classifieds

  • Baton Rouge
  • Nola.com
  • Acadiana
  • 1-800-960-6397

  1. Home
  2. Public Notices
  3. Baton Rouge
  4. Legal Notices
  • PLACE AN AD
  • THE ADVOCATE
  • LOG IN
  • SIGN UP

PUBLIC NOTICE - - - LOUISIANA PUBLIC FACILITIES AUTHORITY On motion of Trustee Malone, seconded by Trustee Groner, the following resolution was unanimously adopted: RESOLUTION A resolution making certain findings with respect to and authorizing the issuance of not exceeding $75,000,000 of Louisiana Public Facilities Authority Solid Waste Disposal Revenue Bonds (Waste Pro USA, Inc. Project); awarding said Bonds to the purchaser thereof and approving execution of a Bond Purchase Agreement; approving the form and authorizing the execution and delivery of a Trust Indenture and a Loan Agreement; ratifying the publication of a Notice of Public Hearing and a Notice of Intention to Sell Bonds; authorizing the execution of other documents in connection therewith; authorizing the officers and trustees of the Authority to do all things necessary to effectuate this resolution; and providing for other matters in connection with the foregoing. WHEREAS, the Louisiana Public Facilities Authority (the "Authority") is a public trust and public corporation of the State of Louisiana (the "State") created and existing pursuant to the provisions of Chapter 2-A of Title 9 of the Louisiana Revised Statutes of 1950, as amended (the "Public Trust Act"), and is authorized and empowered by the Act to issue its revenue bonds and use the funds derived from the sale thereof for the purpose of acquiring, constructing, purchasing, equipping, maintaining, installing, leasing, subleasing, holding, extending, enlarging, remodeling, storing, operating, repairing and administering sanitary and storm sewer and other liquid and solid waste collection, disposal, treatment, and drainage services and facilities and providing, developing, securing and improving water storage, treatment, supply and distribution services and facilities; and WHEREAS, the Authority adopted a resolution on October 30, 2024, as amended on October 8, 2025, authorizing the execution of a preliminary agreement between the Authority and Waste Pro USA, Inc., a Florida corporation qualified to do business in the State, its successors and assigns, and/or a "related person" as defined in Section 147 of the Internal Revenue Code of 1986, as amended (the "Corporation"), authorizing the issuance of revenue bonds to finance certain facilities; authorizing and approving the form of and publication of a Notice of Public Hearing and a Notice of Intention to Sell Bonds; and WHEREAS, the State Bond Commission (the "Commission") on October 16, 2025, granted its approval of the issuance by the Authority of its revenue bonds in the aggregate principal amount of not exceeding $75,000,000 in one or more series; and WHEREAS, the Corporation has requested that the Authority issue in one or more series not exceeding $75,000,000 Louisiana Public Facilities Authority Solid Waste Disposal Revenue Bonds (Waste Pro USA, Inc. Project) (the "Bonds") for the purpose of acquiring, constructing and equipping of facilities used in connection with the disposal, conversion, or reclamation of solid waste, including without limitation: (i) the acquisition and equipping of new collection vehicles, trucks, trailers, solid waste disposal facilities, including landfills, containers and related equipment, and computers; (ii) the acquisition of certain solid waste recycling sorting and processing equipment; (iii) the acquisition, construction, improvement and equipping of certain solid waste disposal facilities (including related compressed natural gas infrastructure), collection, transfer, recycling and customer care facilities; and (iv) certain landfill acquisition and development costs (including landfill cell development and liners to create additional disposal capacity at the Corporation’s current and/or acquired permitted landfill sites) and cost of general improvements (including paving and grading and other infrastructure improvements), in each case owned, managed and/or operated by the Corporation, or a related party, and located in Darrow, Geismar, Gonzales, and Sorrento (Ascension Parish), Lake Charles and Sulphur (Calcasieu Parish), Baton Rouge (East Baton Rouge Parish), Kenner and Westwego (Jefferson Parish), Carencro (Lafayette Parish), Cut Off (Lafourche Parish), Belle Chasse (Plaquemines Parish), Killona (St. Charles Parish), Covington (St. Tammany Parish), Independence and Tickfaw (Tangipahoa Parish), Gibson and Houma (Terrebonne Parish), and Port Allen (West Baton Rouge Parish), Louisiana (the "Project"); funding reserve funds if necessary; paying capitalized interest; and paying costs of issuance of the Bonds associated therewith, pursuant to a Trust Indenture (the "Indenture"), between the Authority and Regions Bank (the "Trustee"), the proceeds of which Bonds are to be loaned to the Corporation pursuant to a Loan Agreement between