ML20148Q444

Forwards Loan Commitment Agreement Which Includes Conditions Required for Funds Loaned by Rea,Per

ML20148Q444
Person / Time
Site:	River Bend
Issue date:	01/14/1981
From:	Draper E GULF STATES UTILITIES CO.
To:	Eisenhut D Office of Nuclear Reactor Regulation
References
RBG-9493, NUDOCS 8101220437
Download: ML20148Q444 (18)

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GULF STATES UTILITIES COMPANY P o s T O F FIC E B O X 2951 . DEAUMONT, TCXAS77704 APEA CODE 713 838 3843 January 14, 1981 RBG - 9493 File No. G9.5 Mr. Darrell G. Eisenhut, Director Division of Licensing U.S. Nuclear Regulatory Commission Washington, D.C. 20555

Dear Mr. Eisenhut:

River Bend Station - Unit 1 Docket No. 50-458 In your letter of October 1, 1980, entitled "Amendaent to Construction Permit for River Bend Station, Unit 1", you tequested that Gulf States Utilities (GSU) provide the NRC with copies of the loan commitment guarantee notice indicating favorable action by the Rural Electrification Administration to insure the loan to Cajun Electric Power Cooperative (CEPCO). On January 7, 1981, representa-tives of GSU and CEPC0 finalized the joint ownership venture .

Therefore, GSU is now able to provide the NRC with the attached eight copies of the loan guarantee agreement.

Sincerelv, n.

f, v ' gg ss  ;~ E. Linn Draper, Jr.

Isin Vice President g Nuclear Technology h.I[ ,

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! THIS DOCUMENT CONTAINS l

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CERTIFICATE I, John E. Randall, President of Cajun Electric Power Cooperative, i Inc. (hereinafter called " Cajun"), do hereby certify that: the attached are ,

true, complete and correct copies of the Rural Electrification Administration loan commitment and guarantee in the amount of $588,220,000.00, and the said loan commitment and guarantee are in full force and effect as of this i

dat e, t IN WITNESS WHEREOF, I have hereunto set my hand and affixed t s('ay of -  : 4 ' , 1961. ,

the Cooperative's seal this

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. E. RANDALL , President Aa1 I i

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2 Unites $tates Rural Washington

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, Deoartment Etctnhertion D.C.

,, . of Agnculture Administration 20250 COFCETMENT NOTICE:

FEDERAL FINANCING BANK LOAN WITH RURAL ELECTRIFICATION ADMINISTRATION GUAPE TEE Dat ed : ,

Cajun Electric Power Cooperative, Inc.

New Roads, Louisiana 70760 Pursuant t.o paragraph 2 of the Loan Commitment Agreement (copy of which is attached), dated as of August 14, 1974, as amended, between the Federal Financing Bank (FFB) and the Administrator of the Rural Electrification Administration (REA), this is notice of the commitment of FFB and REA for a loan by FFB to Cajun Electric Power Cooperative, Inc., ,in the amount of $588,223,000 for REA project Louisiana 30 E8 Bayou and for a guarantee thereof by REA, conditional upon:

1. The execution by you of a ..ote in the form attached (Note) and delivery thereof, within 45 calendar days f rom the date of this Notice, to REA, as agent for FFB; and

2. The execution by REA of a guarantee of the Note (Guarantee) in the form attached. a Within 10 days af ter receipt of the executed Note and a satisf actory estimated schedule of advances, REA vill execute the Guarantee, and as provided, in paragraph 3 of the Loan Commitment Agreement, will certify to FFB receipt of the executed Note and execution of the Guarantee.

Except to the extent REA determines them to be inapplicable to the FFB loan, all provisions of your loan centract with, and mortgage to, REA and the New Orleans Bank for Cooperatives and of the letter transmitting this commitment Notice, including all conditions prerequisite to the advance of funds loaned by REA thereunder, shall, in addition to the provisions of the Loan Commitment Agreement and the Note, be applicable to the REA guarantee of the Note.

Enclosures

I DepartmCnt Ebetnheation D.C.

