HomeMy WebLinkAboutORD 14-057ORDINANCE NO. 14 -057
ORDINANCE WITH RESPECT TO
FAIR ENERGY OPERATIONS LLC.
PROJECT
WHEREAS, FAIR ENERGY OPERATIONS LLC. and its subsidiaries or affiliates (collectively,
the "Company ") own and operate various solid waste and waste to energy facilities (the "Facilities ")
throughout the state of Texas; and
WHEREAS, the Company desires to make certain improvements to such Facilities throughout the
state of Texas (the "Project ") as more fully described in Exhibit "A" a portion of which is located in this
City (the "Local Portion''); and
WHEREAS, in order to achieve the economies of scale in financing the Project, the Company has
requested Mission Economic Development Corporation (the "Issuer ") to issue Solid Waste Disposal
Revenue Bonds (Fair Energy Operations LLC Project) Series 2014 (the "Series 2014 Bonds ") to finance
the Project, including portions located outside the boundaries of Mission, Texas, the Issuer's sponsoring
governmental unit; and
WHEREAS, in order that the Local Portion of the Project may be financed with the proceeds of
Series 2014 Bonds, the City Council of the City (the "City Council ") must request that the Issuer exercise
its powers within the City for the purpose of issuing such bonds in one or more series to finance the Local
Portion of the Project, such request being intended to satisfy the requirements of Section 501.159 of the
Texas Development Corporation Act, Texas Local Government Code, Chapter 501, as amended (the
"Act "); and
WHEREAS, the City Council desires hereby to make such request of the Issuer and to take other
actions to enable the Issuer to issue the Series 2014 Bonds and the Company to use the proceeds thereof
to finance the Project;
WHEREAS, approval of the City Council as the "applicable elected representative" is also
required in connection with the issuance of the Series 2014 Bonds in order to satisfy the requirements of
Section 147(f) of the Internal Revenue Code and the City Council desires hereby to give such approval.
BE IT ORDAINED, ADOPTED AND DECREED BY THE CITY COUNCIL OF THE CITY
OF BEAUMONT, TEXAS:
Section 1. Third Party Financing. In order that the Local Portion of the Project may be
financed as a part of the entire Project through the issuance of the Series 2014 Bonds, the Issuer is hereby
requested to exercise its powers within the City for the purpose of issuing such bonds in one or more
series to finance the Local Portion of the Project in accordance with Section 501.159 of the Act.
Section 2. Public Hearin and Approval for Federal Tax Pumoses. In order to comply with
Section 147(f) of the Internal Revenue Code of 1986, as amended, a public hearing shall be held in which
members of the public shall be permitted to express their views with respect to the Local Portion of the
Project and the Issuer's issuance of the Series 2014 Bonds for such purpose. Such hearing is authorized
to be conducted by Mayor Becky Ames (or her designee), as hearing officer. Notice of such hearing was
published no less than 14 days prior to such hearing in a newspaper of general circulation in the City.
Based solely upon the results of such hearing, and solely for purposes of complying with Section 147(f)
of the Internal Revenue Code of 1986, as amended, the Mayor is hereby authorized and directed to
execute a certificate certifying approval of the Local Portion of the Project and the Issuer's issuance of the
Series 2014 Bonds for that purpose.
SECTION 3. DISCLAIMER OF LIABILITY. THE CITY, THE CITY COUNCIL, THE
MAYOR AND ALL OTHER CITY OFFICIALS MAKE NO REPRESENTATION OR
WARRANTY OF ANY KIND WHATSOEVER WITH RESPECT TO THE LOCAL PORTION
OF THE PROJECT OR THE ISSUANCE, CREDITWORTHINESS OR REPAYMENT OF THE
INDUSTRIAL REVENUE BONDS TO BE ISSUED BY THE ISSUER WITH RESPECT TO THE
LOCAL PORTION OF THE PROJECT. UNDER NO CIRCUMSTANCES SHALL THE CITY
HAVE ANY LIABILITY, FINANCIAL OBLIGATION OR RESPONSIBILITY OF ANY KIND
WITH RESPECT TO THE PAYMENT OF INDUSTRIAL REVENUE BONDS ISSUED FOR
THE LOCAL SHARE OF THE PROJECT OR FOR THE CONSTRUCTION, MAINTENANCE,
OPERATION OR ANY OTHER ASPECT OF THE LOCAL SHARE OF THE PROJECT.
SECTION 4. Effective Date. This Ordinance shall be effective immediately upon passage by
sufficient affirmative votes.
ADJUDGED, ADOPTED AND DECREED this 28`x' day of October, 2014.
