but we generally recognize the change in future years over the remaining average service period of pension plan participants. As such, our cost recorded in a period may not reflect the actual level of cash benefits provided to pension plan participants.
We revise the key assumption of the discount rate each year. In selecting a discount rate, we consider yield rates at the end of the year for highly rated corporate bond portfolios with cash flows from interest and maturities similar to the expected payout of pension benefits.
The expected long-term rate of return on plan assets is reset or confirmed annually based on past performance and economic forecasts for the types of investments held by our plan.
The following chart reflects the assumptions used each year for the pension discount rate (exclusive of the SERP), the expected long-term return on plan assets and the actual return on plan assets and their impacts to the pension plan associated with the change in assumption (dollars in millions):
| Discount rate (exclusive of SERP) | 2025 | 2024 | 2023 |
|---|---|---|---|
| Pension discount rate | 5.96% | 6.13% | 5.86% |
| Increase/(decrease) to projected benefit obligation | $11 | $(17) | $14 |
| Return on plan assets (a) | |||
| Expected long-term return on plan assets | 7.40% | 7.80% | 8.30% |
| Increase/(decrease) to pension costs | $2 | $3 | $(13) |
| Actual return on plan assets, net of fees | 13.20% | 7.30% | 15.00% |
| Actual gain (loss) on plan assets | $80 | $42 | $79 |
(a) The SERP has no plan assets. The plan assets in this disclosure are for the pension plan only.
The following chart reflects the sensitivities associated with a change in certain actuarial assumptions by the indicated percentage (dollars in millions):
| Actuarial Assumption | Change in Assumption | Effect on Projected Benefit Obligation | Effect on Pension Cost | |
|---|---|---|---|---|
| Expected long-term return on plan assets | (0.5)% | $— | * | $3 |
| Expected long-term return on plan assets | 0.5% | — | * | (3) |
| Discount rate | (0.5)% | 33 | 3 | |
| Discount rate | 0.5% | (30) | (3) |
* Changes in the expected return on plan assets would not affect our projected benefit obligation.
We provide certain health care and life insurance benefits for substantially all of our retired employees. We accrue the estimated cost of postretirement benefit obligations during the years that employees provide service.
Liquidity and Capital Resources
Overall Liquidity
Avista Corp.'s consolidated operating cash flows are primarily derived from the operations of Avista Utilities. The primary source of operating cash flows for Avista Utilities is revenues from sales of electricity and natural gas. Significant uses of cash flows from Avista Utilities include the purchase of power, emissions allowances, fuel and natural gas, and payment of other operating expenses, taxes and interest, with any excess being available for other corporate uses such as capital expenditures and dividends.
We design operating and capital budgets to control operating costs and to direct capital expenditures to projects that support immediate and long-term strategies, particularly for our regulated utility operations. In addition to operating expenses, we have continuing commitments for capital expenditures for construction and improvement of utility facilities.
Our annual net cash flows from operating activities usually do not fully support the amount required for annual utility capital expenditures. As such, from time-to-time, we need to access capital markets to fund these needs as well as fund maturing debt. See further discussion at “Capital Resources.”
We regularly file for rate adjustments for recovery of operating costs and capital investments and to seek the opportunity to earn reasonable returns.
We have regulatory mechanisms in place that provide for the deferral and recovery of the majority of power and natural gas supply costs. However, when power and natural gas costs exceed the levels currently recovered from customers, net cash flows are negatively affected. Factors that could cause purchased power and natural gas costs to exceed the levels currently recovered from customers under base rates include, but are not limited to, higher prices in wholesale markets and/or an increased need to purchase power in the wholesale markets, and a lack of regulatory approval for higher authorized net power supply costs. Factors beyond our control that could result in an increased need to purchase power in the wholesale markets include, but are not limited to:
- reduced snowpack and/or lower streamflows for hydroelectric generation (due to lower precipitation and/or warmer weather or extreme cold weather),
- increases in demand (due to either weather or customer growth),
- unplanned outages at generating facilities, and
- failure of third parties to deliver on energy or capacity contracts.
In addition to the above, we enter into derivative instruments to hedge exposure to certain risks, including fluctuations in commodity prices and foreign exchange rates (for purposes of issuing long-term debt in the future). These derivative instruments periodically require the posting of collateral (in the form of cash or letters of credit) or other credit enhancements or to reduce or terminate a portion of the contract through cash settlement, in the event of a downgrade in our credit ratings or changes in market prices. In periods of price volatility, the level of exposure can change significantly. As a result, sudden and significant demands may be made against our cash on hand and credit facilities. See “Enterprise Risk Management – Credit Risk Liquidity Considerations” below.
Material contractual obligations that demand cash arise in the normal course of business including energy purchase contracts and contractual obligations related to generation facilities and transmission and distributions services. See “Note 14 of the Notes to Consolidated Financial Statements” for additional information related to these contractual obligations.
Additional demands for cash include payments of borrowings and interest payments (see “Notes 15-17 of the Notes to Consolidated Financial Statements”), lease obligations (see “Note 5 of the Notes to Consolidated Financial Statements”), pension and other postretirement benefit plan contributions (see “Note 12 of the Notes to Consolidated Financial Statements”) and investment fund commitments (see “Note 6 of the Notes to Consolidated Financial Statements”).
See discussion in “Capital Resources” below for available liquidity under our credit facilities. With our available liquidity under these agreements, we believe that we have adequate liquidity to meet our needs for the next 12 months.
Review of Consolidated Cash Flow Statement
2025 compared to 2024
Consolidated Operating Activities
Net cash provided by operating activities was $469 million for 2025 compared to $534 million for 2024. The decrease in net cash provided by operating activities primarily relates to a $158 million decrease in net power and natural gas cost deferrals and amortizations compared to 2024, primarily due to increased deferred power supply costs, as well as decreased amortizations associated with our PGAs. This decrease was partially offset by a $61 million increase associated with net amortizations and deferrals of other regulatory assets and liabilities, including increased CCA amortizations as costs were recovered from customers.
Consolidated Investing Activities
Net cash used in investing activities was $564 million for 2025, an increase compared to $539 million for 2024. During 2025, we paid $570 million for utility capital expenditures, compared to $533 million for 2024.
Consolidated Financing Activities
Net cash provided by financing activities was $84 million for 2025 compared to $0 million for 2024. The increase in financing cash flows was primarily the result of a $140 million of long-term debt issuances in 2025, compared to $84 million issued in 2024, and $78 million of common stock issued in 2025 compared to $68 million in 2024. We also increased our short-term borrowings by $33 million in 2025, compared to $5 million in 2024.
Capital Resources
Capital Structure
Our consolidated capital structure, including the current portion of long-term debt and short-term borrowings consisted of the following as of December 31, 2025 and 2024 (dollars in millions):
| December 31, 2025 Amount | Percent of total | December 31, 2024 Amount | Percent of total | |
|---|---|---|---|---|
| Current portion of long-term debt and leases | $9 | 0.1% | $8 | 0.1% |
| Short-term borrowings | 388 | 6.5% | 354 | 6.2% |
| Long-term debt to affiliated trusts | 52 | 0.9% | 52 | 0.9% |
| Long-term debt and leases | 2,846 | 47.4% | 2,711 | 47.4% |
| Total debt | 3,295 | 54.9% | 3,125 | 54.7% |
| Total Avista Corporation shareholders’ equity | 2,709 | 45.1% | 2,591 | 45.3% |
| Total | $6,004 | 100.0% | $5,716 | 100.0% |
Our shareholders’ equity increased $118 million during 2025 primarily due to net income and the issuance of common stock, partially offset by dividends paid.
We need to finance capital expenditures and acquire additional funds for operations from time to time. The cash requirements needed to service our indebtedness, both short-term and long-term, reduce the amount of cash available to fund capital expenditures, purchased power, fuel and natural gas costs, dividends and other requirements.
Short-Term Borrowings
Avista Corp.
