NOTICE OF RESOLUTION OF INTENT
The Board of Supervisors of Jackson County, Mississippi (the "County"), took up for consideration the matter of providing for the financing, construction and installation of an industrial project as requested by the Jackson County Port Authority, and after a discussion of the subject matter, the following resolution was presented for consideration:
RESOLUTION OF THE BOARD OF SUPERVISORS OF JACKSON COUNTY, MISSISSIPPI DECLARING THEIR INTENTION TO EITHER ISSUE GENERAL OBLIGATION BONDS OF THE COUNTY, ISSUE A GENERAL OBLIGATION BOND OF THE COUNTY FOR SALE TO THE MISSISSIPPI DEVELOPMENT BANK OR ENTER INTO A LOAN WITH THE MISSISSIPPI DEVELOPMENT BANK, ALL IN AN AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED THIRTY MILLION DOLLARS ($30,000,000), FOR THE PURPOSE OF FINANCING THE COST OF THE CONSTRUCTION AND INSTALLATION OF A FACILITY OR FACILITIES FOR INDUSTRIAL OPERATIONS TO BE OWNED BY SAID COUNTY AND LEASED TO BIRD JOHNSON PROPELLER COMPANY, LLC, BY SAID COUNTY AND THE JACKSON COUNTY PORT AUTHORITY; AND FOR RELATED PURPOSES.
WHEREAS, pursuant to the provisions of Sections 59-9-1 et seq., Mississippi Code of 1972, as amended and supplemented (the "Port Act"), the Board of Supervisors of Jackson County, Mississippi (the "Governing Body"), acting for and on behalf of Jackson County, Mississippi (the "County"), heretofore established the Jackson County Port Authority (the "Port Authority") for the purpose of administering the County's ports, terminals, harbors, channels, and passes leading thereto and performing certain functions, including industrial development related to the development of the County; and
WHEREAS, pursuant to the Port Act, the Governing Body, acting for and on behalf of the County, is authorized to provide for the financing, construction and installation of a facility or facilities for industrial operations; and
WHEREAS, Bird Johnson Propeller Company, LLC, its affiliates, successors or assigns (the "Company"), currently owns and operates a fully integrated marine propeller and waterjet manufacturing campus that is responsible for producing controllable pitch propeller blades and hub body castings, large fixed-pitch propellers, and waterjets for the U.S. Navy; and
WHEREAS, the Company desires to expand its current operations in the County and has requested that the County finance, construct and install a new facility or facilities, contiguous to the Company's existing facilities (the "Facility"); and
WHEREAS, the Facility will be located on land owned by the County (the "Project Site" and together with the Facility, the "Project"), will be owned by the County and will be leased to the Company by the County and the Port Authority; and
WHEREAS, it is estimated that the total cost of the Project will not exceed Thirty Million Dollars ($30,000,000); and
WHEREAS, pursuant to the Port Act, the Governing Body, acting for and on behalf of the County, is authorized to issue general obligation bonds of the County for the purposes set forth therein, including financing the Project; and
WHEREAS, in addition to issuing general obligation bonds of the County to finance the Project, the County is authorized under the Port Act and Sections 31-25-1 et seq., Mississippi Code of 1972, as amended and supplemented (the "Bank Act" and together with the Port Act, the "Act"), to: (a) issue a general obligation bond of the County to be sold to the Mississippi Development Bank (the "Bank") to finance the costs of the Project, or (b) enter into a loan with the Bank to finance the costs of the Project; and
WHEREAS, the County constitutes a "local governmental unit" within the meaning of the Bank Act; and
WHEREAS, the lease payments to be made by the Company will be sufficient to pay the costs of the construction and installation of the Project and the costs of the financing thereof; and
WHEREAS, the Project is in accordance with and in furtherance of the provisions of the Port Act and is a project of significant economic benefit to the County and the citizens of the County; and
WHEREAS, by resolution adopted on December 12, 2025 (the "Port Authority Resolution"), the Port Authority (a) requested the Governing Body to either issue general obligation bonds of the County (the "Bonds"), issue a general obligation bond of the County for sale to the Bank (the "County Bond") or enter into a loan with the Bank (the "Loan"), all in an aggregate principal amount of not to exceed Thirty Million Dollars ($30,000,000), for the purpose of financing the costs of the Project, and (b) approved the form of and authorized the execution and delivery of a Memorandum of Understanding, dated as of December 1, 2025 (the "MOU"), by and among the County, the Port Authority and the Company, setting out the understanding of the parties with respect to the financing, construction, installation and leasing of the Project; and
WHEREAS, by resolution dated December 15, 2025, the Governing Body approved the form of and authorized the execution and delivery of the MOU; and
WHEREAS, pursuant to the MOU, the parties now desire to proceed with the financing of the Project; and
WHEREAS, it is necessary for the health and well-being of the citizens of the County that the County finance the Project by either issuing the Bonds, issuing the County Bond or entering into the Loan, all in an aggregate principal amount of not to exceed Thirty Million Dollars ($30,000,000); and
WHEREAS, the County reasonably expects that it or the Port Authority will incur expenditures in connection with the Project prior to the issuance of the Bonds or the issuance of the County Bond or entering into the Loan for which the County or the Port Authority will advance internal funds and for which the County and the Port Authority intend to reimburse themselves from the proceeds of the Bonds, the County Bond or the Loan; and
WHEREAS, as of March 1, 2026, the assessed value of all taxable property within the County, according to the last completed assessment for taxation, was Two Billion Three Hundred Forty-Eight Million Seven Hundred Forty-Three Thousand Forty-Two Dollars ($2,348,743,042), and the County had outstanding bonded indebtedness subject to the twenty percent (20%) debt limit prescribed by Section 59-9-37 of the Port Act, in the amount of Thirty-Four Million Two Hundred Forty-Three Thousand Dollars ($34,243,000); and
WHEREAS, the Bonds, the County Bond or the Loan, when added to the outstanding bonded indebtedness of the County issued under said Section 59-9-37, will not result in bonded indebtedness, exclusive of indebtedness not subject to the aforesaid twenty percent (20%) debt limit, of more than twenty percent (20%) of the assessed value of all taxable property within the County, and will not exceed any constitutional or statutory limitation upon indebtedness which may be incurred by the County; and
WHEREAS, there has been no increase in said bonded indebtedness of the County under the Port Act since March 1, 2026; and
WHEREAS, it is necessary, proper and economically feasible that the County declare its intention to provide for the financing, construction and installation of the Project.
