APSC FILED Time: 5/30/2019 2:04:40 PM: Recvd 5/30/2019 2:02:48 PM: Docket 19-019-U-Doc. 19 BEFORE THE ARKANSAS PUBLIC SERVICE COMMISSION IN THE MATTER OF THE PETITION OF ) ENTERGY ARKANSAS, LLC FOR ) APPROVAL OF A BUILD-OWN-TRANSFER ) DOCKET NO. 19-019-U ARRANGEMENT FOR A RENEWABLE ) RESOURCE AND FOR ALL OTHER ) RELATED APPROVALS ) PETITION FOR APPROVAL OF A BUILD-OWN-TRANSFER ARRANGEMENT FOR A RENEWABLE RESOURCE AND FOR ALL OTHER RELATED APPROVALS COMES NOW ENTERGY ARKANSAS, LLC ("EAL" or the “Company”), and for its Petition for Approval of a Build-Own-Transfer Arrangement for a Renewable Resource and for All Other Related Approvals (“Application”), states as follows: DESCRIPTION OF THE COMPANY 1. The Company is a limited liability company organized and existing under the laws of the State of Texas, and is a public utility, as defined by Ark. Code Ann. § 23-1-101 et seq., subject to the jurisdiction of the Arkansas Public Service Commission (“APSC” or the “Commission”). The Company’s principal place of business is located at the Simmons Tower Building, 425 West Capitol Avenue, Little Rock, Arkansas 72201. A copy of the Company’s Operating Agreement is on file with the Commission and is hereby incorporated by reference. 2. The Company’s property consists of facilities for the generation, transmission, and distribution of electric power and energy to retail and wholesale 1 APSC FILED Time: 5/30/2019 2:04:40 PM: Recvd 5/30/2019 2:02:48 PM: Docket 19-019-U-Doc. 19 customers. These facilities are located principally in the State of Arkansas. As of April 30, 2019, EAL provided retail electrical service subject to the jurisdiction of the Commission to a total of 707,753 customers. Of these customers, 594,565 were residential; 94,936 were commercial; 17,457 were industrial; and 795 were public agencies, institutions, or others. 3. EAL currently owns or operates two nuclear generating units, four coal-fueled generating units, four hydroelectric plants, one large natural gas-fueled steam electric generation station, and three combined-cycle gas turbine (“CCGT”) generating facilities. In addition, EAL purchases capacity and associated energy from the Grand Gulf Nuclear Station in Mississippi and has executed two Commission-approved power purchase agreements (“PPAs”) with Stuttgart Solar and Chicot Solar for approximately 181 MW. Collectively, these various resources provide EAL with approximately 5,256 MW of generating capability that is available to serve its customers in 2019. EAL also owns and operates approximately 939 circuit miles of extra high voltage transmission lines of 345 kV or greater; 195 circuit miles of transmission lines of 230 kV; 3,837 circuit miles of transmission lines of 161 kV and lower; transmission substations, distribution substations, and associated facilities necessary to provide electric service. 2 APSC FILED Time: 5/30/2019 2:04:40 PM: Recvd 5/30/2019 2:02:48 PM: Docket 19-019-U-Doc. 19 JURISDICTION, LEGISLATIVE FINDINGS, AND REQUESTED RELIEF 4. This Application relates to the Company’s execution of a Build-Own- Transfer (“BOT”) Acquisition Agreement (the “Agreement”), pursuant to which EAL would acquire, upon Commission approval, a renewable energy resource constructed by a third party as described in more detail below. This Application is being filed pursuant to Ark. Code Ann. § 23-3-102; Ark. Code Ann. § 23-18-701, et. seq. (the “Arkansas Clean Energy Development Act”); Ark. Code Ann. § 23-18- 501, et. seq. (the “Utility Facility and Environmental and Economic Protection Act”) to the extent applicable; and Sections 3, 4, 6, and 10 of the Commission’s Rules of Practice and Procedure. A copy of the Agreement is attached as Highly Sensitive EAL Application Exhibit G,1 which is redacted in its entirety due to the commercial sensitivity of its terms. Additionally, consistent with APSC Rule of Practice and Procedure 10.02, EAL is attaching as Highly Sensitive EAL Application Exhibit H the Entergy Corporation Board Meeting Minutes, which approve EAL entering into the Agreement and contain highly sensitive commercial terms and are redacted in their entirety. 5. Ark. Code Ann. § 23-3-102 provides that, with the consent and approval of the APSC but not otherwise, any public utility can acquire any public utility plant or property constituting an operating unit or system; applications for 1 EAL’s lettering of exhibits to this Application reflects the Company’s attempt to maintain the application exhibit lettering convention typically used in a certificate proceeding such that the customarily included exhibits are lettered A through F and other exhibits to this Application appear thereafter. 