Avista Corp. has a committed line of credit in the total amount of $500 million and an expiration date of June 2029, with the option to extend for an additional one-year period (subject to customary conditions). Avista Corp. also has a continuing letter of credit agreement in the aggregate amount of $50 million, and either party may terminate the agreement at any time.
The following table summarizes the balances outstanding and available liquidity as of December 31, 2025 (dollars in millions):
| Aggregate Amount | Amount Outstanding | Letters of Credit Outstanding (1) | Available Liquidity | |
|---|---|---|---|---|
| Line of credit expiring June 2029 | $500 | $385 | $5 | $110 |
| Letter of credit facility | 50 | N/A | 14 | 36 |
| Total | $550 | $385 | $19 | $146 |
(1) Letters of credit are not reflected on the Consolidated Balance Sheets. If a letter of credit were drawn upon by the holder, we would have an immediate obligation to reimburse the bank that issued that letter.
The Avista Corp. credit facilities contain customary covenants and default provisions, including a change in control (as defined in the agreements). The events of default under each of the credit facilities also include a cross default from other indebtedness (as defined) and in some cases other obligations. The committed line of credit also includes a covenant which does not permit our ratio of “consolidated total debt” to “consolidated total capitalization” to be greater than 65 percent at any time. As of December 31, 2025, we complied with this covenant with a ratio of 54.9 percent.
Balances outstanding and interest rates on borrowings (excluding letters of credit) under Avista Corp.'s lines of credit were as follows as of and for the year ended December 31 (dollars in millions):
| $500 million line of credit, expiring June 2029 | 2025 | 2024 |
|---|---|---|
| Maximum balance outstanding during the year | $400 | $350 |
| Average balance outstanding during the year | 298 | 270 |
| Average interest rate during the year | 5.35% | 6.26% |
| Average interest rate at end of year | 4.84% | 5.52% |
AEL&P
AEL&P has a $25 million committed line of credit with an expiration date in June 2028. As of December 31, 2025, there was $3 million outstanding at an average interest rate of 5.33 percent, and $22 million of available liquidity under this line of credit.
The AEL&P credit facility contains customary covenants and default provisions including a covenant which does not permit the ratio of “consolidated total debt at AEL&P” to “consolidated total capitalization at AEL&P,” (including the impact of the Snettisham obligation) to be greater than 67.5 percent at any time. As of December 31, 2025, AEL&P complied with this covenant with a ratio of 50.0 percent.
As of December 31, 2025, Avista Corp. and its subsidiaries complied with the covenants of their financing agreements, and none of Avista Corp.'s subsidiaries constituted a “significant subsidiary” as defined in Avista Corp.'s committed line of credit.
Long-Term Debt
In July 2025, the Company issued and sold $120 million of 6.18 percent first mortgage bonds due in 2055 with institutional investors in the private placement market.
The net proceeds from the sale of the bonds were used to repay a portion of the borrowings outstanding under the Company's committed line of credit.
In July 2025, AEL&P entered into a term loan agreement in the amount of $20 million with an interest rate of 5.49 percent and a maturity date of July 2030. AEL&P borrowed the entire $20 million available under the agreement, and used the net proceeds to repay borrowings outstanding under AEL&P's committed line of credit, as well as fund capital expenditures.
Common Stock
We issued common stock in 2025 for total net proceeds of $78 million. Most of the stock was issued through our sales agency agreements under which we may offer and sell new shares of our common stock from time to time through our sales agents, with the balance related to compensation plans. In 2025, 2.0 million shares were issued under these agreements and plans.
2026 Liquidity Expectations
During 2026, we expect to issue up to $230 million of long-term debt and up to $90 million of common stock to fund planned capital expenditures.
After considering the expected issuances of long-term debt and common stock during 2026, we expect net cash flows from operating activities, together with cash available under our credit facilities, to provide adequate resources to fund capital expenditures, dividends, and other contractual commitments.
Limitations on Issuances of Preferred Stock and First Mortgage Bonds
We are restricted under our Restated Articles of Incorporation, as amended, as to the additional preferred stock we can issue. As of December 31, 2025, we could issue $2.0 billion of preferred stock at an assumed dividend rate of 6.50 percent. We are not planning to issue preferred stock.
See “Note 16 of the Notes to Consolidated Financial Statements” for discussion of first mortgage bonds issuance limits.
Utility Capital Expenditures
We make capital investments to enhance service and system reliability for customers, replace aging infrastructure and serve increased demand. Actual capital expenditures for Avista Utilities for the year ended December 31, 2025 was $553 million.
The following graph shows Avista Utilities' expected capital expenditures for 2026-2030 by category (in millions):
These estimates include expenditures for the new projects listed within “Item 7. Management's Discussion and Analysis – Executive Overview - 2025 Request for Proposal (RFP)." However, these estimates do not include potential expenditures that could result from integrating a new large load customer, incremental transmission projects like regional grid expansion, or additional generation.
AEL&P
The following table summarizes our actual and expected capital expenditures as of and for the year ended December 31, 2025 (dollars in millions):
| 2025 Actual capital expenditures | |
|---|---|
| Capital expenditures | $17 |
| Expected future annual capital expenditures (by year) | |
| 2026 | $17 |
| 2027 | 16 |
| 2028 | 11 |
63
Avista Utilities and AEL&P's estimates of capital expenditures are subject to continuing review and adjustment. Actual expenditures may vary from our estimates due to factors such as changes in business conditions, construction schedules and environmental requirements.
Non-Regulated Investments
We make investments at our other businesses including those related to economic development projects in our service territory that demonstrate the latest energy and environmental building innovations and house several local college degree programs. In addition, we make investments in emerging technology companies, venture capital funds, and other business ventures. The following table summarizes our actual and expected investments at our other businesses as of and for the year ended December 31, 2025 (dollars in millions):
| 2025 Actual investments | Other |
|---|---|
| Investment expenditures | $4 |
| Expected future annual investments (by year) | |
| 2026 | $7 |
| 2027 | 6 |
| 2028 | 6 |
These estimates of investments are subject to continuing review and adjustment. Actual expenditures may vary from our estimates due to factors such as changes in business conditions or strategic plans.
See “Liquidity” for information regarding other material cash requirements for 2026 and thereafter.
Pension Plan
We contributed $10 million to the pension plan in 2025. We expect to contribute a total of $50 million to the pension plan in the period 2026 through 2030, with an annual contribution of $10 million.
The final determination of pension plan contributions for future periods is subject to multiple variables, most of which are beyond our control, including changes to the fair value of pension plan assets, changes in actuarial assumptions (in particular the discount rate used in determining the benefit obligation), or changes in federal legislation. We may change our pension plan contributions in the future depending on changes to any variables, including those listed above.
See “Note 12 of the Notes to Consolidated Financial Statements” for additional information regarding the pension plan.
Credit Ratings
Our access to capital markets and our cost of capital are directly affected by our credit ratings. In addition, many of our contracts for the purchase and sale of energy commodities contain terms dependent upon our credit ratings. See “Enterprise Risk Management – Credit Risk Liquidity Considerations” and “Note 8 of the Notes to Consolidated Financial Statements.”
The following table summarizes our credit ratings as of February 24, 2026:
| Standard & Poor's (1) | Moody's (2) | |
| Corporate/Issuer rating | BBB | Baa2 |
| Senior Secured Debt | A- | A3 |
| Senior Unsecured Debt | BBB | Baa2 |
(1) Standard & Poor’s lowest “investment grade” credit rating is BBB-.
(2) Moody’s lowest “investment grade” credit rating is Baa3.
A security rating is not a recommendation to buy, sell or hold securities. Each security rating is subject to revision or withdrawal at any time by the assigning rating organization. Each security rating agency has its own methodology for assigning ratings, and, accordingly, each rating should be considered in the context of the applicable methodology, independent of all other ratings. The rating agencies provide ratings at the request of Avista Corp. and charge fees for their services.