the Authority and the Corporation (the "Loan Agreement"); and WHEREAS, pursuant to the Loan Agreement, the Corporation will agree to make payments in an amount sufficient to make timely payments of principal of, premium, if any, and interest on the Bonds and to pay such other amounts as are required by the Loan Agreement; and WHEREAS, all requirements of the Commission evidenced by its rules and regulations, including but not limited to notice to local legislators, have been complied with; and WHEREAS, the Authority is authorized under the provisions of the Act and other constitutional and statutory authority to issue and sell the Bonds for such purposes and the Authority has determined that it is most advantageous to the Authority and necessary for it to issue its revenue bonds as hereinafter provided for such purposes; and WHEREAS, the Authority has determined that the issuance and sale of the Bonds and the use of the proceeds thereof as described herein will be in furtherance of the public purposes intended to be served by the Act; and WHEREAS, all consents and approvals required to be given by public bodies in connection with the authorization, issuance and sale of the Bonds as authorized by the Indenture and as required by the Act have been or will be secured prior to the delivery of the Bonds; and WHEREAS, Barclays Capital Inc. on behalf of itself, BofA Securities, Inc., and J.P. Morgan Securities LLC (collectively, the "Underwriters"), has prepared and submitted to the Corporation and the Authority a Preliminary Limited Offering Memorandum and will prepare and submit to the Corporation and the Authority a final Limited Offering Memorandum for use in connection with the offer and sale of the Bonds; and WHEREAS, the Underwriters propose to arrange for the purchase of the Bonds in accordance with the terms of a bond purchase agreement by and among the Underwriters, the Corporation and the Authority (the "Bond Purchase Agreement") with respect to the Bonds; and WHEREAS, the Authority now desires to fix the details necessary with respect to the issuance and sale of the Bonds, to authorize the execution and delivery of the Loan Agreement, the Indenture and the Bond Purchase Agreement, to ratify the publication of a Notice of Public Hearing and a Notice of Intention to Sell Bonds, to authorize the sale of the Bonds, and to provide for the execution of certain instruments, documents and certificates in connection therewith; and NOW, THEREFORE, BE IT RESOLVED by the Louisiana Public Facilities Authority that: SECTION 1. It is the public purpose and within the power and authority vested in the Authority under the Act to provide funds for the financing of the Project through the issuance of the Bonds as limited and special revenue obligation bonds of the Authority. The financing of the Project through the issuance of the Bonds will foster and be in furtherance of the objectives of the Act. SECTION 2. The Authority hereby authorizes the issuance of the Bonds as Louisiana Public Facilities Authority Solid Waste Disposal Revenue Bonds (Waste Pro USA, Inc. Project) with an appropriate series designation for the purpose of acquiring, constructing and equipping of facilities used in connection with the disposal, conversion, or reclamation of solid waste, including without limitation: (i) the acquisition and equipping of new collection vehicles, trucks, trailers, solid waste disposal facilities, including landfills, containers and related equipment, and computers; (ii) the acquisition and equipping of new collection vehicles, trucks, trailers, solid waste disposal facilities, including landfills, containers and related equipment, and computers; (ii) the acquisition of certain solid waste recycling sorting and processing equipment; (iii) the acquisition, construction, improvement and equipping of certain solid waste disposal facilities (including related compressed natural gas infrastructure), collection, transfer, recycling and customer care facilities; and (iv) certain landfill acquisition and development costs (including landfill cell development and liners to create additional disposal capacity at the Corporation’s current and/or acquired permitted landfill sites) and cost of general improvements (including paving and grading and other infrastructure improvements), in each case owned, managed and/or operated by the Corporation, or a related party, and located in Darrow, Geismar, Gonzales, and Sorrento (Ascension Parish), Lake Charles and Sulphur (Calcasieu Parish), Baton Rouge (East Baton Rouge Parish), Kenner and Westwego (Jefferson Parish), Carencro (Lafayette Parish), Cut Off (Lafourche Parish), Belle Chasse (Plaquemines Parish), Killona (St. Charles Parish), Covington (St. Tammany Parish), Independence and Tickfaw (Tangipahoa Parish), Gibson and Houma (Terrebonne Parish), and Port Allen (West Baton Rouge Parish), Louisiana (the "Project"); funding reserve funds if necessary; paying capitalized interest; and paying costs of issuance of the