/ of Agneulture Administration 20250 Mr. John E. Randall, President Cajun Electric Power Cooperative, Inc.

P. O. Box 578 New Roads, Louisiana 70760

Dear Mr. Randall:

In connection with the REA commitment heretofore made to guarantee a loan to Cajun Electric Power Cooperative, Inc., in the amount of $588,223,000, we enclose (a) a Commitment Notice evidencing the commitment of loan funds by the Federal Financing Bank in this amount, and (b) the original and four copies of the Note ref erred to in the Co=mitment Notice. This FFB loan commitment, the terms of which are contained in the Loan Commitment Agreement between REA and FFB dated as of August 14, 1974, will remain valid for 45 days. This agreement has been amended to provide for an aggregate amount and time period sufficient to include this loan.

We are also enclosing instructions, with documents specified therein, relating to the authorication and executien of the Note and security instrument by your organication. If you wish to obtain the FFB loan, your organication should execute and return the enclosed Note to REA within 45 days af ter the date of the Commitment Notice, together with an estimated schedule of advances covering the full amount of the. loan, on REA Form 152 (copy enclosed).

We also enclose a copy of the Loan Co=mitment Agreement which the Borrower becomes entitled to enforce upon REA certification of the Borrower's execu-tion of the Note.

The following provisions shall be applicable to the guarantee of the Note, in addition to those otherwise made applicable by the enclosed Commitment Notice (which, together with this letter, shall constitute a supplement to the locn contract referred to in said Notice):

1. (a) The term " Loan," as defined in the loan contract, shall include the FFB loan.

(b) The term " System," as defined in the loan contract, shall include the improvements and facilities financed in whole or part by the FFB loan.

2. REA shall be under no obligation to approve advances on account of any portion of the FFB loan unless and until the following conditions have been satisfied:

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Mr. John E. Randcll, Pr:sident 2 (c) REA has entsr:d into e contrcet of guarantes with Cajun and a lending agency which has agreed, with REA approval, to make Cajun a guaranteed loan of $588,223,000 for partial financing of Cajun's 30 percent undivided ownership interest in the River Bend Nuclear Station Unit 1 (River Bend), and approximately 34 miles of 500 kV transmission line.

(b) Cajun has submitted evidence, in form and substance satis-factory to the Administrator, that the conditions in such contract of guarantee have been satisfied to the extent and in the manner prescribed by the Administrator.

(c) Cajun has submitted evidence, in form and substance satis-factory to the Administrator, that it has duly authorized, executed, delivered, recorded and filed a security .instru-ment, in form and substance satisfactory to the Administrator.

(d) The Administrator has determined that all requirements of the National Environmental Policy Act of 1909 and other environmentally reJ ated statutes, executive orders and regulations with respect to River Bend and relate: trans-mission facilities have been satisfied.

3. Notwithstanding anything contained above, REA si 1 :a under no obligation to approve advances on account of any ev.uion of

$561,708,000 of the FFB loan provided for Cajun's participation in River Bend until Cajun has submitted evidence, in form and substance satisfsetory to the Administrator, that:

(a) Cajun and Gulf States Utilicies (GSU), have entered into an agreement, satisfactory to the Administrator, providing for Cajun's participation in the ownership, construction, operation and maintenance of River Bend; (b) Cajun and GSU have entered into an agreement, satisfactory to the Administrator, providing for the sale of a 42 percent ownership interest in Cajun's Big Caiun No. 2, Unit 3, to GSU; (c) All authorizations, approvals, permits and licenses from Federal, State and other governmental authorities and regulatory bodies relating to the purchase, ownership, construction, operation or maintenance of River Bend have to the extent required by the Administrator, been obtained and are valid and binding and will re=ain so; (d) All authorizations, approvals, permits and licenses from Federal, State, and other governmental authorities and regulatory bodies relating to the sale by Cajun and the purchase by GSU of a 42 percent ownership interest in Cajun's Big Cajun No. 2, Unit 3, have to the extent required by the Administrator, been obtained and are