Dividends
See “Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” for a detailed discussion of our dividend policy and the factors which could limit the payment of dividends.
Competition
Our electric and natural gas distribution utility business has historically been recognized as a natural monopoly. In each regulatory jurisdiction, our rates for retail electric and natural gas services (other than specially negotiated retail rates for industrial or large commercial customers, which are subject to regulatory review and approval) are generally determined on a “cost of service” basis. In theory, rates are designed to provide, after recovery of allowable operating expenses and capital investments, an opportunity to earn a reasonable return on investment as allowed by our regulators.
In retail markets, we compete with various rural electric cooperatives and public utility districts in and adjacent to our service territories in the provision of service to new electric customers. We have service territory agreements with certain rural electric cooperatives and public utility districts, approved in applicable jurisdictions, to set forth conditions under which one or the other utility will provide service to customers. Alternative energy technologies, including customer-sited solar, wind or geothermal generation, and energy storage, may also compete for sales to existing customers. Advances in power generation, energy efficiency, energy storage and other alternative energy technologies could lead to more wide-spread usage of these technologies, thereby reducing customer demand for the energy supplied by us. This reduction in usage and demand would reduce our revenue and negatively impact our financial condition, possibly leading to our inability to fully recover our investments in generation, transmission and distribution assets. Similarly, our natural gas distribution operations compete with other energy sources including heating oil, propane and other fuels.
Certain natural gas customers could bypass our natural gas system, reducing both revenues and recovery of fixed costs. To reduce the potential for such bypass, we price natural gas services, including transportation contracts, competitively and have varying degrees of flexibility to price transportation and delivery rates by means of individual contracts. These individual contracts are subject to regulatory review and approval. We have long-term transportation contracts with several of our largest industrial customers under which the customer acquires its own commodity while using our infrastructure for delivery. Such contracts reduce the risk of these customers bypassing our system in the foreseeable future and minimizes the impact on our earnings.
Customers may have a choice in the future over the sources from which to receive their energy. To effectively compete for our customers in the future, we continue to strive to create value through product and service offerings. We are also attempting to enhance the effectiveness and ease of our customer interactions by tailoring internal initiatives to focus on choices for customers to increase their overall satisfaction with the Company.
Also, non-utility businesses are developing new technologies and services to help energy consumers manage energy in new ways that may improve productivity and could alter demand for the energy we sell.
In wholesale markets, competition for available electric supply is influenced by the:
- localized and system-wide demand for energy,
- type, capacity, location and availability of generation resources, and
- variety and circumstances of market participants.
These wholesale markets are regulated by the FERC, which requires electric utilities to transmit power and energy to or for wholesale purchasers and sellers, enlarge or construct additional transmission capacity for the purpose of providing these services, and transparently price and offer transmission services without favor to any party, including the merchant functions of the utility.
Participants in the wholesale energy markets include:
- other utilities,
- federal power marketing agencies,
- energy marketing and trading companies,
- independent power producers,
- financial institutions, and
- commodity brokers.
Environmental Issues and Contingencies
We are subject to environmental regulation by federal, state, tribal and local authorities. The generation, transmission, distribution, service and storage facilities in which we have ownership interests or which we may need to acquire or develop are subject to environmental laws, regulations and rules relating to construction permitting, air quality and emissions, water quality, fisheries, wildlife, endangered species, avian interactions, wastewater and stormwater discharges, waste handling, natural resource protection, historic and cultural resource protection, and other similar activities. These laws and regulations require the Company to make substantial investments in compliance activities and to acquire and comply with a wide variety of environmental licenses, permits, approvals and settlement agreements. These items are enforceable by public officials and private individuals. Some of these regulations are subject to ongoing interpretation, whether administratively or judicially, and are often in the process of being modified. We conduct periodic reviews and audits of pertinent facilities and operations to enhance compliance and to respond to or anticipate emerging environmental issues. The Company's Board of Directors has established a committee to oversee environmental issues and to assess and manage environmental risk.
We monitor legislative and regulatory developments at different levels of government for environmental issues, particularly those with the potential to impact the operation of our generating plants and other assets, and our ability to provide service to natural gas customers. We continue to be subject to increasingly stringent or expanded application of environmental and related regulations from all levels of government.
Environmental laws and regulations may restrict or impact our business activities in many ways, including, but not limited to:
- increasing the operating costs of generating plants, natural gas and electric transmission and distribution facilities and other assets,
- increasing the lead time and capital costs for the construction of new generating plants, natural gas and electric transmission and distribution facilities and other assets,
- requiring modification of existing generating plants, natural gas and electric transmission and distribution facilities,
- requiring existing generating plant, natural gas and/or operations to be curtailed or shut down,
- reducing the amount of energy available from generating plants,
- restricting the types of generating plants that can be built or contracted with,
- requiring construction of specific types of generation plants at higher cost, and
- increasing costs of distributing, or limiting our ability to distribute, electricity and/or natural gas.
Compliance with environmental laws and regulations could result in increases to capital expenditures and operating expenses. We intend to seek recovery of such costs through the ratemaking process.
Policies and Other Impacts Related to Climate Change
Legal and policy changes responding to concerns about climate changes, and the potential impacts of such changes, could have a significant effect on our business. Direct impacts of climate changes include, without limitation, variations in the amount and timing of energy demand throughout the year, variations in the level and timing of precipitation throughout the year, as well as variations in temperature, and the resulting impact on the availability of hydroelectric resources at times of peak demand as well as an increased risk of wildfire and other impacts of extreme weather. Indirect impacts include, without limitation, changes in laws and regulations intended to mitigate the risk of, or alter, climate changes, including restrictions on the operation of our power generation resources and obligations or limitations imposed on the sale of natural gas. When direct or indirect impacts of climate change cause increased operational costs or capital investments, we intend to recover such costs through the ratemaking process.
Washington Legislation and Regulatory Actions
Clean Energy Transformation Act
In 2019, the Washington State Legislature passed the CETA, which effectively prohibits sales of energy produced by coal-fired generation to Washington retail customers after December 31, 2025 (with some exceptions for coal generated short-term purchases). In addition, the CETA establishes the policy of Washington State that retail sales of electricity to Washington customers must be carbon-neutral by January 1, 2030, however a utility may satisfy up to 20 percent of this requirement with specified emitting resources paired with either renewable offsets, credits and/or investments in qualifying energy transformation projects. By December 2044, 100 percent of retail sales of electricity to Washington State customers must be carbon free.
The law had direct, specific impacts on Colstrip, which were unique to the former owners of Colstrip who serve Washington customers. See “Colstrip” section and “Note 22 of the Notes to Consolidated Financial Statements” for further details on the impacts of the CETA on Colstrip and the transfer of our ownership interest in Colstrip to NorthWestern. Our hydroelectric and biomass generation facilities can be used to comply with the CETA’s clean energy standards. We intend to seek recovery of costs associated with the clean energy legislation and regulations through the regulatory process.
In compliance with the CETA, we filed our first CEIP in October 2021, that was approved by the WUTC in June 2022. The CEIP’s four-year compliance period of 2022-2025 proposed targets and specific actions to meet Washington State’s clean energy goals and the equitable distribution of benefits and reduction of burdens to all customers. We have delivered on our commitments under the 2022-2025 CEIP.
In October 2025, the Company filed its 2025 CEIP with the WUTC in compliance with the Clean Energy Transformation Act. The CEIP proposed targets and specific actions to meet Washington State’s clean energy goals and the equitable distribution of benefits and reduction of burdens to all customers.
Some highlights of the 2025 CEIP include:
- Updated clean energy targets: We propose increasing the amount of clean energy delivered to Washington customers from 66 percent in 2026 to 76.5 percent by 2029. The resulting projects from our 2025 RFP will contribute to reaching these targets.
- Modern energy management: Between 2026 and 2029, we plan to expand demand response programs that could reduce electricity usage by up to 55 MW during peaks. The electricity reductions include projects from the RFP process described above, and may include smart thermostats, battery storage, and other tools that help customers shift or lower their energy use when demand is highest.
