Commission file number | 333-264319 |
Louisiana | 87-4333832 | ||||
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
505 Cleco Drive, Office Number 16, Pineville, Louisiana | 71360 | ||||
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: | (318) 484-4183 |
Commission file number | 1-05663 |
Louisiana | 72-0244480 | ||||
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
2030 Donahue Ferry Road, Pineville, Louisiana | 71360-5226 | ||||
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: | (318) 484-7400 |
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
NAME | AGE | POSITION AND FIVE-YEAR EMPLOYMENT HISTORY | ||||||
William G. Fontenot Cleco Corporate Holdings LLC Cleco Power LLC (1) Cleco Cajun LLC (2) Cleco Securitization I LLC | 61 | President and Chief Executive Officer since January 2018. Chief Executive Officer since February 2019; President and Chief Executive Officer from January 2018 to February 2019. Chief Executive Officer since February 2019. President and Manager since June 2022. | ||||||
F. Tonita Laprarie Cleco Corporate Holdings LLC Cleco Power LLC Cleco Securitization I LLC | 59 | Controller and Chief Accounting Officer since July 2016. Vice President and Manager since June 2022. | ||||||
Samantha McKee Cleco Corporate Holdings LLC Cleco Power LLC Cleco Securitization I LLC | 44 | Assistant Treasurer since March 2021; Director - Tax from June 2018 to March 2021; Manager - Accounting Services from May 2016 to June 2018. Treasurer and Manager since June 2022. | ||||||
(1) Cleco Power is a wholly owned subsidiary of Cleco Corporate Holdings LLC. (2) Cleco Cajun LLC is a wholly owned subsidiary of Cleco Corporate Holdings LLC. |
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
NAME | AGE | POSITION AND FIVE-YEAR EMPLOYMENT HISTORY | ||||||
Stacy Stubbs Cleco Corporate Holdings LLC Cleco Power LLC Cleco Securitization I LLC | 56 | Accounting Policy and Research Advisor since May 2018; Manager - Tax from November 2013 to May 2018. Secretary and Manager since June 2022. | ||||||
Kevin P. Burns Global Securitization Services, LLC Cleco Securitization I LLC | 53 | President and Co-founder since 1996. Fortune 1000 companies have selected Mr. Burns to serve as independent director for their special purpose vehicle subsidiaries established to finance commercial real estate, energy infrastructure and many classes of financial assets. Independent Manager since June 2022. | ||||||
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
DESCRIPTION | |||||
15(a)(1) | Financial Statements | ||||
Not Applicable. | |||||
15(a)(2) | Financial Statements Schedules | ||||
Not Applicable. | |||||
15(a)(3) and 15(b) | List of Exhibits | ||||
See Exhibits listed below, which are incorporated herein by reference. | |||||
15(c) | Not Applicable. |
EXHIBIT NUMBER | DESCRIPTION | SEC FILE OR REGISTRATION NUMBER | REGISTRATION STATEMENT OR REPORT | EXHIBIT NUMBER | ||||||||||
3.1 | 333-264319 | 8-K(6/22/22) | 3.2 | |||||||||||
3.2 | 333-264319 | 8-K(6/22/22) | 3.4 | |||||||||||
4.1 | 333-264319 | 8-K(6/22/22) | 4.1 | |||||||||||
4.2 | 333-264319 | 8-K(6/22/22) | 4.2 | |||||||||||
10.1 | 333-264319 | 8-K(6/22/22) | 10.1 | |||||||||||
10.2 | 333-264319 | 8-K(6/22/22) | 10.2 | |||||||||||
10.3 | 333-264319 | 8-K(6/22/22) | 10.3 | |||||||||||
*31.1 | ||||||||||||||
*33.1 | ||||||||||||||
*33.2 | ||||||||||||||
*34.1 | ||||||||||||||
*34.2 | ||||||||||||||
*35.1 |
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
CLECO SECURITIZATION I LLC | 2023 FORM 10-K |
CLECO SECURITIZATION I LLC | |||||||||||
(Issuing Entity) | |||||||||||
By: | CLECO POWER LLC, as servicer | ||||||||||
/s/ Vincent M. Sipowicz | |||||||||||
(Vincent M. Sipowicz) | |||||||||||
(Treasurer) | |||||||||||
(Senior officer in charge of the servicing function) |
CLECO SECURITIZATION I LLC | EXHIBIT 31.1 |
Certification Pursuant to Rule 13a-14(d)/15d-14(d) |
Date: March 25, 2024 | ||
/s/ Vincent M. Sipowicz | ||
Vincent M. Sipowicz Treasurer (Senior officer in charge of servicing function) Cleco Power LLC, as servicer |
CLECO SECURITIZATION I LLC | EXHIBIT 33.1 |
Report on Assessment of Compliance with Servicing Criteria for Asset-Backed Securities |
REGULATION AB REFERENCE | SERVICING CRITERIA | APPLICABLE SERVICING CRITERIA | ||||||
General Servicing Considerations | ||||||||
1122(d)(1)(i) | Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. | Applicable; assessment below. | ||||||
1122(d)(1)(ii) | If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. | Not applicable; no material servicing activities were outsourced to third parties. | ||||||
1122(d)(1)(iii) | Any requirements in the transaction agreements to maintain a back-up servicer for pool assets are maintained. | Not applicable; documents do not provide for a back-up servicer. | ||||||
1122(d)(1)(iv) | A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. | Not applicable; the transaction agreements do not require the Servicer to ensure a fidelity bond and errors and omissions policy is in effect. | ||||||
1122(d)(1)(v) | Aggregation of information, as applicable, is mathematically accurate and the information conveyed accurately reflects the information | Applicable | ||||||
Cash Collection and Administration | ||||||||
1122(d)(2)(i) | Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days of receipt, or such other number of days specified in the transaction agreements. | Applicable | ||||||
1122(d)(2)(ii) | Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. | Applicable | ||||||
1122(d)(2)(iii) | Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. | Not applicable; no advances by the Servicer are permitted under the transaction agreements. | ||||||