Bonds associated therewith. The Bonds shall be issued in the total aggregate principal amount of not exceeding $75,000,000 and shall be issued as fully registered bonds in the denomination of $100,000 or any integral multiple of $5,000 in excess thereof, shall mature not later than 40 years from the date thereof, and shall bear interest on a tax-exempt basis as fixed rate or variable rate bonds bearing interest at rates not to exceed 13% per annum, or on a on a taxable basis as fixed rate or variable rate bonds bearing interest at rates not to exceed 15% per annum, all as set forth in the Indenture. SECTION 3. The Authority hereby authorizes the sale of the Bonds to the Underwriters pursuant to the terms of the Bond Purchase Agreement to be entered into by and among the Underwriters, the Company and the Authority. The sale of all or a portion of the Bonds to the Underwriters at a price of not less than 90% of the principal amount thereof (inclusive of underwriters' discount in an amount not exceeding 3% of the principal amount thereof) is hereby approved. SECTION 4. The form, terms and provisions of the Indenture and the Loan Agreement are hereby approved in substantially the same form as submitted to the Authority and filed with the official minutes of the Authority, all of the provisions of which are hereby made a part of this resolution, with such additions, omissions and changes as may be approved by bond counsel to the Authority. The Chairman or Vice Chairman and the Secretary-Treasurer or an Assistant Secretary of the Authority be and they are hereby authorized, empowered and directed to execute the Indenture, the Loan Agreement and the Bond Purchase Agreement for, on behalf of and in the name of the Authority, in accordance with the provisions and requirements of the Act. The Bonds are issued under and secured by the Indenture which provides a complete description of the pledged property and revenues constituting the Trust Estate, as defined in the Indenture (which includes, among other things, all of the Authority's rights, title and interest in and to payments under the Loan Agreement), the nature and extent of the security, a statement of the terms and conditions on which the Bonds are issued and secured; the rights, duties and obligations of the Authority, the rights, duties and immunities of the Trustee, and the rights of the owners of the Bonds. The Bonds are hereby expressly authorized to be signed by the Chairman or Vice Chairman of the Authority, said signatures shall be attested by the signature of the Secretary-Treasurer or an Assistant Secretary of the Authority, and the signatures of the Chairman or Vice Chairman and Secretary-Treasurer or Assistant Secretary may be evidenced by their facsimile signatures. The Bonds are limited and special obligations of the Authority and do not constitute or create an obligation, general or special, debt, liability or moral obligation of the State or of any political subdivision thereof, within the meaning of any constitutional or statutory provisions whatsoever, and neither the faith or credit nor the taxing power of the State or of any political subdivision thereof is pledged to the payment of the principal of, premium, if any, or the interest on the Bonds. The Bonds are not general obligations of the Authority (which has no taxing power and receives no funds from any governmental body), but they are limited and special revenue obligations of the Authority payable from the income, revenues and receipts derived or to be derived from payments made pursuant to the Loan Agreement, including dividends and/or revenues derived from the Project, a mortgage, and any other security designated in a subsequent resolution of the Authority. SECTION 5. The Authority hereby ratifies the publication of (i) the Notice of Public Hearing on the website of the Authority on October 6, 2025, and (ii) the Notice of Sale of Bonds in The Bond Buyer and The Advocate (Baton Rouge Edition) on October 17, 2025. SECTION 6. This Board of Trustees does hereby authorize the distribution by the Underwriters of a Preliminary Limited Offering Memorandum and a final Limited Offering Memorandum in connection with the sale of the Bonds; provided, however, that neither this Board of Trustees nor the Authority makes any representation or warranty, either express or implied, as to the accuracy or completeness of the information contained therein (other than under the heading "The Issuers – The Louisiana Issuer" and "Litigation - The Issuers – Louisiana Issuer"). The Chairman or Vice Chairman of this Board of Trustees is hereby authorized, empowered and directed to execute and deliver the Limited Offering Memorandum to the Underwriters in accordance with the terms of the Bond Purchase Agreement. SECTION 7. The Chairman or Vice Chairman and Secretary-Treasurer or an Assistant Secretary of the Authority shall have prepared and shall execute for and on behalf of the Authority the Bonds, and shall deliver the same to the Trustee