- Energy efficiency programs: We will grow energy-saving programs to help customers use less electricity without giving up comfort or convenience.
- Community engagement: The CEIP emphasizes meaningful engagement with all communities, especially named communities, which are populations disproportionately affected by environmental, financial and societal factors, among others.
Emissions Performance Standard
Washington applies a GHG emissions performance standard to electric generation facilities used to serve retail loads, whether the facilities are located within Washington or elsewhere. The emissions performance standard prevents utilities from constructing or purchasing generation facilities, or entering into power purchase agreements of five years or longer duration to purchase energy produced by plants that have emission levels higher than 925 pounds of GHG per MWh. The Washington State Department of Commerce reviews the standard every five years. We intend to seek recovery of costs related to ongoing and new requirements through the ratemaking process.
Washington Climate Commitment Act
The CCA, and its implementing regulations, established a cap and trade program to reduce GHG emissions and achieve the GHG limits previously established under state law. The final rules implement a cap on emissions, provide mechanisms for the sale and tracking of tradable emissions allowances and establish additional compliance and accountability measures. The state issues allowances necessary to serve our Washington retail electric load; off-system wholesale sales may result in additional obligation costs. The CCA also has direct impacts on our Idaho electric operations as it applies to power that is delivered in Washington but is allocated to Idaho customers (wholesale sales) or power generated in Washington that is delivered to Idaho customers. Annually, the final calculated results must be certified by an independent third party and submitted to Ecology for approval. If the independent third party or Ecology disagrees with the approach or any of the calculations, it could result in a change to the number of allowances needed for compliance and could result in changes to anticipated costs for our electric operations. For Washington electric, we are allowed to defer any incremental costs associated with the CCA in accordance with our regulatory accounting order; however, in Idaho we are not allowed to recover any costs associated with CCA compliance from customers.
For our Washington natural gas operations, we have additional financial burdens associated with compliance which are being deferred and recovered from customers in accordance with our regulatory accounting order in Washington.
Washington State Building Codes
In April 2022, the Washington State Building Code Council (SBCC) approved a revised energy code requiring most new commercial buildings and large multifamily buildings to install all-electric space heating. An amendment to the code allows for natural gas to supplement electric heat pumps. In addition, in November 2022, the SBCC approved new building and energy codes for residential housing, requiring new residential buildings in Washington to use electricity as the primary heat source.
Both the commercial and residential building and energy codes were the subject of legal challenges in both Washington State Superior Court (the State Action) and in the Federal District Court for the Eastern District of Washington (the Federal Action). In the Federal Action, to which the Company was a party, the plaintiffs challenged the amendments on the grounds that they were preempted by the federal Energy Policy and Conservation Act (EPCA), citing the Ninth Circuit’s decision in California Restaurant Association v. Berkeley (the Berkeley Decision), which involved similar restrictions on the use of natural gas in new construction in Berkeley, California.
In May 2023, the SBCC voted to delay the effective date of the code amendments and commenced an emergency rulemaking process to evaluate additional amendments to the code in light of the Berkeley Decision. As a result of this action, in July 2023, the Federal District Court declined to issue a preliminary injunction to prevent the amendments from taking effect. The plaintiffs in the Federal Action subsequently dismissed the action, without prejudice to their ability to refile after the SBCC rulemaking process is complete.
The SBCC has since voted to approve revised residential and commercial energy regulations that continue to require new residential and commercial buildings in Washington to use electricity as the primary heat source. In light of this action, the plaintiffs in the State Action amended their complaint to challenge the new regulations. The State Action remains pending.
In May 2024, we, along with Cascade Natural Gas Corporation, Northwest Natural Gas Company, and a coalition of homebuilders, heating unit dealers and other parties, filed a lawsuit challenging the approved building codes on the grounds that they are preempted by EPCA. The lawsuit was filed in the United States District Court for the Western District of Washington. This lawsuit remains pending.
In November 2024, Washington voters approved Initiative 2066, which would prohibit state and local governments from restricting access to natural gas, prohibit the SBCC from discouraging or penalizing the use of natural gas, and prohibit the WUTC from approving any multi-year rate plan that requires or incentivizes natural gas companies to terminate or limit natural gas service. In March 2025, a Washington state court held that the initiative violates the "single subject rule" and is invalid. That decision has been appealed and the appeal remains pending.
Over time, the building code changes would likely have an adverse impact on our natural gas business and natural gas customers but could also have a positive effect on our electric business. While we are in the process of studying the implications of the changes on our business, at this time we are not able to quantify the likely net effect, positive or negative, on our overall results of operations over the long term. However, the changes would clearly require that additional generating capacity be available to utilities and customers in Washington state.
Oregon Legislation and Regulatory Actions
Climate Protection Plan
In March 2020, Oregon Governor Kate Brown issued Executive Order No. 20-04, “Directing State Agencies to Take Actions to Reduce and Regulate Greenhouse Gas Emissions.” The Executive Order launched rulemaking proceedings for every Oregon agency with jurisdiction over GHG-related matters, with the aim of reducing Oregon’s overall GHG emissions to 80 percent below 1990 levels by 2050. This Executive Order led to the Oregon Department of Environmental Quality developing cap and reduce rules known as the CPP. The CPP, which became effective in January 2022, outlines GHG emissions reduction goals of 50 percent by 2035 and 90 percent by 2050 from the 1990 baseline. The first three-year compliance period was 2022 through 2024.
In March 2022, we, along with the utilities NW Natural and Cascade Natural Gas, filed a lawsuit requesting judicial review of the CPP. This action was subsequently consolidated with a lawsuit filed by several other parties. In December 2023, the Oregon Court of Appeals issued a decision declaring the CPP regulations invalid. The Oregon Department of Environmental Quality did not appeal the decision, but instead went back through the rulemaking process. The result of that process was a new version of the CPP that is very similar to the original. We are reviewing the new rules, and considering what legal action, if any, may be taken. To the extent the new rules impose additional compliance costs, we will seek to recover those costs through the ratemaking process.
Emissions Performance Standard
Oregon applies a GHG emissions performance standard to electric generation facilities, requiring that new baseload natural gas plant, non-base load natural gas plant, and non-generating facility reduce its net carbon dioxide emissions 17 percent below what the Oregon Facility Siting Council identifies as the most efficient combustion-turbine plant in the United States. The Oregon Energy Facility Siting Council issues rules periodically to update the standard, as more efficient power plants are built. The standard can be met by combination of efficiency, cogeneration, and offsets from carbon dioxide mitigation measures. We have thermal generation located in Oregon, and as such this standard applies to that facility. We intend to seek recovery of costs related to requirements through the ratemaking process.
Clean Air Act (CAA)
The CAA creates numerous requirements for our thermal generating plants. Kettle Falls GS, Coyote Springs and Rathdrum CT all require CAA Title V operating permits. The Boulder Park GS, Northeast CT and other operations require minor source permits or simple source registration permits. We have secured these permits and certify our compliance with Title V permits on an annual basis. These requirements can change over time as the CAA or applicable implementing regulations are amended and new permits are issued. We actively monitor legislative, regulatory and other program developments of the CAA that may impact our facilities.
2024 EPA Regulations for Power Plants
On April 25, 2024, the EPA released a package of final regulations addressed to electric generation facilities. These include:
- Greenhouse gas regulations for new natural gas-based turbines and existing coal-based units, pursuant to section 111 of the Clean Air Act. This rule finalizes (a) the repeal of the Affordable Clean Energy rule; (b) guidelines for GHG emissions from existing fossil fuel-fired steam generating electric generating units; and (c) revisions to existing performance standards for new, reconstructed or heavily modified fossil fuel-fired stationary combustion turbine electric generating units. The rule is currently being challenged in the D.C. circuit, and that litigation remains pending.