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.y Mr. John E. Randall, Prssidant 3 valid cnd binding and will re=ain so; (e) Cajun has acquired such right, title and interest in the River Bend facilities and property, including nuclear fuel, as the Administrator may require; (f) All conditions precedent to the. closing on the River Bend Project have been satisfind; '

(g) Gulf States Utilities is able to fund its proportionate share of the cost of construction of River Bend; and (h) Cajun has entered into such related agreements with the Government with respect to Cajun's participation in River Bend as the Administrator may require. l 4 Notwithstanding anything contained above, REA shall be under no obligation to approve advances on account of any portion I of $26,515,000 of the FFB loan provided for transmission f acilities until Cajun has submitted evidence, in form and substance satisf actory to the Administrator, that Cajun and GSU have entered into an arrangement, satisfactory to the Administrator, providing for the establishment of an Inte-grated Transmission System.

5. At such time or times af ter the first advance that the Admin-istrator shall designate, Cajun shall submit such evidence as the Administrator may require, in form and substance satisfactory to him, that the instruments ref erred to above re=ain in full force and effect and that in all other aspects the conditions set forth above remain satisfied.

Your execution of the Note in accordance with the enclosed Commitment Notice shall constitute your acceptance of the provisions made applicable hereby to the guarantee of the Note.

Sinc erely, s

. 10 6406 JD 4

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PROJICT DESIGNATION:

IDUISIANA 30-E8 BAYOU i

i MORTGACI NOTI sade by CAJUN ELECTRIC POWER COOPERATIVE, DiC, to FIDERAI,TINANCING BAJ1K l

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I i PROMISSDKY NOTE i Note No. REA . 1 I

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1. For value received. CAJUN EIECIRIC P01/ER COOPERATIVE , INC . .....-........ .........

"Borrowe "),

...........-......................................................(the Louisiana ...-. ,

a corporation organized and existing under the laws of the State of promises to pay to the Federal Tinancing Bank ("TTB"), at the times, in the manner, and with interest ai; the rate, hereinaf ter provided, such sums as may be advanced to exceed five hundred eighty.eight million ,

from time to time une.sr this note, not i two hundred twenty.three thousand dollats ($ 588,2 23,000 ---...-. ) , pursuant to an agreement (" Loan Commitment Agreement") betueen TTB and the Administrator of the 1974, as hereto.

Rural Electrification Administration ("REA"), dated as of Augus t 14, fore emended, with interest payable from the date of each advance (" Advance") on the unpaid principal balance until paid,

2. As to each Advance, the Borrower shall designate in writing at the time of the request therefor, in accordance with the Loan Comitment Agreeeent, the date (the

" Maturity Date") for repayment of such Advance. The Maturity Date of each Advance shall be subject to approval in uriting by REA and shall be not less than tvo (2) years nor more than seven (7) years after the date of the Advance; provided, however, that if the Sorrower desires a long tert maturity, it may designate a Miturisy Date of thirty.four (34) years af ter the end of the calendar year in which such Advance was made.

The Maturity Date of each Advance shall, at the option of the Sorrower by written notice given to TTB not less than 15 days' prior to the Maturity Date, be extended to such new Maturi*y Date as the Bortower, with REA approval, may designate; provided that the period of suci. extension snal'. be not less than two (2) years, but i be later than seven (7) yeers ne extended .".aturity Date of any Adv ance shall not that the Sorrower my designate an extended af ter the date of the Advance, except Futurity Date of thirty.four (34) years af ter the end of the calendar year in which the Advance was made, t

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3. The interest rate applicable to each Advance shall be ths respectiva rate established by TTB at the time of the Advance on the basis of the determination of the Secretary of the Treasury pursuant to Section 6(b) of the rederal Financing Bank Act of 1973 (12 U.S.C. 2285(b)), except that in the event of extension in accordance with paragraph 2 hereof, the' rate of interest, from and af ter'such extension, shall be the respective rate established by TTB at the time of such extension on the basis of the determination of the Secretary of the Treasury pursuant to said Section 6(b).

During the period ending on the Maturity Date of each Advance, interest on each Advance remaining unpaid sha'11 be payable quarterly on the last day of March, June, September and December of each year (the " Quarterly Payment Dates").

