Basin Electric Power Cooperative - Page 29

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               gation to make payments of interest and principal on                   
               the 1984 tax-exempt bonds] with the proceeds of an                     
               Additional Note issued pursuant to Section 3.5 of the                  
               [Trust] Indenture.  Such Refunding Series B Note will                  
               be purchased by the County [Mercer County] with the                    
               proceeds of the sale of its Mercer County, North Da-                   
               kota, Pollution Control Refunding Revenue Bonds, Series                
               1995 (the Refunding Bonds) [i.e., the 1995 tax-exempt                  
               bonds].  The Refunding Bonds will be sold pursuant to a                
               Forward Purchase Contract (the Refunding Bond Purchase                 
               Agreement) between the County and Morgan Stanley & Co.                 
               Incorporated (the date of execution of such Refunding                  
               Bond Purchase Agreement hereinafter called the Refund-                 
               ing Bond Sale Date) providing for the future delivery                  
               of Refunding Bonds on a date (the Refunding Bond Deliv-                
               ery Date) shortly after the first optional call date                   
               [December 30, 1994] for the [1984 tax-exempt] Bonds.                   
               * * * On the Refunding Bond Delivery Date, (i) the                     
               County will issue the Refunding Bonds and purchase the                 
               Refunding Series B Secured Note from the Owner Trustee                 
               with the proceeds of the Refunding Bonds, (ii) the                     
               Owner Trustee will prepay the Initial Series B Secured                 
               Note with the proceeds of the sale of the Refunding                    
               Series B Secured Note and Supplemental Rent paid by the                
               Lessee, (iii) the County will use the funds received                   
               from the Owner Trustee in respect of the prepayment of                 
               the Initial Series B Secured Notes to redeem the Bonds                 
               * * *.                                                                 
               The modified 1985 sale and leaseback detailed the calcula-             
          tion of petitioner’s annual basic rent obligation in pertinent              
          part as follows:                                                            
               (3) the amount of Basic Rent payable on each Basic                     
               Rent Payment Date following such refinancing [of the                   
               1984 tax-exempt bonds] shall be reduced by the amount                  
               of Bond Premium, Owner Participant’s Refunding Transac-                
               tion Expenses and Lessee’s [petitioner’s] Refunding                    
               Transaction Expenses paid by the Lessee in connection                  
               with such refinancing and not previously taken into                    
               account in any adjustment to Basic Rent plus interest                  
               at the Weighted Average Cost of Capital [8.34 percent],                
               compounded semi-annually, on any such amounts paid by                  
               the Lessee from the date of payment by the Lessee to                   
               the date of recovery through a reduction in Basic Rent                 
               pursuant to this Clause 3;                                             





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Last modified: May 25, 2011