- ayor Becky Ames -
EXHIBIT "A"
FAIR ENERGY OPERATIONS, LLC AND AFFILIATES
Project Description
The proceeds the Series 2014 Bonds will be loaned to Fair Energy Operations — Beaumont, LLC
( "Fair Energy Beaumont ") and Fair Energy Operations — Angleton, LLC ( "Fair Energy Angleton," and,
together with Fair Energy Beaumont, the "Borrower ") and will be used by the Borrower to provide funds
to: (i) finance or refinance all or part of the cost of acquiring and constructing certain capital
improvements and infrastructure relating to waste -to- energy facilities and /or solid waste facilities
including any land, equipment and other property comprising waste -to- energy facilities (including
property functionally related and subordinate thereto) that will convert municipal solid waste into usable
products located at: (a) Beaumont City Landfill — 5895 Latin Drive, Beaumont, texas (me -- Beaumont
Facility ") and (b) Seabreeze Environmental Landfill — 10310 FM 523, Angleton, Texas (the "Angleton
Facility," and together with the Beaumont Facility, the "Series 2014 Project ") and (ii) pay the costs of
issuance of the Series 2014 Bonds and related financing costs.
#4621623.5
EXHIBIT "A"
CERTIFICATE FOR ORDINANCE
TI IF STATE OF TEXAS §
CITY OF BEAUMONT §
COt'NTY OF JEFFERSON §
We, the undersigned officers of the City Council of the Cite of Beaumont, Texas. hereby certify
as follows:
I. The City Council of the City of BCatunout. Texas_ convened in re(Iular tweeting on
October 23, 2014, at the regular meeting place thereof, within said City., and the roll was called ol'the duly
constituted officers and members of said City✓ Council, to wit:
Becky Ames
Mayor
Dr. Alan B. Coleman
Mavor Pro Ward I
W.L. Pate, Jr.
Council Member, At -large
Gethrel Wright
Council Member, At -large
Mike Getz
Council Member, Ward 2
Audwin Samuel
Council Member, Ward 3
Janiie Smith
Council Member, Ward 4
and all of said persons were present except for Audv�in Samuel_Coum ilmember Ward 2, thus constituting
a quorum. Whereupon, among other business, the following was transacted at said meeting: a kN ritten
ORDINANCE WITH RESPECT TO FAIR ENERGY OPERATIONS LLC PROJEICT
was duly introduced for the consideration of' said City Council. It was then duly moved and
seconded that said ordinance be adopted; and, after due discussion, said motion, carrying with it the
adoption of said ordinance_ prevailed and carried by the following vo�c:
AYES: Becky Ames, Mayor; Dr. Alan Coleman, Mayor Pro Tem; W.L. Pate. At -large: Gethrel
Wright, At -large; Mike Getz, Ward 2: Jamie Smith, A\ard 4
NOES: None
ABSTENTIONS None
2. A true, full and con copy ol' the aforesaid ordinance adopted at the meeting described
in the above and foregoing paragraph is attached to and follows this certificate, said ordinance has been
duly recorded in said City Council's minutes of said meeting; the abc,%e and foregoing paragraph is a true,
full and correct excerpt from said City COunCIFS minutes of said meeting pertaining to the adoption of
said ordinance; the persons named in the above and foregoing paragraph are the duly chosen, qualified
and acting officers and members of said City Council as indicated therein; each of the officers and
mernbers of said City Council was duly and sufficiently notified officially and personally, in advance, of
the date, hour, place and purpose of the aforesaid meeting, and that said ordinance ycould be introduced
and considered for adoption at said meeting, and each of said officers and members consented. in
advance, to the holding of said meeting for such purpose: and said meeting was open to the public as
required by law; and public notice of the date, hour, place and subject of said meeting was given as
required by the Texas Open Meetings Act.
.ac,21
SIGNED AND SE.AI.ED this October ?S, 201 �.
City- Secrctary
CERTIFICA"1' OF MAYOR OF
CITY OF BEAUMONT, TEXAS
(Fair Energy Operations Project)
The undersigned Mayor of the City of Beaumont, "Texas (the "Cif ") hereby certifies with
respect to a plan of finance of the Mission Economic Development Corporation (the
"Corporation ") including the issuance of its Solid Waste Disposal Revenue Bonds (Fair Energy
Operations Project) Series 2014 (the "Bonds ") and other bond issues, that:
I. I am the duly appointed hearing officer for the public hearing which was held on
October 28, 2014 in connection with the issuance of the Bonds at the time and place indicated ill
the Notice of Public Hearing included in Exhibit A attached hereto, all in accordance with the
requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code ").