4 The principal of each Adrance having a Maturity Date not later than seven years af ter the date of the Advance shall be payable on the Katurity Date. The principal of each Advance having a Maturity Date later than seven years af ter the date of the Advance (all such Advances made in the same calendar year being herein collectively called an " Amortized Advance") shall be payable in installments on the Quarterly Payment Da es during the period commencing seven (7) years after the date of the Advance and ending on the Maturity Date of st.ch Amortized Advance, subject to the following:

(i) each quarterly payment with respect to the same Amortized Advance, including both interest and principal, shall be equal in amount to every other such ouarterly payment, and (ii) the aggregate amount of all quarterly payments Ln respect of the same Amortized Advance, including both interest and principal, shall be such as will pay the accrued interest and amortite the principal thereof within the period stated in this paragraph.

5. Each payment made on this note shall be applied first to the payment of interest J l

and then on account of principal and shall be in such funds as are then legal tender f or the pay =ent of debts due TTB.

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( No Advance shall be made on account of. this note later than savan (7) yatts 6.

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after.the date of this note. -

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this note, so long as TTB is 7, ' To the extent not _ inconsistent with applicable law, the holder thereof, shall be subject to modifiestion by such amendments, extensions and : renewals as may be agreed upon from time to time by TTB, the Borrower, and REA.

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I B, . This note is given in consideration of the ' purchase hereof by TTB pursuant to Section 6 of the Tederal Financing Bank Act of 1973 (12 U.S.C. 2285).

9. The Borrower may elect to pay all or any part of the unpaid principal balance of an Amortized Advance at any time later than 12 years af ter the end of the year in which the aucunts included in suct Amortized Advance were advanced, on payment of a prepayment premium determined in .ccordance with this paragraph, but so long as there shall be any unpaid principal balance, the Borrower shall be obligated to make the quarterly payments in the amounts determined as herein provided. De prepayment premiu= shall be an amount equal to one hundred per cet (100U of the amount of interest for one year on the unpaid principal balance of the Aciertized Advance, or part thereof, proposed to be prepaid, susitiplied by the ratio which the number of Quarterly Payment Dates between the proposed prepayment date and the Maturity Date of the Amortized Advance bears to the number of Quarterly Payment Dates between the first prepayment data permitted by this paragraph and such Maturity Date, .

10. Upon execution of the Guarantee set forth below, the payment by the Borrower of the entire principal nrnount advanced under this note and of the interest on such amount, in accordance with the terms hereof, will be guaranteed by REA, pursuant to the Rural Electrification Act of 1936, as amended, including Public Law 93-32. In consideration of such Guarantee by REA, the Borrower promises to REA to make the pay-ments required by this note. For purposes of tae mortgage of the Borrower's System to REA (the " Mortgage"), REA shall be considered to be, and shall have the rights of, holder of this note, and this note shall be secut'ed to REA by the Mortgage and such se;,plements or scendments thereto as REA may recuire.

3-10-6406

11. In case of defeult by ths Barrovir under this cots or the Mortgags, and in consideration of the obligation of REA in that event under the guarantee to continue to make the quarterly payments to TTB as scheduled, the entire unpaid principal balance of this note, and all interest thereon, may be declared by REA, and upon such declaration shall become, due and payable to REA, in the manner and with the effect provided in the Hortgage, IN WITSISS WHERIOT, the Borrower has caused this note tc be signed in its corporate name and its corporate seal to be hereunder af fixed and attested by its of ficers thereunto duly authorizec, all as of the day and year first above written.

CAJUN ELECTRIC POWER COOPERATIVE, INC.

Borrower by (S EAL)

Attest President S ec re ta ry "Ne Varietur" - Tor identification with an Act of Supplement to Supplemental Mortgage passed on the day of , 19,___, at ,

State of Louisiana.

