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PUC Staff File Draft Preliminary Order In TDU Merger
The Public Utilities Commission of Texas (PUCT) will consider Staff’s draft preliminary order at the October 23, 2025, open meeting regarding the Texas-New Mexico Power Company (TNMP) and Troy ParentCo LLC jointly filed report and application under Public Utility Regulatory Act (PURA) §§ 14.101, 39.262, and 39.915, for regulatory approval of a merger agreement.
This preliminary order identifies the issues that must be addressed in this proceeding.
As background on August 25,2025, Texas-New Mexico Power Company (TNMP) and Troy ParentCo LLC (Troy) (collectively, the Joint Applicants) filed a joint report and application for regulatory approval of a merger agreement under the PURA1 §§ 14.101,39.262(l) and (in) and 39.915.
On October 13, 2025 staff filed an initial list of recommended proposed issues:
General Issues
- Is the application sufficient for the Commission’ s consideration? If not, what action should the Commission take?
- Have the Joint Applicants complied with reporting requirements under PURA §§ 14.101, 39.262(l),39.915(b) and 16 Texas Administrative Code (TAC) § 25.74(b)?
- Have the Joint Applicants provided reasonable notice to affected persons regarding the filing of the application under 16 TAC § 22.55? PURA **39.262 and 39.915 Factors 4. Is the proposed transaction consistent with the public interest under PURA §§39.262(in) and 39.915(b)?
- Will the transaction adversely affect the reliability of service?
- Will the transaction adversely affect the availability of service? c. Will the transaction adversely affect the cost of service?
PURA 14.101 Factors
- Is the proposed transaction consistent with the public interest under PURA § 14.101(b)?
- What is the reasonable value of the property, facilities, or securities to be acquired, disposed of, merged, transferred, or consolidated?
- Will the proposed transaction adversely affect the health or safety of customers or employees?
- Will the proposed transaction result in the transfer of jobs of Texas citizens to workers domiciled outside this state?
- Will the proposed transaction result in a decline in service?
- Does the proposed transaction result in improvements in service to Texas ratepayers?
- Will TNMP receive consideration equal to the reasonable value of the assets, if any, that it sells, leases, or transfers?
- If the transaction is found not to be in the public interest or the Joint Applicants do not close on the transaction, how will the financial implications of the transaction be addressed to eliminate unreasonable costs in future ratemaking proceedings?
For Staff’s Additional Considerations Related to a Public Interest Filing please see filing.
On October 14, 2025 Texas Energy Association for Marketers (TEAM) filed requests of TNMP in its First Request for Information (RFI). In the filed TEAM discover request questions were directly raised about competitive affiliates:
“TEAM 1-3 On page 20 of his testimony, Mr. Whitehurst states: “Transactions between TNMP and its Competitive Affiliates shall be at arm’s length, except that transactions governed by tariffs shall be in accordance with the applicable tariffs.” Please describe any anticipated transactions between TNMP and any Competitive Affiliate that could not be governed by tariffs.
TEAM 1-4 Please identify any updates to the list of competitive affiliates provided in Exhibit HB-5.
TEAM 1-5 In the commitments in this case, would TNMP commit that it will not convert Lancium QSE, LLC to an Option I REP?”
Draft Preliminary Order (10/16/2025)
TEAM Request For Information (10/14/2025)
Commission Staff’s List Of Issues (10/13/2025)
OPUC’S Proposed List Of Issues (10/13/2025)
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((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)