- Supplemental Effluent Limitations Guidelines and Standards for the Steam Electric Power Generating Point Source Category (ELG Rule). The ELG Rule applies to wastewater discharges from coal-based generating units and establishes pollution control requirements. The Rule builds upon the 2015 and 2020 ELG Rules. It includes a subcategory of requirements for coal plants that will be retired or repowered by the end of 2028 and provides additional compliance pathways for coal plants that retire by the end of 2034. The EPA is currently in the process of reconsidering the rule and compliance deadlines have been extended for certain provisions to allow for further evaluation.
- Updated Mercury and Air Toxics Standards, pursuant to section 112 of the Clean Air Act (MATS Rule). The MATS Rule sets emissions limits for filterable particulate matter for coal-based generating units. The Rule reduces those limits from the standards that were originally set in 2012. The EPA has since proposed repealing the reduction in applicable limits and has granted extensions of applicable compliance deadlines for certain power plants, including Colstrip.
- Disposal of Coal Combustion Residuals from Electric Utilities – Legacy CCR Surface Impoundments (CCR Rule). The CCR Rule builds on 2015 regulations, which apply to active power plants that dispose of coal combustion residuals in surface impoundments or landfills, by regulating inactive surface impoundments at inactive power plants and CCR management units at active and inactive power plants. In January 2025, the EPA issued a revised proposed and final rule to address language inconsistencies and submittal deadlines. Likewise, in February 2026, the EPA issued a final rule providing additional time for certain compliance deadlines regarding monitoring. Along with the other owners (including the operator), we have assessed the CCR Rule and believe there will not be a material change to our asset retirement obligation for Colstrip. See Coal Ash Management/Disposal, below for further discussion of the CCR Rule as it relates to Colstrip.
These rules potentially fall within the scope of a number of Presidential executive orders that have been issued, which are discussed in more detail under “2025 Presidential Executive Action” below. In addition, a substantial number of legal challenges have been filed regarding these rules, and those lawsuits remain pending. Finally, it is likely that the decision by the EPA to revoke its 2009 Endangerment Finding, discussed below, will have an impact on the status and implementation of these rules. At the same time, we continue to analyze each of these rules to assess the impact, if any, they may have on our existing generation units. To the extent there are any additional costs associated with compliance, we will seek to recover those costs through the ratemaking process.
EPA Endangerment Finding Revocation
In February 2026, the EPA formally revoked its 2009 Endangerment Finding, which was a landmark determination that six key greenhouse gases, including carbon dioxide and methane, threaten the public health and welfare of current and future generations. The Endangerment Finding provided the scientific and legal foundation for federal regulation of those identified greenhouse gases, including regulation of the release of greenhouse gases from power plants and other significant emissions sources.
The action taken by the EPA to repeal the Endangerment Finding is expected to result in significant deregulation of greenhouse gas emissions, including regulation of natural gas and coal-fired power plants. It is reasonably likely that the EPA’s decision will be the subject of future legal challenges, the outcome of which cannot be predicted. The precise extent of that deregulation, as well as any potential impact on the Company’s operations, cannot be determined at this time.
2025 Presidential Executive Actions
Since taking office, the U.S. President's Administration has issued a multitude of Executive Orders directed towards national energy resources and development. These include actions to:
- pause the disbursement of funds appropriated through the Inflation Reduction Act of 2022 or the Infrastructure and Jobs Act;
- require agency review of regulations, programs and executive orders that might limit the development or use of domestic energy resources such as oil, natural gas, coal and nuclear;
- revoke the prior Administration’s Executive Orders on climate policy;
- require agency review of regulations, programs and executive orders that limit consumer choice for vehicles and appliances;
- require review of the 2009 EPA endangerment finding for greenhouse gases under the Clean Air Act;
- direct the EPA to revise or eliminate the use of a social cost of carbon in federal decision-making;
- declare a national emergency to expedite the development of energy infrastructure;
- direct emergency action under section 202(c) of the Federal Power Act by streamlining and expediting the approval of orders allowing electric generation resources to operate at maximum capacity during times of anticipated grid failure;
- direct the United States Attorney General to identify and act against state and local laws that burden domestic energy production and may be unconstitutional, preempted by federal law, or otherwise unlawful, particularly those tied to climate change, carbon penalties or carbon cap and trade programs, and Environmental, Social and Governance policies;
- restrict tax credits, tighten requirements and eliminate subsidies for wind and solar projects; and
- require the incorporation of sunset provisions into regulations governing energy production.
Some of these Executive Orders are the subject of legal challenges and/or are the subject of federal court injunctions, either in whole or in part. We are assessing potential impacts, opportunities and risks that may arise from these and other executive actions that may be taken by the Administration. To the extent that any action taken by the Administration results in increased costs for our business, we will seek to recover those costs through the rate-making process.
Other
For other environmental issues and other contingencies see “Note 22 of the Notes to Consolidated Financial Statements.”
Colstrip
Colstrip is a coal-fired generating plant in southeastern Montana that includes four units and is owned by separate entities. Initially, we had a 15 percent ownership interest in Units 3 and 4. Due to CETA in Washington, in January 2023 we entered into an agreement with NorthWestern under which we transferred our ownership of Colstrip, effective midnight on January 1, 2026. See “Note 22 of the Notes to Consolidated Financial Statements” for further discussion of the agreement.
Coal Ash Management/Disposal
In 2015, the EPA issued a final rule regarding coal combustion residuals (CCRs), also termed coal combustion byproducts or coal ash (Colstrip produces this byproduct). The CCR rule has been the subject of ongoing litigation. In August 2018, U.S. Court of Appeals for the D.C. Circuit struck down provisions of the rule. In December 2019, a proposed revision to the rule was published in the Federal Register to address the D.C. Circuit's decision. The rule includes technical requirements for CCR landfills and surface impoundments under Subtitle D of the Resource Conservation and Recovery Act, the nation's primary law for regulating solid waste. The Colstrip owners developed a multi-year compliance plan to address the CCR requirements along with existing state obligations expressed through the 2012 Administrative Order on Consent (AOC) with Montana Department of Environmental Quality (MDEQ). These requirements continue despite the 2018 federal court ruling.
The AOC requires MDEQ to review Remedy and Closure plans for all parts of the Colstrip plant through an ongoing public process. The AOC also requires the Colstrip owners to provide financial assurance, primarily in the form of surety bonds, to secure each owner’s pro rata share of various anticipated closure and remediation obligations. We are responsible for our share of two major areas: the Plant Site Area and the Effluent Holding Pond Area. Generally, the plans include the removal of boron, chloride, and sulfate from the groundwater, closure of the existing ash storage ponds, and installation of a new water treatment system to convert the facility to a dry ash storage. Our share of the posted surety bonds is $14 million. This amount is updated annually, with expected obligations decreasing over time as remediation activities are completed. The transfer of our interest in Colstrip to NorthWestern did not relieve us of these obligations.
Colstrip Arbitration, Litigation, and Other Contingencies
See “Note 22 of the Notes to Consolidated Financial Statements” for disputes, arbitration, litigations and other contingencies related to Colstrip. We intend to seek recovery of costs associated with Colstrip through the ratemaking process.
Enterprise Risk Management
The following discussion focuses on our processes and procedures to identify and manage the principal known risks that we face. See "Item 1A: Risk Factors," "Item 1C: Cybersecurity," "Forward-Looking Statements," as well as "Environmental Issues and Contingencies."
We consider the management of these risks an integral part of managing our core businesses and a key element of our approach to corporate governance.
Risk management includes identifying and measuring various forms of risk that may affect the Company. We have an enterprise risk management process for managing risks throughout the organization. Our Board of Directors and its Committees take an active role in the oversight of risk affecting the Company. We collect risk information across the Company, and senior management reviews the Company’s major risks and risk mitigation measures. Each area identifies risks and implements the related mitigation measures. The enterprise risk process supports management in identifying, assessing, quantifying, managing and mitigating the risks. Despite all risk mitigation measures, however, risks are not eliminated.
