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Joint Settlement Reached In TNMP & Blackstone Acquisition
Parties filed a stipulation settlement of the issues raised in the Joint Report and Application of Texas-New Mexico Power Company and Troy ParentCo LLC for Regulatory Approvals under PURA §§ 14.101, 39.262, and 39.915 filed in this docket.
The following parties join in this Stipulation resolving all issues in this proceeding: TNMP, Troy, Commission Staff, TIEC, OPUC, Cities, Walmart, and TEAM (collectively, the “Signatories”).
“The Signatories agree that a negotiated resolution of this proceeding on the basis set forth in this Stipulation is in the public interest, will conserve the Signatories’ resources, and will eliminate controversy in this proceeding. Accordingly, the Signatories request that the Public Utility Commission of Texas (the “Commission”) approve this Stipulation and enter an order consistent with its terms.”
Tangible and Quantifiable Benefits
Rate Credit: TNMP will provide a direct financial benefit to customers in the form of a rate credit of $45.5 million to be paid over 48 months following the closing of the Acquisition. The rate credit amounts will be allocated across all functions and classes consistent with Staff witness Narvaez’ s testimony.
Financial Protections and Ring-Fencing
Sole Authorized Purpose: TNMP’s sole purpose is to provide transmission and distribution utility service and the performance of activities reasonably necessary and appropriate thereto. TNPE 1 will exist only to directly own equity interests in TNMP and may not issue debt.
Separate Name and Logo: TNMP will maintain an identity, name, and logo that is separate and distinct from the identity, name, and logos associated with Blackstone and any current or former Texas competitive affiliate of TNMP; provided, that the Blackstone name and logo can be added to the TNMP name and logo for branding purposes but that if the Blackstone name or logo is added to the TNMP name and logo, no competitive affiliate with operations in Texas will use the Blackstone or TNMP name, logo, or other brand identifying features (or any combination thereof) for branding purposes. TNMP will not engage in joint marketing, advertising or promotional activities with any affiliate data center developer or competitive affiliate of TNMP (including retail electric providers, aggregators, and wholesale generation companies) operating in Texas in a manner that is inconsistent with the Public Utility Regulatory Act and the Commission’ s rules.
No Shared Credit Facilities: TNMP and TNPE 1 will not share credit facilities with Troy, Blackstone Infrastructure, Blackstone, or any of their affiliates or subsidiaries, except for joint revolvers where liability is several, not joint, and there are no cross-default provisions applicable to any utility borrower.
No Affiliate Asset Transfers: TNMP will not transfer material assets (over $1 million) to affiliates except at arm’s length and consistent with the Commission’ s standards as they are applicable to TNMP, regardless of whether such affiliate standards would apply to a particular transaction.
Separate Books and Records: TNMP will maintain accurate, appropriate, and detailed books, financial records and accounts, including checking and other bank accounts, and custodial and other securities safekeeping accounts that are separate and distinct from those of any other entity.
No Commingling of Funds: TNMP will not commingle its funds, assets, or cash flows with those of affiliates, including TXNM, Troy, Blackstone Infrastructure, and any of their affiliates or subsidiaries, except as authorized by the Commission.
No Recovery of Affiliate REP Bad Debt: To the extent that any retail electric provider is affiliated with TNMP, TNMP will not seek to recover from its customers any costs incurred as a result of a bankruptcy of any such affiliate.
Code of Conduct and Affiliate Standards
Competitive Affiliate Commitment: TNMP, including the TNMP Board, and Blackstone Infrastructure will comply with all the requirements of the Public Utility Regulatory Act and the Commission’ s rules governing aspects of any relationship and dealings between TNMP and all affiliates. TNMP, including the TNMP Board, and Blackstone Infrastructure will not share TNMP’ s confidential information as defined under 16 Tex. Admin. Code § 25.272(c)(3) with affiliates, except as allowed for corporate support services.
Arm’s-Length Transactions: TNMP will maintain arm’s-length relationships with all affiliates and comply with all Commission affiliate standards when negotiating and entering into contracts with affiliates.
Option 1 REPs: If a controlled affiliate of Blackstone Infrastructure seeks certification from the Commission to become an Option 1 REP, TNMP will provide notice of that certification Docket to the parties to this proceeding.
Unanimous Stipulation & Agreement (12/11/2025)
58536
(Joint Report And Application Of Texas-New Mexico Power Company And Troy Parentco LLC For Regulatory Approvals Under Pura §§ 14.101, 39.262, And 39.915)