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Notary Public (SEAL)

CUAkANTIE The United States of America acting through the Administrator of the Rural Electrification Administration ("REA") hereby guarantees to the Federal Financing Bank ("TTB"), the making of the cuarterly payments of prin:1 pal and interest when and as due on this note in accoriance with the terns thereof, with interest on the 4

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accelerstion thereof undar the terms of prinetsal until paid, irrespective of (!)

receipt by RIA of any sums or property f roo its enforcement of its the note or (ii) remedies for the Borrower's default.

to the Rural Electrification Act of 1936, as This Guarantee is issued pursuant i

includine Public Law 93-32, Sectror 6 of the Federal amended (7 U.S.C. 901, et sgg.), i 1973 (12 U.S.C. 2285), and the Loan commitment Agreement financing Bank Act of between REA and FT3 dated a: of August 14, 1974, as heretofore amended.  !

l 151TED STATES OF AF. ERICA )

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By Date Administrator of Rural Electrifica tion Adminis tration l

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,i . .' A LOAN COMMITME;T AGREEMF.NT' ' '

. Agrecmont made as of August 14, 1974 , by and between Federal Financing Bank, an instrumentality and wholly owned Corporat, ion of the United States (FFB), and the Administrator of Rural E1'ectrification Administration (P.EA), an agency of the United States. .

1. FFB Purchase .

Pursuant to section 6(a) of the Federal Financing Bank Act of 1973 (12 U.S.C. l t1 2285(a)), FFB hereby agrees to purchase, during the periods provided for in I i

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paragraph 2 hereof, obligations guaranteed by the Administrator af RF.A pur- i suant to section 306 'of the Rural Electrification Act, as amended (7 U.S.C.

, ,I 901 ej sec.), under the following terms and conditions:

. a. Obligations purchased hereunder shall be it the fort of l

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the Note attached hereto, executed by owners of electrification and telephone systems (Borrowers), which have been or, may be financed .,

by~REA, and delivered to RFA as agent for FFB, which Borrowers shall have been designated, and which obligations shall h;tv'e been '

guaranteed, by REA in the canner herein provided.

b. The aggregate amount of Notes of all Borrowers purchased .

hereunder shall not exceed one billion five hundred c1111on- --

. dollars *(Sl,500,;000;000)'.^ Increases or decreases of such aggre'-

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gate amount cay be provided for by written agreement of FFB and REA. *

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2. Desienation of Borrowers, i On or' before Deccaber '31,1974, RD., by giving vritten notice (the Notice),

. to each respect [ve Borrower, with copy to FFB, may designate Borrowers whose Notes shall be purchased by FFB hereunder. The effect of the Notice es to each such Borrower shall be, and the No: ice shall so state, that .

a. FFB is thereby cocsitted .to the Borrower and REA to- '

i purchase, and REA is thereby committed to the Borrower and FFB ]

to guarantee, a Note of the Borrower in the form attached to . .

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8 the Notice, in accordance with the terms and conditions of this Loan Co==itment Agre ement, a copy of which shall be enclosed .

vith the Notice; and .  ;

b. such co-4 t=ents shall be conditioned upon the return of the duly executed Note to REA, as agent for FFB, within 45 -

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days af ter the date of the Notice. nis period may b'e extended by Agree =ent of FFB, REA and the Borrower. ,

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3. REA certification and Guarantee As to each Note to be purchased hereunder, REA, within 10 days, df ter receipt of the Note, duly executed by the Borrower, shall execute the guarantee .

endorsed on the Note and shall certify in writing to FFB the following:

a. The nana and address of the Borrower and the date and a=ount aE: .he.Nore- .n : N.:..::.:..

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b. The due execution. af t5e Note by the Borrower

c. The delivery of the Note to REA, the execution by REA of the guarantee endorsed on the Note, and reten'. ion by RSA of custody thereof as agent for FFB, unless actual possession has been requested by FFB.

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Upon receipt by, FFB of such certification, which shall be promptly confitted in writing, FFB shall be irrevocably cocmitted to purchase the Note in eccordance vith this agreec,ent. .