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE BOARD OF SUPERVISORS OF JACKSON COUNTY, MISSISSIPPI, ACTING FOR AND ON BEHALF OF JACKSON COUNTY, MISSISSIPPI, AS FOLLOWS:
This resolution is adopted pursuant to the Act and the Constitution and laws of the State.
The Governing Body hereby accepts and approves the Port Authority Resolution, a copy of which is on file with the Clerk of the Governing Body (the "Clerk").
As requested in the Port Authority Resolution, the Governing Body hereby declares its intention to fund the Project through either the issuance of the Bonds or the County Bond or by entering into the Loan, all in an aggregate principal amount of not to exceed Thirty Million Dollars ($30,000,000), and to pay the costs associated with the Bonds, the County Bond and the Loan, as applicable, all as authorized by the Act.
The Bonds or the County Bond may be issued in one or more series and, if issued, will be general obligations of the County payable as to principal and interest out of and secured by an irrevocable pledge of the avails of a direct and continuing tax to be levied annually without limitation as to time, rate or amount upon all the taxable property within the geographical limits of the County. The Loan, if entered into, will be payable from available revenues of the County and will not constitute an indebtedness of the County within the meaning of any constitutional or statutory restrictions, limitations, or provisions, and the taxing power of the County will not be pledged to the payment of the Loan.
The Governing Body proposes to authorize the Bonds, the County Bond and the Loan in the amount and for the purposes and secured as aforesaid at a meeting of the Governing Body held at its usual meeting place in the Jackson County General Services Building, 2915 Canty Street, in the City of Pascagoula, Mississippi, at the hour of 9:30 o'clock a.m. on April 20, 2026, or at some meeting or meetings subsequent thereto; provided, however, that if twenty percent (20%) of the qualified electors of the County shall file a written protest with the Clerk against the Bonds, the County Bond and the Loan, then the Bonds, the County Bond and the Loan shall not be authorized by the Governing Body unless approved at an election on the question of the Bonds, the County Bond and the Loan called and held as provided by law; provided, further that if no protest be filed on or before said date and hour, against the Bonds, the County Bond or the Loan, then the Bonds, the County Bond or the Loan may proceed without an election on the question thereof.
The Clerk be, and is hereby, directed to publish a copy of this resolution once a week for at least three (3) consecutive weeks in the Sun Herald, a newspaper having a general circulation in the County and qualified under the provisions of Section 13-3-31, Mississippi Code of 1972, as amended and supplemented, with the first publication being not less than twenty-one (21) days prior to the date set forth in Section 5 of this resolution, and the last publication being made not more than seven (7) days prior to such date. In addition, the Clerk is directed to post a copy of this resolution at least twenty-one (21) days prior to the date set forth in Section 5 of this resolution in the three (3) public places in the County.
The Clerk be, and is hereby, directed to procure from the publisher of the aforesaid newspaper the customary proof of the publication of this resolution and have the same before the Governing Body on the date and hour specified in Section 5 hereof.
The County hereby declares its official intent to reimburse itself and/or the Port Authority from the proceeds of the Bonds, the County Bond or the Loan for expenses incurred with respect to the Project subsequent to the date of this resolution. This resolution is intended as a declaration of official intent under Treasury Regulation150-2. The Bonds, the County Bond or the Loan will not exceed the aggregate principal amount of Thirty Million Dollars ($30,000,000).
In the event that any scrivener's error shall be discovered in this resolution after the adoption hereof but prior to the issuance of any bonds to finance the Project, the Governing Body hereby authorizes and directs that such scrivener's error or errors shall be corrected in all multiple counterparts of this resolution.
All orders, resolutions or proceedings of the Governing Body in conflict with the provisions of this resolution shall be and are hereby repealed, rescinded and set aside, but only to the extent of such conflict.
Upon motion duly made and seconded, the foregoing resolution was adopted by a majority of the members of the Governing Body present, being a quorum of said Governing Body, and the President of the Governing Body declared the motion carried and the resolution adopted the 16th day of March, 2026.
IPL0323445
Mar 25,Apr 1,8,15 2026