HomeMy WebLinkAboutPR 15749: PUBLIC HEARING RE: ISSUANCE & APPROVAL OF PORT OF PORT ARTHUR NAVIGATION DISTRICT EXEMPT FACILITIES REVENUE BONDS (TOTAL PETROCHEMICALS USA, INC.)Inter®ffice
MENlORANDUPR
To: Mayor, City Council, and City Manager
From: Valecia R. Tizeno, Acting City Attorney -
Date: February 17, 2010
Subject: P. R. No. 15749
Council Meeting February 23, 2010
Attached is P. R. No. 15749 authorizing the Mayor., the
City Manager and/or any Assistant City Manager to attend
and conduct a public hearing at the offices of the Port of
Port Arthur, 221 Houston Avenue, Port Arthur, on March 11,
2010, at 9:00 a.m. regarding the issuance and. approval of
Port. of Port Arthur Navigation District of Jefferson
County, Texas Exempt Facilities Revenue Bonds (TOTAL
Petrochemicals USA, Inc. Project) Series 2010 in the.
aggregate principal amount of $50,000,000, as per 26 USCS
Section 147.
VRT:gt
Attachment
cc: VIA FACSIMILE (409) 835-3638
Scot Sheldon
SHELDON, DIINHAM & SDWARDSON, LLP
VIA FACSIMILE (512) 472-0871
Gregory B. Salinas
MCCALL, PARKHIIRST & HORTON L.L.P.
s.pr15799_memo
$50,000,000, as per 26 USCS Section 147.
Section 3. That the City, by its approval of these bonds, shall not be liable for the
payment thereof and that the sole parties liable therefore shall be TOTAL Petrochemicals USA,
Inc. and/or TOTAL, S.A.
Section 4. That a copy of the caption of this Resolution.be spread upon the Minutes
of the City Council.
READ, ADOPTED AND APPROVED on this day of February, 2010, at a
Meeting of the City Council of the City of Port Arthur, Texas, by the following vote:
AYES: Mayor
City Council
NOES:
MAYOR
ATTEST:
CITY SECRETARY
APPROVED AS ~'O FORM:
ALECIA IZEN ,.
ACTING CITY ATT NEY
APPROVED FOR ADMINISTRATION:
STEVE FITZGIBBONS, CITY MANAGER
P. R. No. 15749
02/15/10
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE MAYOR, THE CITY MANAGER
AND/OR ANY ASSISTANT CITY MANAGER TO ATTEND AND
CONDUCT A PUBLIC HEARING AT THE OFFICES OF THE PORT OF
PORT ARTHUR, 221 HOUSTON AVENUE, PORT ARTHUR, ON
MARCH 11, 2010 AT 9:00 A.M. REGARDING THE ISSUANCE AND
APPROVAL OF PORT OF PORT ARTHUR NAVIGATION DISTRICT
OF JEFFERSON COUNTX, TEXAS EXEMPT FACILITIES REVENUE
BONDS (TOTAL PETROCHEMICALS USA, INC. PROJECT) SERIES
2010 IN THE AGGREGATE PRINCIPAL AMOUNT OF $50,000,000, AS
PER 26 USCS SECTION 147
WHEREAS, the City Council of the City of Port Arthur finds it to be in the best interests
of the citizens of the City of Port Arthur to authorize the Mayor, the City Manager and/or any
Assistant City Manager to attend and conduct a public hearing at 9:00 a.m. on March 11, 2010,
regazding the issuance and approval of Port of Port Arthur Navigation District. of Jefferson
County, Texas Exempt Facilities Revenue Bonds (TOTAL Petrochemicals USA, Inc. Project)
Series 2010 in the aggregate principal amount of $50,000,000, as per 26 USCS Section 147, as
more fully discussed in the memorandum attached hereto as Exhibit "A".
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF PORT ARTHUR:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That the City Council herein authorizes the Mayor, the City Manager
and/or any Assistant City Manager to attend and conduct a public hearing. at 9:00 a.m. on Mazch
11, 2010, at the offices of the Port of Port Arthur, regarding the issuance and approval of Port of
Port Arthur Navigation District of Jefferson County, Texas Exempt Facilities Revenue. Bonds
(TOTAL Petrochemicals USA, Inc. Project) Series 2010 in the aggregate principal amount of
s.pr15749
)(F~ I ~T ~~~~:
LAW OFFICES
M--CALL, PARKHURST 8 NORTON L.L.P.
]1] NORTH HAR W 000
NINTH FLOOR
DALLAS, TEXAS ]5301.858]
TELEPHONE: 21d ]50-9200
FACSIMILE 216 ]Sd-9250
600 CONGRESS AVENUE
1840 ONE AMERICAN GENTEft
AUSTIN, TE%AS ]8]OLJ368
TELEPHONE: 512 d)8-3805
FACSIMILE: 512 q2-08]t
MEMORANDUM
]00 N. ST. MARY'S STREET
1225 ONE. RIVER W AL% PLACE
SAN ANTONIO, TE%AS ]8305-350]
TELEPHONE: 210225-2800
FAOSIM ILE 210225-2984
To: Valencia "Val" Tizeno
Interim City Attorney
City of Port Arthur, Texas
Ce: Scot Sheldon
Sheldon & Dunham, PLLC.