Our primary identified categories of risk exposure are:
| • Utility regulatory | • External mandates |
| • Operational | • Financial |
| • Climate change | • Energy commodity |
| • Cybersecurity | • Compliance |
| • Technology | • Resource adequacy |
| • Strategic |
Our primary categories of risks are described in “Item 1A. Risk Factors.”
Utility Regulatory Risk
We have a regulatory group which seeks to mitigate regulatory risk through open communications with regulatory commissioners and staff regarding the Company’s business plans and concerns. The regulatory group also considers the regulator’s priorities and rate policies and makes recommendations to senior management on regulatory strategy for the Company. Oversight of our regulatory strategies and policies is performed by senior management and the Board of Directors. See “Regulatory Matters” for further discussion of regulatory matters affecting the Company.
Operational Risk
To manage operational and event risks, we maintain emergency operating plans, business continuity and disaster recovery plans, maintain insurance coverage against some, but not all, potential losses and seek to negotiate indemnification arrangements with contractors for certain event risks. In addition, we design and follow detailed vegetation management and asset management inspection plans, which help mitigate wildfire and storm event risks, as well as identify utility assets which may be failing and in need of repair or replacement. We also have an Emergency Operating Center, which is a team of employees that plan for and train to deal with potential emergencies or unplanned outages at our facilities, resulting from natural disasters or other events. To prevent unauthorized access to our facilities, we have both physical and cybersecurity in place.
To address the risk related to fuel cost, availability and delivery restraints, we have an energy resources risk policy, which includes a wholesale energy markets credit policy and control procedures to manage energy commodity price and credit risks. Development of the energy resources risk policy includes planning for sufficient capacity to meet our customer and wholesale energy delivery obligations. See further discussion of the energy resources risk policy below.
Oversight of the operational risk management process is performed by the Environmental, Technology and Operations Committee of the Board of Directors and from senior management with input from each operating department.
Climate Change Risk
Multiple departments work to mitigate risks related to climate change. Climate change adds uncertainty to existing risks that we have historically managed and mitigated. These efforts are reflected in electric and gas operations, investments in assets and asset reliability and resiliency across our operations.
Power Supply staff monitor items such as snowpack and broader precipitation conditions, patterns and modeled or predicted climate change. These and other assessments are incorporated into our IRP processes. Environmental Affairs, Governmental Affairs and other departments monitor policy and regulatory developments that may relate to climate change to engage these efforts constructively and prepare for compliance matters.
Our Wildfire Resiliency Plan was also developed to mitigate the increased wildfire risk associated with climate change. See "Item 1. Business - Wildfire Resiliency Plan" for further discussion of the program.
In addition, issues concerning climate-related risk and our clean energy goals are reviewed and regularly discussed by the Board of Directors. The Board’s Environmental, Technology and Operations Committee regularly reviews and discusses environmental and climate related risks, and advises the full Board on critical or emerging risks and/or related policies. Likewise, the Audit Committee provides oversight of climate-related disclosures.
Cybersecurity Risk
See "Item 1C. - Cybersecurity" for discussion of Cybersecurity risk and processes for mitigation.
Technology Risk
Technology governance is led by senior management, and includes new technology strategy, risk planning and major project planning and approval. Oversight of technology risk is performed by the Board’s Environmental, Technology and Operations Committee. We are dedicated to securing, maintaining and evaluating and developing our information technology systems. We evaluate our technology for obsolescence and upgrade or replace systems as necessary. The technology project management office and enterprise business performance team provide project cost, timeline and schedule oversight.
We manage Generative Artificial Intelligence (GenAI) risks through governance and policy to safeguard data and minimize operational risk. Governance and oversight is performed by a committee composed of senior management who oversee GenAI risks across cybersecurity, technology, and operational domains. This group strives to ensure alignment with our broader risk management framework, which includes approving tools, applying cross-functional risk assessments to proposed use cases, responsible use, data protection, and awareness of GenAI limitations, including risks of inaccurate or biased outputs. This committee and its members also provide updates on risk management activities and GenAI initiatives to Board Committees. Under this approach, GenAI adoption supports operational efficiency while minimizing legal, security, financial, and reputational risks.
Strategic Risk
Oversight of strategic risk is performed by the Board of Directors and senior management. We have a Senior Vice President, Energy Policy and Chief Strategy Officer who leads strategic initiatives, searches for and evaluates opportunities and makes recommendations to other members of senior management and the Board of Directors. We not only focus on whether opportunities are financially viable, but also consider whether these opportunities fall within our core policies and our core business strategies. We strive to mitigate reputational risk primarily through a focus on adherence to our core policies, including our Code of Conduct, maintaining an appropriate culture and tone at the top, and through communication and engagement with external stakeholders.
External Mandates Risk
Oversight of external mandate risk mitigation strategies is performed by the Environmental, Technology and Operations Committee of the Board of Directors and senior management. Our Environmental, Social and Governance program creates a framework that is intended to attract investment, enhancement of our brand, and promotion of sustainable long-term growth. We also have employees dedicated to actively engage and monitor federal, state and local government positions and legislative actions that may affect us or our customers.
To prevent the threat of municipalization, we work to build strong relationships with the communities we serve through, among other things:
- communicating and being involved with local business leaders and community organizations,
- providing customers with a multitude of limited income initiatives, including energy fairs, senior outreach, low income workshops, mobile outreach strategy and a Low Income Rate Assistance Plan,
- tailoring internal initiatives to focus on choices for customers, to increase their overall satisfaction with the Company, and
- engaging in the legislative process in a manner that fosters the interests of our customers and the communities we serve.
Financial Risk
Financial risk is impacted by many factors, including regulation and rates, weather risk, access to capital markets, interest rate risk, credit risk, and foreign exchange risk. Our Treasury department monitors our daily cash position and future cash flow needs, as well as monitoring market conditions to determine the appropriate course of action for capital financing strategies. Oversight of financial risk mitigation strategies is performed by senior management and the Finance Committee of the Board of Directors.
Regulation and Rates
The Regulatory Affairs department is critical in mitigation of financial risk as they have regular communications with state commission regulators and staff, and they monitor and develop rate strategies. Rate strategies, such as decoupling and operating expense balancing accounts, help mitigate the impacts of revenue fluctuations due to weather, conservation or the economy.
Weather Risk
To partially mitigate the risk of financial under-performance due to weather-related factors, we developed decoupling rate mechanisms that were approved by the Washington, Idaho and Oregon commissions. Decoupling mechanisms are designed to break the link between a utility's revenues and consumers' energy usage and instead provide revenue based on the number of customers, thus mitigating a large portion of the risk associated with lower customer loads. See “Note 23 of the Notes to Consolidated Financial Statements” for further discussion of our decoupling mechanisms.
Access to Capital Markets
Our capital requirements rely to a significant degree on regular access to capital markets. We actively engage with rating agencies, banks, investors and state public utility commissions to understand and address the factors that support access to capital markets on reasonable terms. We manage our capital structure to maintain a financial risk profile that we believe will be deemed prudent. We forecast cash requirements to determine liquidity needs, including sources and variability of cash flows that may arise from spending plans or from external forces, such as changes in energy prices or interest rates. Our financial and operating forecasts consider various metrics that affect credit ratings. Our regulatory strategies include working with state public utility commissions and filing for rate changes as appropriate to meet financial performance expectations.
Interest Rate Risk
Uncertainty about future interest rates causes risk related to a portion of existing debt, future borrowing requirements, and pension and other post-retirement benefit obligations. We manage debt interest rate risk by limiting variable rate debt to a percentage of total capitalization, monitoring market conditions when timing the issuance of long-term debt and optional debt redemptions and establishing fixed rate long-term debt with varying maturities. We may hedge a portion of our interest rate risk with derivative instruments, particularly to manage risk associated with significant concentrations of forecasted debt issuances. The Finance Committee of the Board of Directors periodically reviews and discusses interest rate risk management processes, and the steps management has undertaken to control interest rate risk. Our Risk Management Committee (RMC) also reviews the interest rate risk management plan.
