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HomeMy WebLinkAboutRes 2010-01 Haida Energy PPF Loan Aug 2010* ***~IDE~ ...A... ...A... Alaska Indu stri a l De velopment r-\ r-\ and Expor t Aut hority TO : FROM : DATE : EXHIBIT "A" MEMORANDUM Board of Directors Alaska Energy Authority d Steve Haagenson f Executive Director August 11 , 2010 SUBJECT: Loan Summary Haida Energy , Inc. Loan Request Borrower Management Use of Proceeds Project Collateral and Value Haida Energy, Inc. requests a $9 ,000 ,000 35-year loan f rom the Power Project Fund to finance a new 5 megawatt hydroelectric project located at Reynolds Creek on Prince Wales Island in southeast Alaska . Haida Energy, Inc. Haida Energy , Inc. is managed by its stockholders , Haida Corporation and Alaska Power and Telephone Company, Inc. (AP&T). Construction and long-term financing for a new 5Mw hydroelectric power plant. A new 5 megawatt hydroelectric project located at Reynolds Creek on Prince Wales Island in southeast Alaska Deed of Trust, UCC-1 , Security Agreement and assignment of easements , permits , and power sales agreement; first lien position on the 5Mw hydroelectric power plant constructed with the loan proceeds . The project cost-value is $17 ,245,000 . AEA staff anticipates that state and federal grant monies totaling $5 ,340 ,000 will be made available , subject to final terms of the grants. Haida Corporation and AP& T plan to reduce their contribution from its current level of $4 ,000 ,000 to $2 ,905 ,000 through use of the PPF loan , resulting in a capital structure for non- grant funded capital of 24% equity and 76% debt as summarized below: Finance structure Federal -Grants State Grants PPF loan Haida Energy , Inc. Project cost $ 1,340 ,000 4 ,000 ,000 9,000 ,000 2,905 ,000 $17 ,2 45 ,000 8 13 W es t N o rthern Li g hts Bo u levard • A n c ho rage, A laska 995 03-2495 www.aidea .o rg • 90 7/77 1-3000 • FAX 90 7/77 1-3 044 • To ll Free {A laska O nly) 888/3 00-8 53 4 • www.ak energya u t hori ty.o rg Board of Dire ctors August 11 , 2010 Page 2 Related Debt AP& T , either direct or through its subsidiary Alaska Power Company , has a 22 year credit history with AEA through utilization of the Power Proje ct Fund loan program . Eight loans and one commitment are outstanding totaling $7 ,004 ,291 . Additionally AP& T is a guarantor on a loan to Alaska Wind Power, LLC of which it is a member. The outstanding balance on this latter loan is $143,503. All loans pay as scheduled. Financial Information Confidentia l financial information may be provided to Board members under separate cover. Background Haida Energy, Inc . was formed to construct and own a 5MW hydroelectric power plant at Reynolds Creek on Prince of Wales Island in southeast Alaska . Haida Energy is a newly formed corporation . It has no operating history nor any financial wherewithal beyond that of its stockholders , Haida Corporation (75%) and Alaska Power and Telephone Company (25%). On October 24 , 2000, the Federal Energy Regulatory Commission issued Haida Corporation a license to construct, own , and operate Reynolds Creek. Under the terms of the FERC license, a financing plan must be approved by not later than October 24 , 2010 , and construction must be complete by October 24 , 2012 . Through a 40-year power sales agreement , one-hundred percent of the power Reynolds Creek generates will be sold to Alaska Power Company (APC), a wholly owned subsidiary of AP& T . Haida Corporation is the village corporat ion of Hydaburg , Alaska and was created pursuant to the Alaska Native Claims Settlement Act (ANCSA). The company is located in the geographic region encompassed by Sealaska Corporation , a regional corporation , which was also formed under ANCSA. AP&T is a 50+ year old Washington based utility that was formed in Skagway , Alaska and now serves over 30 Alaskan communities stretching from the Arctic Circle to the southernmost tip of southeast Alaska . Through a combination of low impact hydro , wind and experimental underwater river turbine projects , AP&T's 134 employee-owners work to further minimize its environmental footprint while ensuring the availability of energy resources necessary in future years . Serving over 12 ,000 households and business customers , AP& T offers an array of services to Alaskans , from energy to cutting-edge voice , video and data communications built on a foundation of fiber-optic , land line and wireless technologies . AP& T serves Prince of Wales Island . Loan Covenants None Recommendation Staff approval of this loan subject to the following terms and conditions : Board of Directors August 11 , 2010 Page 3 Loan terms : Amount: Term : $9,000 ,000 35 years Interest and Payments: (a) Zero interest rate and no payments , years one and two , and (b) 3.33% interest rate and interest only payments , years three through five , and (c) Statutory interest rate (on the date of AEA Board approval) and fully amortizing periodic payments , years six through 35 . Conditions : 1. Prior to any advance of loan proceeds , Haida Energy , Inc . shall provide the Authority with : a) a payment and performance bond in form, substance, and amount acceptab le to the A uthority , or ; b) a $9 million dollar irrevocable letter of credit in form and substance acceptable to the Authority that insures repayment. Provisions a) or b) shall be in place to cover all periods until the hydroelectric project is fully operational. 