Vinton,Louisiana

                                                                                                September 9, 2011

 

                                The President and Board of Directors of the Vinton Public Power Authority, met in special session at the regular meeting place of said President and Board of Directors, in the Town Hall, Vinton, Louisiana, at approximately 6:30 p.m., on the 9th day of September, 2011, after full compliance with all requirements as to notice and otherwise in respect to convening of said meeting with the following members present:

 

                                                            Kenneth O. Stinson, President

Bliss Bujard, Director

Harold Douga, Director

William “BB” Loyd, Director

Kevin Merchant, Director

                                                Paul Patin, Director

                                                                                                                                   

                                    ABSENT:          None

 

                     ALSO PRESENT:            Cade R. Cole, Board Attorney and David T. Riggins, Financial Advisor

                                                                                               

                        Kenneth O. Stinson, President called the meeting to order and reported that the purpose of the meeting was as follows:

 

1.     To discuss and/or transact business pertinent to refinancing VPPA Bonds.

2.     To discuss and/or transact business pertinent to adopting a resolution authorizing the execution of amendment to the Power Sales Contract between the VPPA and Town of Vinton.

3.     To discuss and/or transact business pertinent to adopting a resolution authorizing the issuance of Refunding Bonds.

4.     To discuss and/or transact business pertinent to accepting bids on the Dutch Bahnsen Sub-Station

 

 

Mr. David T. Riggins, Government Consultants of Louisiana, Inc., discussed the

possibility of re-financing the VPPA Series 2002 Power Supply System Revenue Bonds and the savings it would bring to the authority.

 

                        After discussion, it was moved by Director Douga that the following Resolution be adopted.  The motion was seconded by Director Loyd and the vote cast thereon was as follows:

 

                                                            YEAS:  Directors Bujard, Douga, Loyd, Merchant and Patin

 

                                                            NAYS:  None

 

                                                        ABSENT:  None

 

 

 

 

 

 

RESOLUTION OF THE BOARD OF DIRECTORS

OF THE

VINTON PUBLIC POWER AUTHORITY

 

A RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF BOND DOCUMENTS, INCLUDING A LOAN AGREEMENT, A BOND PURCHASE AGREEMENT, AND SUCH OTHER DOCUMENTS AND INSTRUMENTS REQUIRED IN CONNECTION WITH THE AUTHORITY'S LOAN FROM THE LOUISIANA LOCAL GOVERNMENT ENVIRONMENTAL FACILITIES AND COMMUNITY DEVELOPMENT AUTHORITY; AUTHORIZING THE EXECUTION AND DELIVERY OF AN AMENDMENT TO THE POWER SALES CONTRACT DATED AS OF JULY 1, 2002 BETWEEN THE VINTON PUBLIC POWER AUTHORITY AND THE TOWN OF VINTON; AND PROVIDING FOR OTHER MATTERS IN CONNECTION WITH THE FOREGOING.

 

            WHEREAS, the Vinton Public Power Authority, a political subdivision and body politic and corporate of the State of Louisiana (the "Authority"), was created by the Town of Vinton, State of Louisiana (the "Town"), to achieve greater economy and efficiency in the provision of electric power and energy services to the Town under the authority of Article VI, Section 20 and Article VII, Section 14(C) of the Louisiana Constitution of 1974, and Chapter 10, Part 1, Subpart A of Title 33 of the Louisiana Revised Statutes of 1950, as amended (La. R.S. 33:4170-4175, inclusive) and other constitutional and statutory authority;

            WHEREAS, on July 25, 2002 the Louisiana Local Government Environmental  Facilities and Community Development Authority (the “LCDA”), at the request of the Authority, issued its $18,290,000 Power Supply System Revenue Bonds (Vinton Public Power Authority/Town of Vinton Project) Series 2002 (the “Prior Bonds”) on behalf of the Authority, the proceeds of which were loaned to the Authority for the purpose of completing discharge of the Authority’s obligation to the Sam Rayburn Municipal Power Agency of which the Authority had been an all requirements power customer prior to discharge of the obligation (the “Prior Project”);

WHEREAS, there currently exists an opportunity to refinance the Prior Bonds in order to provide debt service savings;

WHEREAS,  the Authority desires to request the LCDA to issue revenue refunding bonds (the "Refunding Bonds") in an amount not to exceed $14,500,000, the proceeds of which to be loaned to the Authority for the purpose of (i) advance refunding all or a portion of the Prior Bonds, (ii) funding a reserve fund, if necessary and (iii) paying costs of issuance of the Refunding Bonds, including the premium for a bond insurance policy insuring the Refunding Bonds, if necessary (collectively, the “Project”);

WHEREAS, the Authority desires to authorize such other actions as may be necessary or appropriate to effect the issuance of the Refunding Bonds, including to authorize and approve the forms of and execution and delivery of certain other agreements and instruments required for the issuance and sale of the Refunding Bonds.