From: Gregory B. Salinas
McCall, Parkhurst & Horton L.L.P.
Date: Febniary 9, 2010
Re: $50,000,000 Port of Port Arthur Navigation District of Jefferson County, Texas Exempt
Facilities Revenue Bonds (TOTAL Petrochemicals USA, Inc. Project), Series 2010 (the
"Bonds")
The fo flowing memorandum describes the federal tax law provisions requiring the City ofPort
Arthur, Texas (the "City") to hold public heazings with respect to the above captioned bonds as well
as obtaining the approval of such Bonds by the Mayor ofthe City. The memorandum also discusses
the necessary steps to hold such hearings. The federal tax law requirements and the process,
however, are substantially identical to the actions required ofthe City in February and March of2009
(as well as similar actions held in 1998, 2000, 2002, 2003 and 2008) relating to the issuance ofbonds
by the Port of Port Arthur Navigation District of Jefferson County, Texas (the "Port") for the benefit
of TOTAL Petrochemicals USA, Inc. (the "Company"), formerly known as ATOFINA
Petrochemicals, Inc. and Fina Oil and Chemical Company, and/orBASF Corporation. The Bonds
being issued to continue the Snancing of the on-going, major plant expansion of the Company,
including the construction of a new state-of--the-art Coker.
The Port will approve and authorize the Bonds pursuant to action to be taken by the Port on
February-17, 2010. The Bonds will be issued to fmance the costs of major improvements to the
Compan}~s existing plant complex, as described above, adjacent to the boundary of the Port, but
within the extra-territorial jurisdiction of the City . Also o^ February 17, 2010 and prior to the
issuance and deliver of the Bonds, the Port will hold a public hearing regarding such bonds and the.
projects to be financed and refmanced with such bonds. The public hearing is a requirement of the
federal Tax Equity and Fiscal Responsibility Act of 1984, now codified as Section 147(t) of the
Internal Revenue Code of 1986, as amended ("Section 147(f)").
Section 147(f) requires that a pubhc hearing be held within the jurisdiction of the issuer of
private activity bonds, in this case the Port, and, if such facilities lie outside the. boundaries of the
issuer, within the jurisdiction (including extra-territorial jurisdiction) of a political subdivision where
the facilities to be financed or refmanced with such bonds are located. Notice of the public hearing
is required to be published in a newspaper of general circulation not less than fourteen days prior to
[he hearing. In addition, Section 147(f) requires that the highest governmental official of the
jurisdiction holding the hearing, after considering the comments made at such hearing, approve the
bonds. The approval is only for purposes of Section 147(t) and does not create any liability on the
part of such official or the related political subdivision.
Therefore, the Port, on behalfofthe Company is requesting that the City authorize the holding
of the appropriate public hearings and authorize the Mayor of the City to approve such bonds after
due consideration of any testimony at such public hearings.
As stated above, Section 147(f) requires that the hearing to be held not less than 14 daysafter
published notice of such hearing. For other federal tax reasons, the Bonds are scheduled to close in.
late March. In the past (and as contemplated below), specific action of the City Council of the City
has been obtained with respect to the hearing and Section 147(f) approval. If such prior approval
is the City's preferred practice, it is requested this matter be placed on the February 23, 2010 City
Council agenda.
Attached is a draft resolution ofthe City Council consistent with prior years' resolutions. As
was the case in 2009, because of the time frame in which to get the required. notice published, it
would be preferable that a time and date for the public heazings be determined prior to the February
23'" City Council meeting. If such a time and date can be determined by February 17, 2010 for a
heazing any time during the week ofMarch 8 (subject to a mutually available date and time ofthe City
and the Port), the publication deadlines for the Port Arthur News would permit timely notice in
advance of the hearing.
The location ofthe public hearing in the form ofnotice (is currently theaddress to the Port's
offices). The hearings held in May of 2000, April of 2002 and 2003, May of2008 and March of2009
of last year by the City were held at the Port's offices and the hearing this year could also be held
there, but the hearings can be held anywhere within the City.
As for the City Council meeting on February 23, 2010, the only action of the City Council
would be the authorization for the holding of the public heazing, designation of alternate hearing
officers, presumably the Mayor, the City Manager and any Assistant City Manager and authorizing
the Mayor's approval ofthe subject bonds for purposes of Section 147(f). The following is suggested
agenda language: Approval of holding certain public hearings relating to certain private
activity revenue bonds to be issued by the Port of Port Arthur Navigation District for the
benefit of TOTAL Petrochemicals USA, Inc., appointing hearing officers therefor and
authorizing the Mayor to approve such bonds for certain federal tax purposes only."