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4. Advances a.- The times and amounts of advances on each Note shall conform to the esticated schedule of advances submitted by the Borrower to, and approved by, REA, whic..a schedule RF.A shall furnish to FFB along with the certification in respect of such Borrower pursuant to para-graph 3; provided, however, that no such schedule shall call for the  :

first advance of ibnds earlier than 5 days af tsr FFB receipt of such'. ' . ' . .

certification. ' Changes in the schedule =ay. be. made by the Bo. rover vith RF.A approval on 15 days prior written notice given to FFB by RF.A, provided that no such change shall increase the aggregate amount-

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of scheduled advances to an a= cunt in excess of the principal amount ,

of the Note and provided further that, if with REA and FFB approval .the' '

annual percentage interest rate is expressed as i fixed nu=ber in the Note, not subject to future deter =ination, no such change shall - e 3

decrease the aggregate acount of scheduled advances eo an amount ,

,- less than the principal a=ount of the Note.

b. In addition te confor=ance ,to' the esti=ated schedule of advances, ea~ch advance on a~ note shall be ~nade by FFB only upon .

. .  :' d receipt of specific written approva.1 by EF.A as to compliance u th conditions of the financing and security instrumenns.

c. As to each advancer the,Borrever.shal1.designatd in scriting .... 1

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.at the ti=e of :the request ' therefor the datb4the' '5!aturitv Date'7 - ,

.: .. f or repay =ent cf. such advance,.: vhich. sb be.=ot. %ss .rhan two . years =: -

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s nor more than seven years af ter the data of the advance; provided, 1 however, that if the Borrower desires a long ter= caturity, it may  ;

E I designate a Maturity Date of thirty-four years af ter the end of the ,

calendar year in which such advance is cade. The Maturity Date i of each advance shall be subject to approval in writing by RF.A.

d. The Maturity Date of any advance shall, at the option of

, the Borrower by written notice given to FFB not less than 15 days j prior to the Maturity Date, be extended to such new Maturity Date as the Borrower, with REA approval, cay designate; provided that

. the period of such extension shall not be less than two years. -

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but the extended Maturity Date of any advance shall not be later j:

than seven years after the date of the advance, except that the Borrower may designate an extended Maturity Date of thirty-four years' af ter the end of . the. calendar year in which the advance was i made. .' ,

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5. , Interest Rate -

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a. The rate of interest payable on each advance shall be the '

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respective rate established by FFB at the tine of the advance on '

the basis of.the deter =inatics.cf..the . Secretary. of _the Ircasury. .. ...

pursuant to Section 6(b) of the Federal Financing Bank.Act .of 1973 '

(12 U.S.C. 2285(b)), except that in the event of extension of the l l

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V Maturtry Date of an advance in accordance with paragraph 4d hereof,

.l.i the rate of interest effective from and a'f ter such extension shall

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be the respective rate established by FFB at the time of such extension

on the basis of the determination of the Secretary of the

. Treasury pursuant to said Section 6(b).

, b. The foregoing rate of interest shall be inclusive of all aoounts chargeable to the Borrower for loan servicing. ,

Such loan servicirg as may be required under section 306 of the Rural Elec-

!! I trification Act of 1936, as amended, shall be performed by REA on behalf of FFB. REA shall be' reimbursed by FFB' for such loan servicing pursuant to section 10 of the Federal Financing Bank j i

Act of 1973 at the rate of two one-thousandths of one per centum -

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,(0.00002) per annum of the amounts owed on guaranteed loans at the 5l end of each calendar year. -

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6. Borrower's Default j;

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- In the event of the Borrower's default on the Note, REA shall,  ;

under the guarantee endorsed thereon, continue to make payments pro =ptly ,  ;

to FFB, without regard to the sufficiency of the security or re=edies

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REA may enforce against the Borrower. Without limitation of the foregoing ',

obligation, REA shall have sole authority in respect of acceleration of i

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the Guaranteed Note, the exercise of other available renedics and the dis-  !

I position of sums or property recovered. .

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"Prbsident~' .

i August 20, 1974- -

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, . UNITED c"'ATES OF AMIRIC&, acting through Ow , c.-

• Ad=fnistrator,' RtTral

, .. Electrificatio.n Administration ~}-

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_ August 20, 1974 4 a

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