Louisiana Public Facilities Authority - Christus Health- State
NOTICE OF SALE OF BONDS
NOT EXCEEDING $40,000,000
LOUISIANA PUBLIC FACILITIES AUTHORITY
NOTICE IS HEREBY GIVEN that not exceeding $40,000,000 principal amount of Louisiana Public Facilities Authority Revenue Bonds (CHRISTUS Health) in one or more series (the "Bonds") will be sold at private sale to J. P. Morgan Securities, L.L.C. and Barclays Capital Inc., as underwriters, by the Louisiana Public Facilities Authority (the "Authority"), at 2237 South Acadian Thruway, Suite 650, Baton Rouge, Louisiana, at eleven o'clock (11:00) a.m., Louisiana time, on October 9, 2018, or such other date, time and/or place as may be determined by the Chairman or Vice Chairman of the Authority. The Bonds will be sold pursuant to the terms of a bond purchase agreement or contract of purchase at a price of not less than 95% of the stated principal amount thereof (inclusive of underwriter's discount in an amount not exceeding 1% of the stated principal amount thereof). Other proposals are hereby invited and upon receipt will be considered, and the proposal most advantageous to the Authority will be accepted at the time of the sale. Capitalized terms used herein which are not otherwise defined shall have the meanings given to them in the Trust Indenture (defined below).
The issuance and sale of the Bonds have been duly authorized pursuant to the terms of a resolution adopted by the Authority on September 11, 2018, under the provisions of Chapter 2-A of Title 9 of the Louisiana Revised Statutes of 1950, as amended (the "Act"). The Bonds will be issued on behalf of CHRISTUS Health ("CHRISTUS" or the "Corporation"), in accordance with the provisions of one or more Trust Indentures (the "Trust Indenture") to be entered into between the Authority and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee"), for the purpose of (i) paying or reimbursing CHRISTUS for the costs of acquiring, constructing, equipping, maintaining, installing, and/or upgrading certain improvements to its hospital facilities in Shreveport, Louisiana, including but not limited to providing a heart hospital, and (ii) paying the costs of issuance of the Bonds. The Bonds may be issued in whole or in part as one series or multiple series with multiple purposes together with the previously authorized hospital revenue refunding bonds.
CHRISTUS is a Texas nonprofit corporation and owns and operates health facilities located within and without the State of Louisiana.
The Bonds shall be dated as provided in the Trust Indenture, shall be issued as fixed rate bonds bearing interest at a rate not to exceed 10% per annum and/or variable rate bonds (convertible to other rates) bearing interest at a rate not to exceed 15% per annum, shall bear a letter and year designation for each series as set forth in the Trust Indenture, and shall mature not later than 40 years from the date thereof, as provided in the Trust Indenture.
The Bonds are limited obligations of the Authority payable solely from and secured by the trust estate established under the trust indenture for the Bonds (the "Trust Indenture"), which trust estate includes (i) certain rights of the Authority under and pursuant to the loan agreement (the "Loan Agreement"), between the Authority and the Corporation for the loan of the proceeds of the Bonds to the Corporation and the repayment thereof, (ii) the promissory note (the "Note") of the Corporation issued under its Master Indenture and secured by the trust estate created therein, which trust estate includes the Gross Revenues as defined therein, and (iii) the funds created under the Trust Indenture for the Bonds, other than the rebate fund and purchase fund, which hold monies received from the Corporation for debt service or purchase price as contracted under the Loan Agreement. The Loan Agreement provides that the Corporation is unconditionally obligated to make payments in an aggregate amount sufficient, with any other funds available therefor, for the payment in full of the principal, premium, if any, and interest of all Bonds issued and outstanding under the Trust Indenture, to the date of payment thereof, and certain costs, expenses and charges of the Authority and the Trustee. Under the Trust Indenture, the Authority will assign the Note to the Trustee for the benefit and security of the present and future owners of the Bonds.
If the Authority and the Corporation find that substantial benefits will accrue from credit enhancement of the Bonds as security for the Bonds, the Bonds of any series may be entitled to the benefits of (i) an insurance policy issued by a municipal bond insurer and (ii) a letter of credit or liquidity facilities to be provided by a bank or other provider to be designated by the Corporation.
The Bonds do not constitute or create an obligation, general or special, debt, liability or moral obligation of the State of Louisiana or any political subdivision thereof, but are limited and special obligations of the Authority payable solely from the Trust Estate created under the Indenture, including income, revenues and receipts derived from payments made pursuant to the Loan Agreement or the Note. Neither the faith and credit nor the taxing power of the State of Louisiana or of any political subdivision thereof is pledged to the payment of the principal of or the interest on the Bonds.
For further information relative to the Bonds and not contained in this notice, please contact Mr. James W. Parks II, or Bond Counsel, Foley & Judell, L.L.P., One Canal Place, Suite 2600, 365 Canal Street, New Orleans, Louisiana 70130.
LOUISIANA PUBLIC FACILITIES AUTHORITY
By: /s/ Guy W. Campbell, III
Dated: September 24, 2018
September 24, 2018