Background
David R. Robertson (Robertson), on behalf of Seller, and Richard M. Dewante (Dewante), on behalf of Buyer, seek the Commission's authority, pursuant to Public Utilities Code sections 851 through 854, to consummate the sale and purchase of all of the assets of Seller by Seller to Buyer. Robertson is the president of Seller, and Dewante is president of Buyer.
Seller's assets are the tangible and intangible property comprising its plant and water supply system, which serve approximately 520 customers in the Lake Tahoe area. Seller has been owned by Robertson since 1986. The stated price is $150,000, as set forth in the written Agreement of Sale between Richard Dewante and Ann P. Dewante, husband and wife, and Tahoe Park Water Company, Incorporated, a California corporation, dated April 3, 1996. In 1996, Seller attempted to sell the personal property pursuant to that agreement, as well as two parcels of real property to Dewante and his wife as their community property under a separate written agreement, but in Re: Tahoe Park Water Company, Inc., Decision (D.) 97-08-021 in Application (A.) 97-02-039, 73 CPUC2d 715 (1997), the Commission denied the request without prejudice as a consequence of concerns about the nature of the property to be conveyed.1 A number of plant additions and retirements have been made since that decision was issued, and the present application only requests authority for the purchase and sale of assets comprising the existing system, even though copies of the 1996 documents are attached to the application to describe the subject matter.
Dewante, who is a licensed operator, has been operating the system for Seller since April 3, 1996, the date of execution of the earlier purchase and sale agreement and related documents. Dewante claims that after D.97-08-021 was issued, Buyer invested more than $800,000 in new plant and equipment at its own expense, in the apparent expectation that Buyer would eventually assume ownership of the system.
1 The Grant Deed and Bill of Sale, and two Agreements of Sale, dated April 3, 1996, which were the subject of A.97-02-039, reflect that the intended buyer of the system was Tahoe Park Utility Company, a California Corporation (Utility). The applicants have included in the present application a certified copy of an Amendment of Articles of Incorporation, which reflects that on January 22, 1997, Article I of Utility's Articles of Incorporation was amended to change the name of the corporation to Tahoe Park Water Company.
