- 28 -
through a reduction in its minimum annual basic rent obliga-
tion.16
We have found that the 1992 amendments to the 1985 sale and
leaseback agreements and the concomitant refinancing of the 1984
tax-exempt bonds, which was achieved through the redemption of
those bonds and the issuance of the 1995 tax-exempt bonds, were
interrelated and interdependent transactions or steps in an
integrated plan to achieve petitioner’s objective of modifying
the 1985 sale and leaseback agreements in order to reduce sub-
stantially petitioner’s minimum annual basic rent obligation to
the owner participants. That integrated plan required execution
of not only the 1992 amendments but also other interrelated and
interdependent agreements, including the 1995 bond indenture
agreement and the forward purchase contract.
The 1992 amendments detailed the refinancing of the 1984
tax-exempt bonds, which was to be accomplished through the
issuance of the 1995 tax-exempt bonds by Mercer County in January
1995, in pertinent part as follows:
Anticipated Refunding of Initial Series B Secured Note
with Proceeds of Refunding Series B Secured Note.
Lessee [Basin Electric] Election to Initiate Refunding
of Initial Series B Secured Note. In accordance with
Subsection 4(c)(i) of the Participation Agreement [of
the modified 1985 sale and leaseback], the Lessee has
elected to request a refunding of the Initial Series B
Secured Note [evidencing the owner participant’s obli-
16See supra note 9.
Page: Previous 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 NextLast modified: May 25, 2011