3 APSC FILED Time: 5/30/2019 2:04:40 PM: Recvd 5/30/2019 2:02:48 PM: Docket 19-019-U-Doc. 19 such approval and consent shall be made by the interested public utility and shall contain a concise statement of the proposed action, the reasons therefor, and such other information as may be required by the Commission.2 As set forth more fully later in this Application and the accompanying testimony, EAL respectfully submits that the Agreement is consistent with the public interest and that EAL’s Application complies with the terms of the statute and Section 10 of the APSC’s Rules of Practice and Procedure. In short, the Agreement will provide for the Company to acquire a financially attractive renewable energy resource that provides benefits to EAL’s customers. 6. Moreover, with its passage of the Arkansas Clean Energy Development Act of 2012, the General Assembly found that it is in the public interest to require electric public utilities subject to the APSC’s jurisdiction to consider clean energy and the use of renewable energy resources as part of any resource plan.3 Accordingly, by law, all electric public utilities subject to the APSC jurisdiction shall consider clean energy and the use of renewable resources as part of any resource plan.4 The 2012 Act provides that the Commission may approve any clean energy resource or renewable energy resource that it determines to be in the public interest.5 Further, the General Assembly included as part of the Utility Facility and Environmental and Economic Protection Act the finding that “laws and 2 Ark. Code Ann. § 23-3-102(a)(3) and (b)(1). While EAL is unaware of Arkansas authority precisely defining “operating unit or system,” EAL believes that a generation resource such as the solar resource under the Agreement is the type of unit or system contemplated by the statute. 3 Ark. Code Ann. § 23-18-701. 4 Ark. Code Ann. § 23-18-702. 5 Ark. Code Ann. § 23-18-703(a)(3). 4 APSC FILED Time: 5/30/2019 2:04:40 PM: Recvd 5/30/2019 2:02:48 PM: Docket 19-019-U-Doc. 19 practices relating to the…operation of the utility facilities should provide for the protection of environmental values, encourage the development of alternative renewable and nonrenewable energy technologies that are energy-efficient, and take into account the total cost to society of the facilities…”6 The Agreement, which provides for the BOT arrangement of a solar energy resource, is consistent with the General Assembly’s findings by virtue of its nature as a renewable resource, the procurement of which EAL respectfully submits is in the public interest. 7. Arkansas Code Ann. § 23-3-201 provides that “new construction or operation of equipment or facilities for supplying a public service or the extension of a public service shall not be undertaken without first obtaining from the Arkansas Public Service Commission a certificate that public convenience and necessity require or will require the construction or operation.”7 As EAL expects to be the entity later acquiring and operating the resource to provide service to EAL’s customers, the Company is providing information that it respectfully submits is sufficient to support the issuance of a certificate of public convenience and necessity (“CCN”) for EAL to operate the facility. 8. Additionally, in the event the Commission determines it necessary notwithstanding that EAL is not the entity constructing the resource, and reserving its rights as to this issue in any future proceedings, EAL is providing evidence in 6 Ark. Code Ann. § 23-18-502. 7 Ark. Code Ann. § 23-3-201(a). 5 APSC FILED Time: 5/30/2019 2:04:40 PM: Recvd 5/30/2019 2:02:48 PM: Docket 19-019-U-Doc. 19 this proceeding to support any findings and certificates under Ark. Code Ann. § 23- 18-501, et. seq. and Section 6 of the APSC’s Rules of Practice and Procedure that the Commission may deem appropriate. Specifically, Ark. Code Ann. § 23-18-510 provides that “a person shall not begin construction of a major utility facility in the state without first obtaining a certificate of environmental compatibility and public need for the major utility facility from the Arkansas Public Service Commission.”8 The solar resource to be constructed under the BOT Agreement could be considered a “major utility facility” in that it comprises “an electric generating plant and associated transportation and storage facilities for fuel and other facilities designed for or capable of operation at a capacity of fifty megawatts (50 MW) or more.”9 Accordingly, EAL has worked with its counterparty under the Agreement and is providing information the Company respectfully submits is sufficient to support the issuance of a certificate of environmental compatibility and public need (“CECPN”) to EAL should the Commission determine one is appropriate. 9. As explained above and in support of its Application, EAL is providing evidence in the form of testimony and exhibits sufficient to meet the CECPN and CCN statutory requirements and those in the APSC Rules of Practice and Procedure and is providing the following related exhibits in support thereof: 8 Ark.