Public Hearing: YES ☐ NO ☒ Department: Public Works - Solid Waste Management
SUBJECT:
Title
Commission District(s): All Commission Districts
Approval of an Acknowledgment and Agreement by and among DeKalb County, Georgia, Conyers Renewable Power, LLC, and Fifth Third Bank, N.A. related to collateral assignment by Conyers Renewable Power, LLC of its right, title, and interest under its agreements with the County, in connection with financing to be provided by Fifth Third Bank, N.A. to Conyers Renewable Power, LLC.
Body
Information Contact: Eugene McKinnie, Director of Solid Waste Management
Phone Number: 404-294-2177
PURPOSE:
To consider the approval of an Acknowledgment and Agreement by and among DeKalb County, Georgia, Conyers Renewable Power, LLC, and Fifth Third Bank, N.A. pursuant to which the County acknowledges and consents to the collateral assignment by Conyers Renewable Power, LLC of its right, title, and interest under certain agreements with the County, in connection with financing to be provided by Fifth Third Bank, N.A. to Conyers Renewable Power, LLC.
NEED/IMPACT:
DeKalb County, Georgia (the “County”) and Conyers Renewable Power, LLC (“Conyers”) are parties to agreements related to renewable energy facilities co-located at the County’s Seminole Road Landfill, including: (1) Contract No. 1299082 for the Start-up, Operation, and Maintenance of the County's Renewable Fuels Facility (“RFF”), as amended by Amendment No. 1; (2) a Consent and Right of Use Agreement dated as of June 22, 2026, confirming for Conyer’s Lender that Conyers has the ability to inject gas into Atlanta Gas Light’s pipeline; (3) a Lease Agreement dated as of November 14, 2017, under which the County serves as Lessor and Conyers as Lessee of the County’s landfill gas-to-energy facility (“GEF”); and (4) a Landfill Gas Rights Agreement associated with the Lease and attached thereto, dated as of November 13, 2017, under which the County serves as Seller and Conyers as Buyer (collectively, the “Agreements”). Conyers is seeking financing from Fifth Third Bank, N.A., successor by merger to Comerica Bank (the “Lender”), under a loan and security agreement to be entered into between the Lender and Conyers. As a condition of that financing, the Lender requires an Acknowledgment and Agreement from the County confirming, among other things, that the Agreements are in full force and effect and that neither party is currently in default, and that the County consents to Conyers’ collateral assignment of its right, title, and interest in the Agreements to the Lender. The Acknowledgment and Agreement further provides that the Lender may, upon an uncured event of default by Conyers, step into Conyers’ position under the Agreements, exercise Conyers’ rights and cure Conyers’ defaults, and that the County will provide the Lender notice of any default by Conyers and a corresponding opportunity to cure before the County terminates any of the Agreements.
This item seeks approval of the Acknowledgment and Agreement and authorization for the Chief Executive Officer, or her designee, to execute it on behalf of the County. The County Attorney’s Office has reviewed the Acknowledgment and Agreement and approved it as to form pending Governing Authority approval.
FISCAL IMPACT:
No Cost to the County.
RECOMMENDATION:
Recommended Action
To approve the Acknowledgment and Agreement by and among DeKalb County, Georgia, Conyers Renewable Power, LLC, and Fifth Third Bank, N.A., successor by merger to Comerica Bank, and authorize the Chief Executive Officer, or her designee, to execute the attached Acknowledgment and Agreement and any other documents necessary to effectuate this transaction.