for authentication. The Trustee shall, upon authentication of the Bonds, deliver the same in one or more series to the Underwriters in accordance with the Indenture and the Bond Purchase Agreement and shall receive from the Underwriters for the account of the Authority the purchase price and to deliver the Bonds to the Trustee in accordance with the Indenture. The Trustee shall hold the proceeds of the Bonds in the funds and accounts as prescribed in the Indenture, and the Trustee is hereby requested and authorized to authenticate the Bonds. SECTION 8. The Chairman or the Vice Chairman and the Secretary-Treasurer or an Assistant Secretary of the Authority are hereby further authorized and directed, for and on behalf of the Authority, to accept, receive, execute, seal, attest and deliver all such documents, certificates and other instruments as are required, necessary, convenient and appropriate in connection with the authorization, issuance, sale and delivery of the Bonds, the Indenture and the Loan Agreement, including, but not limited to, the Tax Regulatory Agreement by and among the Authority, the Trustee, the Company, and to take such further action as may be required by the Commission, counsel to the Authority, or bond counsel to the Authority or appropriate or required by law in connection with the authorization, issuance, sale and delivery of the Bonds. Said officers are hereby further authorized and directed to approve for, on behalf of, and in the name of the Authority any changes, additions or deletions in any of the documents, instruments or certificates referred to in this resolution, provided that all such changes, additions or deletions, if any, shall be approved by counsel to the Authority or bond counsel to the Authority and shall be consistent with the authority provided by the Act. The signatures of the said Chairman, Vice Chairman, Secretary-Treasurer or an Assistant Secretary upon such documents set forth above, or as may be otherwise required for or necessary, convenient or appropriate to the financing described in this resolution, are deemed to be conclusive evidence of their due exercise of the authority vested in them hereunder. SECTION 9. The Chairman or Vice Chairman of the Authority are hereby further authorized to take such action as is necessary, on the advice of bond counsel to the Authority, to effectuate and implement this resolution including the publication hereof as required by the Act. SECTION 10. By virtue of the Authority's application for, acceptance and utilization of the benefits of the State Bond Commission's approval requested herein, the Authority understands and agrees that such approval is expressly conditioned upon, and further understands, agrees and binds itself, its successors and assigns, to full and continuing compliance with the "State Bond Commission Policy on Approval of Proposed Use of Swaps, or other forms of Derivative Products, Hedges, Etc.," adopted by the Commission on July 20, 2006, as to the borrowing and other matters subject to the approval, including approval under said Policy of the implementation or use of any swaps or other products or enhancements covered thereby. SECTION 11. This resolution shall be published one time in the official journal of the Authority. SECTION 12. This resolution shall become effective immediately. This resolution having been submitted to a vote, the vote thereon was as follows: Member Yea Ronald H. Bordelon X Dannye W. Malone X Craig A. Cheramie X David W. Groner X Nay Absent Heather C. Songy X Matthew T. Valliere X Abstaining This resolution declared adopted on this 27th day of October, 2025. (Other items of business not pertinent to the foregoing resolution and the documents mentioned therein may be found in the official minutes of the Board of Trustees of the Authority.) Upon motion duly made, seconded and unanimously carried, the meeting was adjourned. I, the undersigned, do hereby certify that I am an Assistant Secretary of the Board of Trustees of the Louisiana Public Facilities Authority (the "Authority"), a public trust duly organized and existing under and by virtue of the laws of the State of Louisiana, and as such Assistant Secretary I have access to all records of the Authority. I do hereby further certify that at a meeting of the Board of Trustees of the Authority duly called, held and convened, according to law, on October 27, 2025 a quorum being present and voting thereon, the above and foregoing Resolution was unanimously adopted and that said Resolution is a full true and correct copy of the said Resolution as it appears on the records of the Authority; that the same has not been revoked or amended and is now in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand and attached the seal of the Authority this 27th day of October, 2025. LOUISIANA PUBLIC FACILITIES AUTHORITY 166493-NOV 13-1T $286

Post Date: 11/13 12:00 AM
Refcode: #548646.1  iPrint
Tweet
iPublish Marketplace powered by iPublish Media Solutions © Copyright 2020