2. Notice of the public hearing was published no less than 14 days before the date of
the public hearing; in a newspaper of general circulation available to residents of the City, as
evidenced by the Affidavit of Publication of Notice of Public Hearing attached hereto as
Exhibit A.
3. All persons appearing at the public hearing were given an opportunity to comment
on the proposed plan of finance, including the issuance of the Bonds, and the project to be
Financed by the plan of finance. No such persons appeared or made comments except as is set
forth on Exhibit B attached hereto.
4. After giving all interested persons an opportunity to appear and comment, the
public hearing was declared closed.
S. Solely for purposes of the approval requirements of the aforesaid Section 1470
of the Code, and for no other purposes, in my capacity as Mayor, I hereby approve the plan of
finance, including the issuance of the Bonds, and the facilities to be financed by the plan of
finance; provided, however, THAT THIS APPROVAL IS NOT TO BE CONSTRUED AS
(I) A REPRESENTATION OR WARRANTY BY THE CITY, THE MAYOR OF THE
CITY, THE STATE OF TEXAS OR ANY OTHER AGENCY, INSTRUMENTALITY OR
POLITICAL SUBDIVISION OF THE STATE OF TEXAS THAT THE BONDS WILL BE
PAID OR THAT ANY OBLIGATIONS ASSUMED BY ANY OF THE PARTIES UNDER
THE INSTRUMENTS DELIVERED IN CONNECTION WITH THE BONDS WILL IN
FACT BE PERFORMED; (II) A PLEDGE OF THE FAITH AND CREDIT OF THE
CITY OR THE STATE OF TEXAS OR ANY AGENCY, INSTRUMENTALITY OR
POLITICAL SUBDIVISION OF THE STATE OF TEXAS OR THE CITY; OR (III) A
REPRESENTATION OR WARRANTY BY THE CITY CONCERNING THE VALIDITY
OF THE CORPORATE EXISTENCE OF THE CORPORATION OR THE VALIDITY
OF THE BONDS.
#4539753.3
EXECUTED as of October 28, 2014.
Mayor
City of Beaumont, Texas
Exhibit A - Notice of Public Hearing
Exhibit B - Names and Comments of Persons Attending Public Hearing
Certificate of Mayor of City of Beaumont
EXHIBIT A
AFFIDAVIT OF PUBLICATION OF
NOTICE OF PUBLIC HEARING
ATTACHED
#4634783.3
AFFIDAVIT OF PUBLICATION
STATE OF TEXAS:
COUNTY OF JEFFERSON:
Before me, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared: Monica Mendoza, who after being
duly sworn, says that she is a NEWSPAPER REPRESENTATIVE for
THE ]BEAUMONT ENTERPRISE, a daily newspaper published in
Jefferson County and generally circulated in Jefferson, Hardin, Tyler,
Newton, Orange, Jasper, Liberty, Sabine, Chambers, San Augustine,
Angelina and Galveston Counties, Texas, and that the publication, of which
the annexed is a true copy, was published. to wit:
October 14, 2014 Ad #197052001
Accoiuit 4041664103 Bracewell & Giuliana, LLP
Newspaper Representative
Sworn and subscribed to before zne, thiss! day of is 0� :_ _A.D.
Notary Public in and for the State of Texas
o�P�vP�3G ERIKA ACEVEDO
4 NOTARY PUBLIC, STATE OF TEXAS t�
(t y w MY COWAISSION EXPIRES 1
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Of APRIL APRIL 3, 2016
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NOTICE OF PUBLIC HEARING
MISSION ECONOMIC DEVELOPMENT CORPORATION
SOLID WASTE DISPOSAL REVENUE BONDS
(PAIR ENERGY OPERATIONS LLC PROJECT)
SERIES 2014
Notice Is hereby given of a public hearing to be held by the
Mission Economic Development Corporation (the `Issuer ")
at the time and location set forth below with respect to the
captioned bonds (the "Series 2014 Bonds ") to be issued In one
i
or more series in an aggregate principal amount not to exceed
$100,000,000 by ,the issuer. The proceeds the Series 2014 Bonds
will be loaned to Fair Energy Operations - Beaumont, LLC
("Fair Energylieaumont") and Fair Energy Operations - Angleton,
LLC ( "Fair Energy Angleton," and, together with Fair Energy
Beaumont, the " Borrower") and will be used by, the Borrower
to provide funds to: {I) finance or refinance ' all or part of the
cost of acquiring and constructing certain capital imprbvements
and infrastructure relating to waste- to-energy Iacillties
and/or solid waste facilities including any land, .equipment and
other property comprising waste- to-energy facllities (including
property functionally related and subordinate thereto) that will
convert municipal solid waste into usable products located -at:
(a) Beaumont; City Landfill -.5895 Lafin Drive; Beau, Mont, Texas]
(the "Beaumont'Faciltty') and (b) Seab eeze Environmental
Landfill - 10310 FM "523, Angleton, Texas (the. "Angleton Facility,"
and together with the Beaumont Facility, the "Series 2014
addressing an audience of
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a b, c. v ,: •• r ,. N s '6 s t .. r. v a y s e• •. •. • r
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Project and ( ii
}pay the costs of issuance of the Series 2014 ; . M.D.
