Item 8.01 Other Events
Closing of Securitization
As discussed in the Form 10-Q for the quarterly period ended March 31, 2022, in
March 2022 the LPSC issued an order approving the financing, utilizing the
securitization process authorized by Louisiana Act 55, as supplemented by Act
293, of $3.19 billion of Entergy Louisiana's costs that resulted from Hurricane
Laura, Hurricane Delta, Hurricane Zeta, Winter Storm Uri, and Hurricane Ida. On
May 19, 2022, the securitization for the benefit of Entergy Louisiana, LLC
("ELL") closed, resulting in the issuance of $3,193,505,000 principal amount of
bonds (the "Bonds") by Louisiana Local Government Environmental Facilities and
Community Development Authority (the "Issuer"), a political subdivision of the
State of Louisiana organized under the provisions of Chapter 10-D of Title 33 of
the Louisiana Revised Statutes of 1950, as amended. The securitization was
authorized pursuant to the Louisiana Utilities Restoration Corporation Act, Part
VIII of Chapter 9 of Title 45 of the Louisiana Revised Statutes, as supplemented
by Act 293 of the Louisiana legislature approved in 2021. Pursuant to Act 293,
Louisiana Utilities Restoration Corporation ("LURC") is authorized to contribute
the net bond proceeds to a State legislatively authorized and LURC-sponsored
trust (the "Trust"). The Trust, in turn, is authorized and required to use the
net bond proceeds to purchase preferred membership interests issued by an
Entergy affiliate.
Pursuant to Act 293, the net proceeds of the Bonds were contributed by LURC to
the Trust ("Trust Contribution"), which in turn used the Trust Contribution to
purchase preferred membership interests (the "Preferred Interests") issued by
Entergy Finance Company, LLC ("EFC"), a majority-owned indirect subsidiary of
Entergy Corporation ("ETR"). The proceeds of the Preferred Interests are
required to be used for corporate purposes supporting ELL's financial strength
and stability.
EFC is required to make annual distributions ("Dividends") on the Preferred
Interests issued to the Trust. These annual Dividends received by the Trust will
be distributed to ELL and LURC, as beneficiaries of the Trust. Specifically, 1%
of the annual Dividends received by the Trust will be distributed to the LURC,
for the benefit of customers, and 99% will be distributed to ELL, net of Trust
expenses. The Preferred Interests have a stated annual Dividend rate of 7%.
In connection with the issuance of the Bonds, ETR and ELL are filing the
exhibits listed in Item 9.01, where are annexed hereto as exhibits to this
Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Trust Agreement between Louisiana Utilities Restoration Corporation, as
Settlor, and Hancock Whitney Bank, as trustee, dated as of May 19, 2022
99.2 Amended and Restated Limited Liability Company Agreement of Entergy
Finance Company, LLC effective as of May 19, 2022
104 Cover Page Interactive Data File (formatted as inline XBRL)
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