1122(d)(2)(iv) | The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. | Applicable; the transaction agreements require each series of bonds to have its own bank accounts or trust accounts. | ||||||
1122(d)(2)(v) | Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Exchange Act. | Applicable, but no current assessment required; all "custodial accounts" are maintained by the Trustee. | ||||||
1122(d)(2)(vi) | Unissued checks are safeguarded so as to prevent unauthorized access. | Not applicable; all transfers made by wire transfer. | ||||||
1122(d)(2)(vii) | Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations (A) are mathematically accurate; (B) are prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) are reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. | Applicable; assessment below. |
REGULATION AB REFERENCE | SERVICING CRITERIA | APPLICABLE SERVICING CRITERIA | ||||||
Investor Remittances and Reporting | ||||||||
1122(d)(3)(i) | Reports to investors, including those to be filed with the SEC, are maintained in accordance with the transaction agreements and applicable SEC requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the SEC as required by its rules and regulations; and (D) agree with investors' or the trustee's records as to the total unpaid principal balance and number of pool assets serviced by the Servicer. | Applicable; assessment below. | ||||||
1122(d)(3)(ii) | Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. | Not applicable; investor records maintained by the Trustee. | ||||||
1122(d)(3)(iii) | Disbursements made to an investor are posted within two business days to the Servicer's investor records, or such other number of days specified in the transaction agreements. | Applicable | ||||||
1122(d)(3)(iv) | Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. | Applicable; assessment below. | ||||||
Pool Asset Administration | ||||||||
1122(d)(4)(i) | Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. | Applicable; assessment below. | ||||||
1122(d)(4)(ii) | Pool assets and related documents are safeguarded as required by the transaction agreements. | Applicable; assessment below. | ||||||
1122(d)(4)(iii) | Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. | Not applicable; no removals or substitutions of Storm Recovery property are contemplated or allowed under the transaction documents. | ||||||
1122(d)(4)(iv) | Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. | Applicable; assessment below. | ||||||
1122(d)(4)(v) | The Servicer's records regarding the pool assets agree with the Servicer's records with respect to an obligor's unpaid principal balance. | Not applicable; because underlying obligation (Storm Recovery charge) is not an interest bearing instrument | ||||||
1122(d)(4)(vi) | Changes with respect to the terms or status of an obligor's pool asset (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. | Applicable; assessment below. | ||||||
1122(d)(4)(vii) | Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. | Applicable; limited assessment below. Servicer actions governed by LPSC regulations. | ||||||
1122(d)(4)(viii) | Records documenting collection efforts are maintained during the period pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). | Applicable, but does not require assessment since no explicit documentation requirement with respect to delinquent accounts are imposed under the transactional documents due to availability of "true-up" mechanism. | ||||||
1122(d)(4)(ix) | Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. | Not applicable; Storm Recovery charges are not interest bearing instruments. | ||||||
1122(d)(4)(x) | Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor's pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. | Not Applicable; Servicer does not maintain deposit accounts for obligors. | ||||||
1122(d)(4)(xi) | Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. | Not applicable; Servicer does not make payments on behalf of obligors. | ||||||
1122(d)(4)(xii) | Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer's funds and not charged to the obligor unless the late payment was due to the obligor's error or omission. | Not applicable; Servicer cannot make advances of its own funds on behalf of customers under the transaction documents. | ||||||
1122(d)(4)(xiii) | Disbursements made on behalf of an obligor are posted within two business days to the obligor's records maintained by the Servicer, or such other number of days specified in the transaction agreements. | Not applicable; Servicer cannot make advances of its own funds on behalf of customers to pay principal or interest on the bonds. | ||||||
1122(d)(4)(xiv) | Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. | Applicable; assessment below. | ||||||
1122(d)(4)(xv) | Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. | Not applicable; no external enhancement is required under the transaction documents. |
CLECO POWER LLC | ||
/s/ Vincent M. Sipowicz | ||
Vincent M. Sipowicz Treasurer |
CLECO SECURITIZATION I LLC | EXHIBIT 34.1 |
Report of Independent Registered Public Accounting Firm |
Date: March 25, 2024 | ||
/s/ PricewaterhouseCoopers LLP | ||
PricewaterhouseCoopers LLP Los Angeles, California |
CLECO SECURITIZATION I LLC | EXHIBIT 35.1 |
Servicer Compliance Statement |
CLECO POWER LLC, as servicer | ||
/s/ Vincent M. Sipowicz | ||
Vincent M. Sipowicz Treasurer |
Nature of Default | Status | ||||
None | |||||
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