PURSUANT TO THE PROVISIONS OF THE State Administrative Procedure Act, NOTICE is hereby given of the following proposed rule:

The Commission is considering a petition filed by Number Three Wind LLC seeking flexible financing authorization under lightened regulation.

A financing arrangement with respect to a proposed wind generating facility.

To consider the requested financing arrangement, and if approved, what regulatory conditions should apply.

The Public Service Commission (Commission) is considering a petition filed by Number Three Wind LLC (NTW) on November 23, 2022, requesting flexible financing arrangements under Public Service Law (PSL) § 69 in relation to the construction and operation of a 103.9 megawatt wind electric generation facility in Lewis County, New York (the Project).

According to the petition, NTW is the current owner of the Project, which is certified under PSL Article 10. NTW explains that on March 8, 2021, the Commission issued an order granting NTW a Certificate of Public Convenience and Necessity for the Project pursuant to PSL § 68, and authorizing a lightened regulatory regime. By its December 1, 2022 petition, NTW seeks authorization to incur debt in connection with the construction and ongoing operational needs of the Project in an aggregate amount not to exceed $300 million, which NTW anticipates will consist of: (1) approximately $90 million in the form of tax equity; (2) approximately $65 million in the form of cash equity; (3) approximately $35 million in direct equity; and (4) approximately $110 million in the form of term loans. NTW also seeks authorization to pledge ownership interests in, and assets of, the Project as collateral security for the repayment of that debt. NTW further requests flexibility to, without prior Commission approval, restructure the debt, including the identity of the financing entities, payment terms, and the amount financed, up to the $300 million limit. NTW asserts that authorizing such financing is appropriate because it is similar to financing approved for other wholesale generators constructed and operated on a merchant basis, and because it will not harm utility ratepayers.

Separately, NTW requests that the Commission issue a declaratory ruling that an intra-company transfer of upstream ownership interests in NTW to holding companies, and a subsequent transfer of upstream ownership interests in NTW to third-party investors, does not require further Commission review under PSL § 70.

The full text of the petition and the full record of the proceeding may be reviewed online at the Department of Public Service web page: www.dps.ny.gov. The Commission may adopt, reject, or modify, in whole or in part, the action proposed and may resolve related matters.

John Pitucci, Public Service Commission, 3 Empire State Plaza, Albany, New York 12223-1350, (518) 486-2655, email: [email protected]

Michelle L. Phillips, Secretary, Public Service Commission, 3 Empire State Plaza, Albany, New York 12223-1350, (518) 474-6530, email: [email protected]

60 days after publication of this notice.