The interest rate on $52 million of long-term debt to affiliated trusts is adjusted quarterly, reflecting current market rates. Amounts borrowed under our committed line of credit agreements have variable interest rates.
The following table shows long-term debt and related weighted-average interest rates, by expected maturity dates as of December 31, 2025 (dollars in millions):
| 2026 | 2027 | 2028 | 2029 | 2030 | Thereafter | Total | Fair Value | |
|---|---|---|---|---|---|---|---|---|
| Fixed rate long-term debt (1) | $— | $— | $25 | $15 | $20 | $2,714 | $2,774 | $2,279 |
| Weighted-average interest rate | — | — | 6.37% | 5.92% | 5.49% | 4.40% | 4.43% | |
| Variable rate long-term debt to affiliated trusts | — | — | — | — | — | $52 | $52 | $46 |
| Weighted-average interest rate | — | — | — | — | — | 4.93% | 4.93% |
(1) These balances include the fixed rate long-term debt of Avista Corp., AEL&P and AERC.
Our pension plan is exposed to interest rate risk because the value of pension obligations and other post-retirement obligations varies directly with changes in the discount rates, which are derived from end-of-year market interest rates. In addition, the value of pension investments and potential income on pension investments is partially affected by interest rates because a portion of pension investments are in fixed income securities. Oversight of pension plan investment strategies is performed by the Finance Committee of the Board of Directors, which approves investment and funding policies, objectives and strategies that seek an appropriate return for the pension plan. We manage interest rate risk associated with pension and other post-retirement benefit plans by investing a targeted amount of pension plan assets in fixed income investments that have maturities with similar profiles to future projected benefit obligations. See “Note 12 of the Notes to Consolidated Financial Statements” for further discussion of our investment policy associated with the pension plan assets.
Credit Risk
Counterparty Non-Performance Risk
We enter into bilateral transactions with various counterparties. We also trade energy and related derivative instruments through clearinghouses and exchanges.
Counterparty non-performance risk relates to potential losses that we would incur due to non-performance of contractual obligations by counterparties to deliver energy or make financial settlements.
Changes in market prices may dramatically alter the size of credit risk with counterparties, even when we establish conservative credit limits. Should a counterparty fail to perform, we may be required to honor the underlying commitment or to replace existing contracts with contracts at then-current market prices.
We seek to mitigate counterparty credit risk by:
- transacting through clearinghouses and exchanges,
- entering into bilateral contracts that specify credit terms and protections against default,
- applying credit limits and duration criteria to existing and prospective counterparties,
- actively monitoring credit exposures,
- asserting collateral rights with counterparties, and
- carrying out transaction settlements timely and effectively.
The extent of transactions conducted through clearinghouses and exchanges has increased, as many market participants have shown a preference for trading through these entities and have reduced bilateral transactions. We actively monitor the collateral required by clearinghouses and exchanges to effectively manage capital requirements.
Our exposure to risks attributable to counterparties' credit profile is dynamic in normal markets and may change significantly in more volatile markets. The amount of potential default risk from each counterparty depends on the duration and volume of our obligations under forward contracts, unsettled transactions, interest rates and market prices, as well as other factors. There is a risk that we do not obtain sufficient additional collateral from counterparties that are unable or unwilling to provide it.
Credit Risk Liquidity Considerations
To address the impact on our operations of energy market price volatility, our hedging practices for electricity (including fuel for generation) and natural gas extend beyond the current operating year. Executing this extended hedging program may increase our credit risk and demands on us for collateral. Our credit risk management process is designed to mitigate such risks through limit setting, contract protections and counterparty diversification, among other practices.
Credit risk affects demands on our capital. We are subject to limits and credit terms that counterparties may assert to enter into transactions with them for them to maintain acceptable credit exposure to us. Many of our counterparties allow unsecured credit at limits prescribed by agreements or their discretion. Capital requirements for certain transaction types involve a combination of initial margin and market value margins without unsecured credit threshold. Counterparties may seek assurances of performance in the form of letters of credit, prepayment or cash deposits.
Credit exposure can change significantly in periods of commodity price and interest rate volatility. As a result, sudden and significant demands may be made against our credit facilities and cash. We actively monitor the exposure to possible collateral calls and take steps to minimize capital requirements.
As of December 31, 2025, we had deposited as collateral cash in the amount of $12 million and letters of credit in the amount of $14 million related to energy contracts. Price movements and/or a downgrade in our credit ratings or other established credit criteria could impact further the amount of collateral required. See “Credit Ratings” for further information. For example, in addition to limiting our ability to conduct transactions, if our credit ratings were lowered to below “investment grade” based on positions outstanding at December 31, 2025 (including contracts that meet the definition of a derivative under U.S. GAAP and those that are not accounted for as derivatives), we would potentially be required to post the following additional collateral (dollars in millions):
| December 31, 2025 | |
|---|---|
| Additional collateral taking into account contractual thresholds (1) | $27 |
| Additional collateral without contractual thresholds | 40 |
(1) This amount is different from the amount disclosed in “Note 8 of the Notes to Consolidated Financial Statements” because, while this analysis includes contracts that are not considered derivatives in addition to the contracts considered in Note 8, this analysis also takes into account contractual threshold limits that are not considered in Note 8.
Foreign Currency Risk
A significant portion of our utility natural gas supply (including fuel for electric generation) is obtained from Canadian sources. Most of those transactions are executed in U.S. dollars, which avoids foreign currency risk. A portion of short-term natural gas transactions and long-term Canadian transportation contracts are committed based on Canadian currency prices. The short-term natural gas transactions are typically settled within sixty days with U.S. dollars. We hedge a portion of the foreign currency risk by purchasing Canadian currency exchange derivatives when such commodity transactions are initiated. This risk has not had a material effect on our financial condition, results of operations or cash flows and these differences in cost related to currency fluctuations are included with natural gas supply costs for ratemaking.
Further information for derivatives and fair values is disclosed at “Note 8 of the Notes to Consolidated Financial Statements” and “Note 18 of the Notes to Consolidated Financial Statements.”
Energy Commodity Risk
We mitigate energy commodity risk primarily through our energy resources risk policy, which includes oversight from the RMC and oversight from the Audit Committee and the Environmental, Technology and Operations Committee of the Board of Directors. In conjunction with the oversight committees, our management team develops hedging strategies, detailed resource procurement plans, resource optimization strategies and long-term integrated resource planning to mitigate some of the risks associated with energy commodities. The various plans and strategies are monitored daily and developed with quantitative methods.
Our energy resources risk policy includes a wholesale energy markets credit policy and control procedures to manage energy commodity price and credit risks. Nonetheless, adverse changes in commodity prices, generating capacity, customer loads, regulation, weather, and other factors may result in losses of earnings, cash flows and/or fair values.
We measure the volume of monthly, quarterly and annual energy imbalances between projected power loads and resources. The measurement process is based on expected loads at fixed prices (including those subject to retail rates) and expected resources to the extent costs are essentially fixed by virtue of known fuel supply costs or projected hydroelectric conditions. To the extent expected costs are not fixed, either because of volume mismatches between loads and resources or because fuel cost is not locked in through fixed price contracts or derivative instruments, our risk policy guides the process to manage this open forward position over a period of time. Normal operations result in seasonal mismatches between power loads and available resources. We vary the operation of generating resources to match parts of intra-hour, hourly, daily and weekly load fluctuations. We use the wholesale power markets, including the natural gas market as it relates to power generation fuel, to sell projected resource surpluses and obtain resources when deficits are projected. We buy and sell fuel for thermal generation facilities based on comparative power market prices and marginal costs of fueling and operating available generating facilities and the relative economics of substitute market purchases for generating plant operation.