NOW, THEREFORE, be it resolved by the Board of Directors of the Vinton Public Power Authority, that:

SECTION 1.  Each of the President, Vice President, Secretary or Treasurer of the Board or any other member of the Board of Directors of the Authority so designated in writing by any of them is hereby designated an "Authorized Officer" (collectively, the "Authorized Officers"), for purposes of this Resolution.

SECTION 2.  The Authority hereby requests that the LCDA issue the Refunding Bonds to finance the Project, said Bonds to be secured by payments made by the Authority to the LCDA pursuant to a Loan Agreement by and between the Authority and the LCDA, which payments shall consist of revenues of the Authority system, including revenues received by the Authority pursuant to that certain Power Sales Contract dated as of July 1, 2002 (the “Power Sales Contract”) between the Authority and the Town, less power costs, which are hereby pledged therefor.

SECTION 3.     The Authority hereby requests that the LCDA employ Jones Walker Waechter Poitevent Carrère & Denègre, L.L.P., to serve as bond counsel, Stephens Inc., to serve as underwriter, and Government Consultants to serve as financial advisor in connection with the issuance of the Bonds.

SECTION 4.     In connection with the issuance of the Bonds, any of the Authorized Officers are hereby authorized to enter into, execute and deliver on behalf of the Authority the Loan Agreement, a Bond Purchase Agreement by and among the Authority, the LCDA and Stephens Inc., an amendment to the Power Sales Contract, if necessary, and all other documents and certificates in connection therewith of any nature whatsoever in such forms as recommended by counsel to the Authority and as deemed necessary or desirable in to perform any and all acts, approve any and all matters and to do any and all things deemed by them to be necessary or desirable to effect the purposes of this Resolution.

SECTION 5.     All actions taken or performed by the Authority, or any of its officers,  employees, attorneys or agents prior to the date hereof, in connection with the Bonds and the Power Sales Contract and the transactions contemplated hereby be, and they hereby are, approved, ratified and confirmed in all respects.

SECTION 6.  This Resolution will be effective immediately upon publication.

 

            APPROVED AND ADOPTED this 9th day of September, 2011

 

                                                                                    __________________________________

                                                                                    Kenneth O. Stinson, President

 

ATTEST:

 

________________________________

Mary O. Vice, Secretary

 

                        It was moved by Director Douga to authorize and empower President Stinson to execute the Amendment to the Power Sales Contract between the Town of Vinton and the Vinton Public Power Authority.  The motion was seconded by Director Merchant and carried.

 

                        President Stinson announced that the following bids were received in answer to the “Notice to Bidders” for the Dutch Substation Improvements:

 

                        E.P. Breaux Electrical                                        Dacon

                        2812 Broken Arrow Rd                                       930 Business Park

                        New Iberia, LA  70560                                        Port Arthur, TX  77640

                        $161,510.00                                                      $225,160.00

 

                        T&D Solutions                                                   Chain Electric Co.

                        6411 Masonic Dr.                                              1308 ½  West Pine St.

                        Alexandria, LA  71301                                        Hattisburg, MS  39401

                        $250,856.90                                                      $269,885.00

 

                        Upon the recommendation of the Engineer, it was moved by Director Douga that bid award go to E.P. Breaux Electrical, in the amount of $161,510.00.  The motion was seconded by Director Merchant and carried.

 

                        There being no further business to come before the Governing Authority, it was moved by Director Douga that the meeting be adjourned.  The motion was seconded by Director Merchant and carried.

 

                                                                                    ____________________________

                                                                                    Kenneth O. Stinson, President

 

ATTEST:

 

______________________________

Mary O. Vice, Secretary