Scot Sheldon of Sheldon, Dunham & Edwardson, L.L.P., the Port's general counsel, and/or
Gregory Salinas of McCall, Parkhurst & Horton L.L.P., the Port's bond counsel, will be available at
the February 23, 2010 City Council meeting to answer any questions. Additionally, we are available
to meet with you at any time if you feel that is necessary, with reasonable notice.
Also attached aze the forms of the approval certificates of the Mayor with respect to the
Bonds which, after the required City public hearings, the Mayor shall be asked to execute.
If you have any questions or comments, please do not hesitate to call Scot Sheldon or
Gregory Salinas.
PUBLIC IIEAItING NOTICE
The City of Port Arthur, Texas (the "City") will hold a public hearing at a.m. on _
2010, at the [administrative offices of the Port of Port Arthur Navigation District of
Jefferson County, Texas (the "District"), 221 Houston Avenue, Port Arthur, Texas 77640]. Among
the items to be discussed will be the proposal for the issuance by the District of its revenue bonds to
finance the acquisition and construction of certain solid waste disposal and sewage facilities related
to a refinery expansion, including a new Coker (the "Project"), which are located at the TOTAL
Petrochemicals USA, Inc.'s plant site complex at 7600 32nd Street in Port Arthur, Texas (the
"Project"). The maximum aggregate face amount of the bonds to be issued in one or more series is
anticipated to be $50,000,000. The bonds and the interest thereon shall never constitute and shall
not be considered as general obligations of the District, the City, Jefferson County or the State of
Texas. All interested parties are invited to attend the public hearing, or submit written comments
prior to the hearing, and express any comments they may have regarding the Project and the issuance
of the bonds.
City of Port Arthur, Texas
P.O. Box 1089
Port Arthur, Texas 77641
Attention: City Attorney
MINUTES OF PUBLIC HEARING
Re: $50,000,000 Port of Port Arthur Navigation District of Jefferson County, Texas
Exempt Facilities Revenue Bonds (TOTAL Petrochemicals USA, Inc. Project), Series
2010
I, the duly appointed hearing officer (the "Hearing Officer") of the City of Port Arthur, Texas
called the Public Hearing to order at a.m. on , 2010, with respect to the
referenced bonds (the "Bonds").
The Hearing Officer declared that the Public Hearing, required under Section 147(f) of the
Internal Revenue Code of 1986; was open for purposes of discussing the Bonds and the project to
be financed with the proceeds of the Bonds, to-wit: the financing of the acquisition, construction,
and improvement of sewage and solid waste disposal facilities (the "Project") related to a refinery
expansion, including a new Coker (the "Project"), which are located at the TOTAL Petrochemicals
USA, Inc.'s plant site complex at 7600 32nd Street in Port Arthur, Texas.
The Hearing Officer declared that the required notice of the Public Hearing for the Project
was published in the Port Arthur News, being a newspaper of general circulation in the specific
location of the Project and in the jurisdiction in which the. public hearing was held.
Comments and discussions with respect to the Bonds and the Project are summarized in
Exhibit A, attached hereto.
After sufficient time was given for all present to make their comments with respect to the
Bonds and the Project, I declared the Pubhc Hearing closed.
C1TY OF PORT ARTHUR, TEXAS
By:
Title:
PORTOf PORT ARTHURrtOTAL~2010: CITY HEhRINO MINUfES.WPD
EXHIBIT A
No comments were made by the general public at the hearing with respect to this Project.
PORTOFPORT ARIHUR?OTAUNIPCITYHEARINGMINUFES.WPU A_l
MAYOR'S CERTIFICATE
Port of Port Arthur Navigation District
of Jefferson County, Texas
221 Houston Avenue
Port Arthur, Texas 77640
RE: Port of Port Arthur Navigation District of Jefferson County, Texas Exempt
Facilities Revenue Bonds (TOTAL Petrochemicals USA, Inc. Project) Series
2010 in the aggregate principal amount of $50,000,000
Ladies and Gentlemen:
Pursuant to Section 147(f) ofthe United States Internal Revenue Code of 1986, as amended
(the "Code"), I hereby certify that I have been duly elected as Mayor of the City of Port Arthur,.
Texas (the "City") and as such constitute the chief elected executive officer of the City. I have been
informed by you that the Port of Port Arthur Navigation District of Jefferson County, Texas has
adopted a Resolution authorizing the issuance of the captioned bonds (the "Bonds") under the
provisions of Texas law for the purpose of fmancing the acquisition, wnstruction and improvement
ofcertain solid waste disposal and sewage facilities owned by TOTAL Petrochemicals USA, Inc. (the
"Company") located at the Company's plant site complex is Port Arthur, Texas.
I have been informed that a public hearing regarding the issuance of the Bonds was held by
the Issuer on , 2010 at a.m. C_T.
I hereby approve the issuance of the Bonds for the purpose of Section 147(f) of the Code.
Such approval is solely for purposes of such Section 147(f) and the City shall have no liability for
payment oftfie Bonds or otherwise nor shall any ofits assets be pledged to the payment ofthe Bonds.
Very truly yours,
Mayor
DATE: , 2010