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County Administrator's Report 11. 3.
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| BCC Regular Meeting |
Technical/Public Service Consent |
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| RECOMMENDATION: |
Recommendation Concerning Approval of the Execution and Delivery of Replacement Promissory Notes Relating to Certain Bonds Issued on Behalf of Gulf Power Company - JoLinda Herring, Shareholder, Bryant Miller Olive P.A.
That the Board authorize the execution and delivery of certain replacement Promissory Notes originally executed and delivered in connection with the Series 2003 Bonds, First Series 2009 Bonds and Second Series 2009 Bonds, each issued on behalf of Gulf Power Company. |
| BACKGROUND: |
| On December 8, 2016, the Board adopted and authorized the Chairman to execute Resolution No. R2016-157 approving an Agreement of Resignation, Appointment and Acceptance among the County, as the issuer of certain Bonds (herein defined) on behalf of Gulf Power Company (“Gulf Power”), The Bank of New York Mellon Trust Company, N.A. (the “Prior Trustee”), and U.S. Bank National Association (the “Successor Trustee”), which Agreement approved the resignation of the Prior Trustee and the appointment of the Successor Trustee.
In connection with the above, the County has been advised that the Prior Trustee is unable to find the Promissory Notes originally assigned by the County to the Prior Trustee in connection with the issuance of the Bonds. Accordingly, Gulf Power is requesting the County execute replacement Promissory Notes for the purpose of assigning the replacement Promissory Notes to the Successor Trustee. The replacement Promissory Notes are attached.
On April 15, 2003, the County issued on behalf of Gulf Power its $32,550,000 Pollution Control Revenue Refunding Bonds (Gulf Power Company Project), Series 2003 (the “Series 2003 Bonds”), pursuant to a Trust Indenture dated as of April 1, 2003 (the “2003 Indenture”), between the County and the Prior Trustee.
On March 31, 2009, the County issued on behalf of Gulf Power its (i) $65,000,000 Solid Waste Disposal Revenue Bonds (Gulf Power Company Project), First Series 2009 (the “First Series 2009 Bonds”), pursuant to a Trust Indenture dated as of March 1, 2009 (the “First Series 2009 Indenture”), between the County and the Prior Trustee and (ii) $65,400,000 Solid Waste Disposal Revenue Bonds (Gulf Power Company Project), Second Series 2009 (together with the Series 2003 Bonds and the First Series 2009 Bonds, the “Bonds”), pursuant to a Trust Indenture dated as of March 1, 2009 (together with the 2003 Indenture and First Series 2009 Indenture, the “Indentures”) between the County and the Prior Trustee.
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| BUDGETARY IMPACT: |
| The County will not be required to make any payments or incur any costs with respect to the execution and delivery of the replacement Promissory Notes. The County shall be also reimbursed by the Borrower for out of pocket expenses as outlined in Chapter 46, Article VII, of the County’s Code of Ordinances (the “Conduit Bonds Ordinance”). |
| LEGAL CONSIDERATIONS/SIGN-OFF: |
| JoLinda Herring, Bryant Miller Olive P.A., the County’s Bond Counsel, has reviewed the replacement Promissory Notes on behalf of the County to insure that the County has no additional liability or obligation thereunder. |
| PERSONNEL: |
| None. |
| POLICY/REQUIREMENT FOR BOARD ACTION: |
| Gulf Power will be required to comply with any applicable requirements of the Conduit Bonds Ordinance, if any, with respect to execution and delivery of the replacement Promissory Notes. |
| IMPLEMENTATION/COORDINATION: |
| None. |
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