Bonds and related financing costs.
y y (Board
Fair Energy Operations, LLC Is the sole member of each of Call Today for, j
Fair Energy Beaumont and Fair Energy Angleton, The Initial
and exclusive owner, operator and manager of the facilities c ,
comprising the Beaumont Facility will be Fair Energy Beaumont
or an affiliate controlled, directly or indirectly, by Fair Energy ` p
Operations, LLC. The fnitial and exclusive owner, operator and F
manager of the facilities comprising the Angleton Facility will
be Fair Energy Angleton or an- affiliate controlled; 'directly or f
indirectly, by Fair Energy Operations, LLC.
The Issuer will conduct a. public hearing with respect to the .'
proposed issuance of.the Series,2014 Bonds on October 28,
2014, at 1.30 p.m,,,at the Beaumont City Council Chambers -
1st Floor City Hall, 841 Main Street, Beaumont; Texas 77701
the 'Hearing"). �
P
The Beaumont Hearing will be conducted by Mayor Becky , r �. A,'a�
Ames or hei designee. 7,�.ru s J + �W K.
:gc �� ■t ;iii
All interested :persons 'are Invited to attend the Hearing to k , 4Nf,]r
express their views with respect to the Series 2014 Project f x``�''tra�i #t�t� fq ik }4= ta�r�r, s'
and the Series 2014 ,Bonds. Questions or requests for x jiffs fYIC� {T $ ft $ts� I a$10 �7 }t
additional information rnay.be directed to Mr. Lee McCormick,
$kltt 1 `I e11y, i�;� A�t31I�,
6988 Lebanon Road Suite 103, Frisco, ,Texas 75034,
14 2563721, An interested Q;Vt►`jil �ae4Dr•tt;>�trti34b +ci �C >c�i>aiisfr'
(2 ) y persons unable to attend the « ,Axe, ti,y,
Hearing may submit their views in writing to Mr. McCormick at 'A�`+fi'
the address above or by facsimile (214) 256 -3209 prior to the f Y , ` r:
At;c�tts Ielatptte ut tt4 i� i�1�Qns
date scheduled for the }fearing. ;, cFt +, v�
This notice Is ublished and the above described Hearing Isfht�?i�uit�(�ft �23}JRfSUFtb�{i;�8ee {jGtici=''•
p
to be held in satisfaction of the requirements of Section 1 4.7 (i} fi' iiiQT f�na)?t �b1%( e ;txrr ,�
of the Intemal Revenue Code of 1986, as amended, lin
the public a pp roval prerequisite to the exemption fro m
federal r '' ����� .� � � � -�� �} t+�, ��� ��k�• '
Income taxation of the interest on the Series 2014 Bonds.,,,,ts k. } •" �r ., a s; ` ti$
r
EXHIBIT B
NAMES AND COMMENTS OF PERSONS ATTENDING PUBLIC FEARING
#4639783.3
CERTIFICATE FOR ORDINANCE
THE STATE OF TEXAS
CITY OF BEAUMONT
COUNTY OF JEFFERSON
We, the undersigned officers of the City Council of the City of Beaumont, Texas, hereby certify
as follows:
1. The City Council of the City of Beaumont, Texas, convened in regular meeting on
October 28, 2014, at the regular meeting place thereof, within said City, and the roll was called of the duly
constituted officers and members of said City Council, to wit:
Becky Ames
Mayor
Dr. Alan B. Coleman
Mayor Pro Tem, Ward I
W.L. Pate, Jr.