To address the impact on our operations of energy market price volatility, our hedging practices for electricity (including fuel for generation) and natural gas extend beyond the current operating year. Executing this extended hedging program may increase credit risks. Our credit risk management process is designed to mitigate such credit risks through limit setting, contract protections and counterparty diversification, among other practices.
Projected retail natural gas loads and resources are regularly reviewed by operating management and the RMC. To manage the impacts of volatile natural gas prices, we procure natural gas through a diversified mix of spot market purchases and forward fixed price purchases from various supply basins and time periods. We have an active hedging program that extends into future years with the goal of reducing price volatility in natural gas supply costs. We use natural gas storage capacity to support high demand periods and to procure natural gas when price spreads are favorable. Securing prices throughout the year and even into subsequent years mitigates potential adverse impacts of significant purchase requirements in a volatile price environment.
The following table presents energy commodity derivative fair values as a net asset or (liability) as of December 31, 2025 that are expected to settle in each respective year (dollars in millions). As of December 31, 2025, there are no energy commodity derivative contracts outstanding with expected deliveries after 2028:
| Year | Purchases Electric Derivatives Physical (1) | Financial (1) | Gas Derivatives Physical (1) | Financial (1) | Sales Electric Derivatives Physical (1) | Financial (1) | Gas Derivatives Physical (1) | Financial (1) |
|---|---|---|---|---|---|---|---|---|
| 2026 | $— | $— | $(17) | $(10) | $8 | $4 | $(3) | $— |
| 2027 | — | — | (3) | (1) | — | — | (4) | — |
| 2028 | — | — | — | — | — | — | (3) | — |
77
The following table presents energy commodity derivative fair values as a net asset or (liability) as of December 31, 2024 that were expected to settle in each respective year (dollars in millions). As of December 31, 2024, there were no energy commodity derivative contracts outstanding with expected deliveries after 2027:
| Year | Purchases Electric Derivatives Physical (1) | Financial (1) | Gas Derivatives Physical (1) | Financial (1) | Sales Electric Derivatives Physical (1) | Financial (1) | Gas Derivatives Physical (1) | Financial (1) |
|---|---|---|---|---|---|---|---|---|
| 2025 | $— | $— | $(23) | $(19) | $10 | $7 | $(3) | $— |
| 2026 | — | — | (9) | (3) | — | — | — | — |
| 2027 | — | — | (2) | — | — | — | — | — |
(1) Physical transactions represent commodity transactions in which we take or make delivery of either electricity or natural gas; financial transactions represent financial derivative instruments that are settled in cash with no physical delivery of the underlying commodity, such as futures, swap derivatives, or options contracts.
The above electric and natural gas derivative contracts will be included in either power supply costs or natural gas supply costs during the period they are delivered and will be included in the various deferral and recovery mechanisms (ERM, PCA, and PGAs), or in the general rate case process, and are expected to eventually be collected through retail rates from customers.
See “Item 1. Business – Electric Operations” and “Item 1. Business – Natural Gas Operations,” for additional discussion of the risks associated with Energy Commodities.
Compliance Risk
Compliance risk is mitigated through separate Regulatory and Environmental Compliance departments that monitor legislation, regulatory orders and actions to determine the overall potential impact and develop strategies for complying with the various rules and regulations. We also engage outside attorneys and consultants, when necessary, to help ensure compliance with laws and regulations. Oversight of compliance risk strategy is performed by senior management, including the Chief Compliance Officer, and the Environmental, Technology and Operations Committee and the Audit Committee of the Board of Directors.
See “Item 1. Business, Regulatory Issues” through “Item 1. Business, Reliability Standards” and “Environmental Issues and Contingencies” for further discussion of compliance issues that impact our Company.
Resource Adequacy Risk
Resource adequacy risk is managed internally through our integrated resource planning (IRP) evaluation that produces a preferred resource strategy to meet forecasted energy demand over the next twenty plus years. The IRP is conducted every two years to account for changes in assumptions such as forecasted load growth, energy market prices, climate change and other variables. If new resources are shown to be needed in the next four years, then we will initiate a competitive resource request for proposal process to procure new generating resources prior to the anticipated need. We will also hedge shorter term capacity and energy needs per our risk management policy to acquire additional generation as needed. We also participate in the Western EIM and the western resource adequacy program to reduce risk associated with near term energy and capacity needs.
External resource adequacy risk associated with regional capacity shortfalls is monitored and addressed through participation in regional coordination efforts. These efforts include participation in interregional transmission planning conducted by the western power pool, day ahead organized markets, western resource adequacy program, gas-electric coordination initiatives, joint regional transmission infrastructure projects and evaluation of joint generation projects.
Market risk
As filed, 183 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
The information required by this item is set forth in the Enterprise Risk Management section of “Item 7. Management’s Discussion and Analysis” and is incorporated herein by reference.
Controls and procedures
As filed, 8,433 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
The Company has disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Act) that are designed to ensure that information required to be disclosed in the reports it files or submits under the Act is recorded, processed, summarized and reported on a timely basis. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure. With the participation of the Company’s principal executive officer and principal financial officer, the Company's management evaluated its disclosure controls and procedures as of the end of the period covered by this report. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon this evaluation, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures are effective at a reasonable assurance level as of December 31, 2025.
Management’s Report on Internal Control Over Financial Reporting
The Company’s management, together with its consolidated subsidiaries, is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s principal executive officer and principal financial officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States of America.
The Company’s internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures are being made only in accordance with authorizations of management and the directors of the Company; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements.
Under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, the Company conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management determined that the Company’s internal control over financial reporting as of December 31, 2025 is effective at a reasonable assurance level.
The Company’s independent registered public accounting firm, Deloitte & Touche LLP, has issued an attestation report on the Company’s internal control over financial reporting as of December 31, 2025.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company’s internal control over financial reporting that occurred during the Company’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of Avista Corporation
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Avista Corporation and subsidiaries (the “Company”) as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 24, 2026, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Portland, Oregon
February 24, 2026
Figures reported in this filing
Standardized line items from the XBRL in this filing, for the period ended 2025-12-31. Comparative periods it repeats are left out.
| Line item | Period | Value | XBRL concept |
|---|---|---|---|
| Revenue | 12 months2025-01-01 to 2025-12-31 | $1.96bn | us-gaap:Revenues |
| Operating income | 12 months2025-01-01 to 2025-12-31 | $354.0m | us-gaap:OperatingIncomeLoss |
| Income tax | 12 months2025-01-01 to 2025-12-31 | $24.0m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 12 months2025-01-01 to 2025-12-31 | $193.0m | us-gaap:NetIncomeLoss |
| Diluted EPS | 12 months2025-01-01 to 2025-12-31 | $2.38 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 12 months2025-01-01 to 2025-12-31 | $2.38 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 12 months2025-01-01 to 2025-12-31 | 81,051,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 12 months2025-01-01 to 2025-12-31 | $469.0m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 12 months2025-01-01 to 2025-12-31 | $570.0m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 12 months2025-01-01 to 2025-12-31 | $159.0m | us-gaap:PaymentsOfDividends |
| Cash and equivalents | At period end2025-12-31 | $19.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | At period end2025-12-31 | $729.0m | us-gaap:AssetsCurrent |
| Total assets | At period end2025-12-31 | $8.36bn | us-gaap:Assets |
| Current liabilities | At period end2025-12-31 | $878.0m | us-gaap:LiabilitiesCurrent |
| Total liabilities | At period end2025-12-31 | $5.65bn | us-gaap:Liabilities |
| Short-term borrowings | At period end2025-12-31 | $388.0m | us-gaap:ShortTermBorrowings |
| Shareholders' equity | At period end2025-12-31 | $2.71bn | us-gaap:StockholdersEquity |
Source: SEC EDGAR, the filing index for accession 0001193125-26-067872. Last ingested by Listed: Oct 24, 2026, 14:55 ET. Listed shows no prices and gives no investment advice.