2. A non-cancelable take or pay power sales agreement between Haida Energy, Inc. and Alaska Power Company , in form and substance acceptable to the Authority , that provides a minimum debt service coverage of 1:1 and assigned to the Authority for security purposes . 3 . Standard PPF loan conditions and requirements. 4 . Borrower to provide evidence of following minimum investment: $2 ,905 ,000 borrower cash , exclu sive of grants . 5 . Executed project management agreement, in form and substance acceptable to A EA. 6 . Award of, and compliance with , all grant terms . Board of Directors August 11 , 2010 Page 4 Collateral: 1. Deed of Trust , UCC-1 , Security Agreement and assignment of leases , easements and permits ; recorded first lien position on the 5MW hydroelectric power plant , its equipment and appurtenances and all replacements thereof, and all revenue generated from the power it produces . 2 . Assignment for security purposes on the Power Sales Agreement between Haida Energy , Inc. and Alaska Power Company . ALASKA ENERGY AUTHORITY RESOLUTION NO. 2010-01 A RESOLUTION OF THE ALASKA ENERGY AUTHORITY REGARDING A LOAN BY THE AUTHORITY TO HAIDA ENERGY, INC. WHEREAS , Haida Energy , Inc. has applied to the Alaska Energy Authority (the "Authority ") for a loan in the amount of $9 ,000,000 with a term of 35 years under the Authority 's Power Project Fund program (AS 42.45 .01 0) at the interest rate established under AS 42.45 .01 O(f)(2)(B) (the "Loan "); WHEREAS, the nature , purpose and terms of the Loan are described in the memorandum from Authority staff attached as Exhibit "A" hereto (the "Memorandum"); WHEREAS, staff of the Authority has recommended that the Authority make the Loan , subject to certain conditions , as described in the Memorandum ; WHEREAS, AS 42.45.01 OU) provides , inter alia, that the Legislature must approve a project and the amount of a loan from the Power Project Fund before the Authority may en ter into a loan for a project for which a loan of $5 million or more is requested ; WHEREAS, the legislative approval required under AS 42.45 .01 OU) for the Reynolds Creek hydroelectric project and a $9 million loan from the Power Project Fund was provided in sec . 6 , ch. 70 , SLA 201 0; WHEREAS, 3 AAC 106 .11 O(d) requires that a loan from the Power Project Fund be approved by the Authority 's Board if the subject loan will exceed $2 ,000 ,000 ; WHEREAS, 3 AAC 106.110(d) requires that the approval or disapproval of a Power Project Fund loan be in the form of a written determination that contains the findings required by 3 AAC 106 .11 0 ; WHEREAS , Author it y staff have re commended findings required by 3 AAC 106.11 O(d), as further set out in the Loan Request Memorandum dated July 28 , 2010 , and the Loan Summary Memorandum dated August 11 , 2010 , copies of which are attached as Exhibits C and B , respectively , and incorporated by reference ; WHEREAS, AS 42.45 .01 O(f)(2)(8) enables the Authority to impose an interest rate below the statutory formula rate , if the Authority determines that the reduced rate allows a project to meet financial feasibility c riteria established in regulations ; WHEREAS, 3 AAC 106.110(b)(1 )(G), inter alia, enables the Authority to make a written determination of the rate of interest necessary for the project to be financially feasible ; WHEREAS, Authority staff made a written determination in Exhibit B that the loan for the Reynolds Creek hydroe lectric project should have a reduced interest rate for the first five years of t he Loan ; and WHEREAS, it is in the best interest of the Authority that the Authority make the Loan , subject to conditions recommended by staff as described in the Memorandum . NOW, THEREFORE, BE IT RESOLVED BY THE ALASKA ENERGY AUTHORITY AS FOLLOWS: Section 1. The written findings recommended by staff, required by 3 AAC 106.11 O(d), and contained in the Memorandum and in the Loan Request Memorandum dated July 28 , 2010 , and the Loan Summary Memorandum dated August 11 , 2010 (E xhib it B), are adopted and incorporated by reference as part of t his Resolution . Section 2. The Authority 's Loan from the Power Project Fund to Haida Energy , Inc. for the Reynolds Creek hydroelectric project is approved , subject to the conditions recommended by staff as set forth in the Memorandum . Section 3. This Resolution is the f inal decision of the Author ity regarding the requested loan from the Power Project Fund for the Reynolds Creek hydroelectric project. Section 4 . The Executive Director of the Authority and the Deputy Director-Credit of the Authority are authorized to take such actions as may be necessary or convenient to consummate the Loan including , without limitation , issuing a commitment with respect to the Loan . The Executive Director is authorized to approve non -material changes in the terms and conditions of the Loan as the Executive Director, in his discretion , determines appropriate . (S •EA L) 'ATTES l DATED at Anchorage , Alaska on this ... \. . ' ·. AEA Resolution No . 2010--01 of August , 2010 . Pag e 2 of 2