Council Member, At -large
Gethrel Wright
Council Member, At -large
Mile Getz
Council Member, Ward 2
Audwin Samuel
Council Member, Ward 3
Jamie Smith
Council Member, Ward 4
and all of said persons were present except for Audwin Samuel, COUnCilmember Ward 2, thus constituting
a quorum. Whereupon, among other business, the following was transacted at said meeting: a written
ORDINANCE WITH RESPECT TO FAIR ENERGY OPERATIONS LLC PROJECT
was duly introduced for the consideration of said City Council. It was then duly moved and
seconded that said ordinance be adopted; and, after due discussion, said motion, carrying" with it the
adoption of said ordinance, prevailed and carried by the following vote:
AYES: Becky Ames, Mayor; Dr. Alan Coleman, Mayor Pro Tern-, W.L. Pate, At -large; Gethrel
Wright, At -large; Mike Getz, Ward 2; .Jamie Smith, Ward 4
NOES: None
ABSTENTIONS: None
2. A true, full and correct copy of the aforesaid ordinance adopted at the meeting described
in the above and foregoing paragraph is attached to and follows this certificate; said ordinance has been
duly recorded in said City C'ouncil's minutes of said meeting; the above and foregoing paragraph is a true,
full and correct excerpt from said City Council's minutes of said mceting pertaining to the adoption of
said ordinance; the persons named in the above and foregoing paragraph are the duly chosen, qualified
and acting officers and members of said City Council as indicated therein; each of' the officers and
members of said City Council was duly and sufficiently notified officially and personally. in advance, of
the date, hour, place and purpose of the aforesaid meeting, and that said ordinance would be introduced
and considered for adoption at said meeting, and each of said officers and members consented, in
advance, to the holding of said meeting for such purpose; and said meeting was open to the public as
required by law; and public notice of the date, hour. place and subject of said meeting was given as
required by the Texas Open Meetings Act.
4ac,,1 n2
SIGNED AND SEALED this October 2-8, 2Ol-l.
rf
City Secretary
CERTIFICATE OF MAYOR OF
CITY OF BEAUMONT, TEXAS
(Fair Energy Operations Project)
The undersigned Mayor of the City of Beaumont, Texas (the "C&") hereby certifies with
respect to a plan of finance of the Mission Economic Development Corporation (the
"Corporation") including the issuance of its Solid Waste Disposal Revenue Bonds (Fair Energy
Operations Project) Series 2014 (the "Bonds") and other bond issues, that:
I . I am the duly appointed hearing officer for the public hearing which was held on
October 28, 2014 in connection with the issuance of the Bonds at the time and place indicated in
the Notice of Public Hearing included in Exhibit A attached hereto, all in accordance with the
requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code").
2. Notice of the public hearing was published no less than 14 days before the date of
the public hearing in a newspaper of general circulation available to residents of the City, as
evidenced by the Affidavit of Publication of Notice of Public Hearing attached hereto as
Exhibit A.
3. All persons appearing at the public hearing were given an opportunity to comment
on the proposed plan of finance, including the issuance of the Bonds, and the project to be
financed by the plan of finance. No such persons appeared or made comments except as is set
forth on Exhibit B attached hereto.
4. After giving all interested persons an opportunity to appear and comment, the
public hearing was declared closed.
5. Solely for purposes of the approval requirements of the aforesaid Section 147(f)
of the Code, and for no other purposes, in my capacity as Mayor, I hereby approve the plan of
finance, including the issuance of the Bonds, and the facilities to be financed by the plan of
finance; provided, however, THAT THIS APPROVAL IS NOT TO BE CONSTRUED AS
(I) A REPRESENTATION OR WARRANTY BY THE CITY, THE MAYOR OF THE
CITY, THE STATE OF TEXAS OR ANY OTHER AGENCY, INSTRUMENTALITY OR
POLITICAL SUBDIVISION OF THE STATE OF TEXAS THAT THE BONDS WILL BE
PAID OR THAT ANY OBLIGATIONS ASSUMED BY ANY OF THE PARTIES UNDER
THE INSTRUMENTS DELIVERED IN CONNECTION WITH THE BONDS WILL IN
FACT BE PERFORMED; (II) A PLEDGE OF THE FAITH AND CREDIT OF THE
CITY OR THE STATE OF TEXAS OR ANY AGENCY, INSTRUMENTALITY OR
POLITICAL SUBDIVISION OF THE STATE OF TEXAS OR THE CITY; OR (II1) A
REPRESENTATION OR WARRANTY BY THE CITY CONCERNING THE VALIDITY
OF THE CORPORATE EXISTENCE OF THE CORPORATION OR THE VALIDITY
OF THE BONDS.
#4639783.3
EXECUTED as of October 28, 20I4.
ayor
City of ea mont, Texas
Exhibit A - Notice of Public Hearing
Exhibit B - Names and Comments of Persons Attending Public Hearing
Certificate of Mayor of City of Beaumont