So, did Blackstone comply? No, they did not.

First important developments on Project Jupiter. On Monday the Hearing Examiner confirmed that the Air Permit proceeding is not concerned with Oracle and OpenAI's poor decision to begin construction before an air permit is issued, or with their financial losses related to that decision. Over the objection of Project Jupiter and Jennifer Bradfute's "emergency," the order to begin the public hearing on October 19th stands, and the right of intervenors to ask discovery questions remains. Yesterday we submitted our first tranche of questions for YGI Infrastructure and Bloom Energy, focusing on a key legal question: is the project proposed likely to be completed within a reasonable time (20.2.7.208.G NMAC). Unlikely, given the lack of approval for a methane pipeline (Thank you State Land Commissioner!), and a worldwide shortage of scandum, a key component of the Bloom Energy fuel cells planned to fuel the data center.

Those realities have not stopped Oracle and OpenAI from plowing ahead, yesterday showing up at the Doña Ana County Commission meeting with a busload of uniformed workers to speak for the project and private security hired by Oracle to protect the executive who showed up to belatedly answer questions about how many jobs have so far actually been created. Out of 3000 workers at the construction site, just 300 were hired from within Doña Ana County.

The Commissioners, already under fire for operating in secrecy and approving the project without understanding the full implications, tried to limit public comment, ultimately resulting in an uproar from residents who were being silenced. Four people were arrested and a security guard was caught on film twice throwing one of them to the ground.

New Mexicans fighting for their future will not be silenced!

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MORE EVIDENCE? YESTERDAY, FOR MORE THAN SIX HOURS, NEW MEXICANS ALSO SHOWED UP TO SPEAK ABOUT BLACKSTONE AND PNM, WHOSE NEW "COMPLIANCE" FILING ONCE AGAIN FLAUNTS NEW MEXICO LAW

The Compliance Report filed on Monday reveals that TXNM, PNM's parent company, did not simply comply with the Commission's directive to unwind the unlawful $400 million PIPE transaction related to the merger. The Order required them to demonstrate how they had complied with the legally mandated consequence of their unlawful Financing Transaction: that it be made "void and of no effect." Instead of limiting themselves to unwinding the unlawful issuance of stock, Joint Applicants used the compliance process to fundamentally renegotiate and modify the underlying merger agreement itself. 

Most notably, the parties executed a new Waiver and Letter Agreement that substantially altered their contractual rights and obligations. They extended the contractual deadline for closing the merger from its prior expiration date until May 31, 2027, providing Blackstone and TXNM with many additional months to pursue regulatory approval. They also agreed to reduce Blackstone's potential termination fee from $350 million to $175 million, inexplicably reducing an amount that would ultimately benefit PNM ratepayers. In addition, they executed broad mutual waivers of potential liabilities arising from the unlawful PIPE transaction and entered into new consent agreements governing future financing, capital expenditures, dividends, and other corporate actions pending consummation of the merger. 

Why would a corporation waive their legal rights and offer up substantial financial benefits? What did TXNM get for these concessions? Or more pointedly, what will TXNM executives stand to gain by keeping the merger alive? Was it a conflict of interest for the senior management to decide to continue the merger, agreeing to reduce the $350M termination fee, because they personally stand to gain between $45 and $60million if the merger is consummated? How does that decision benefit ratepayers? Did they even do a financial analysis to determine whether to move forward under the agreed changes? All of these questions must be answered.

Perhaps the most remarkable part of the "compliance" filing is that Blackstone still wants to keep approximately $13.3 million in dividends from a stock purchase the Commission declared unlawful and "void and of no effect." Instead of returning those profits, Joint Applicants now claim the dividends should simply be treated as if they were interest on a loan. The PRC said that the transaction was "void and of no effect." That means the unlawful transaction should have no legal consequences and no financial rewards.

The benchmark is not whether Blackstone received $13.3 million instead of the $25 million it claims it might have earned under a hypothetical loan. The benchmark is zero. A party should not profit from a transaction the Commission has declared unlawful. Calling dividends "interest" after the fact does not unwind the violation—it simply attempts to rewrite history while allowing Blackstone to keep millions earned from an illegal stock acquisition.

They don't get to profit off of their unlawful transaction. Period.

Meanwhile Blackstone and PNM continue to organize union reps to speak for the deal, claiming Blackstone will benefit workers in New Mexico, a farce when you look at the impact of inevitable rate increases on working people across the state and the abysmal labor record of Blackstone. Since when is the billionaire oligarchy on the side of working people? On that note, watch this epic public comment from Jonathan of Youth United for Climate Crisis Action. He was one of the many New Mexicans who showed up to say NO to Blackstone for more than six hours yesterday.