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HomeMy WebLinkAboutResolution No. 93-P1uon-oi : nnrw:�mcu� . 04/93 04107127193 04109193 RESOLUTION NO. 93—P1 A RESOLUTION OF THE AZUSA PUBLIC FINANCING AUTHORITY AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $30,000,000 PRINCIPAL AMOUNT OF REVENUE BONDS RELATING TO THE ACQUISITION OF AN INVESTOR OWNED PUBLIC WATER UTILITY, AUTHORIZING AND DIRECTING EXECUTION OF A RELATED INDENTURE OF TRUST, AN OPERATING AGREEMENT AND AN ESCROW DEPOSIT AND TRUST AGREEMENT, AUTHORIZING THE SALE OF BONDS, APPROVING AN OFFICIAL STATEMENT, A CONTRACT OF PURCHASE WITH RESPECT TO THE BONDS, AND AUTHORIZING OFFICIAL ACTIONS WHEREAS, the City of Azusa (the "City") and the Redevelopment Agency of the City have heretofore entered into a Joint Exercise of Powers Agreement dated January 2, 1990, establishing the Azusa Public Financing Authority (the "Authority"); WHEREAS, the Authority proposes at this time to issue its Azusa Public Financing Revenue Bonds, Series A (1993 Water System Acquisition Project) in an aggregate principal amount not to exceed $30,000,000 (the "Bonds"), for the purpose of (i) acquiring the right to operate the water system of the Azusa Valley Water Company through the acquisition of all of the outstanding shares of such company by the Azusa Public Improvement Corporation (the "Improvement Corporation"), a California nonprofit corporation organized and established by the Authority for purposes of the financing, (ii) to finance certain improvements to, and to refinance certain indebtedness of, such system and (iii) to refund certain outstanding debt of the City relating to its existing water system; WHEREAS, the Bonds are to be issued pursuant to the Marks -Roos Local Bond Pooling Act of 1985, (the "Act") constituting Article 4 (commencing with section 6584) of Chapter 5 of Division 7 of Title 1 of the California Government Code, and pursuant to an Indenture of Trust dated as of June 1, 1993 (the "Indenture"), by and between the Authority and First Interstate Bank of California, as trustee (the "Trustee"); WHEREAS, pursuant to an Operating and Assignment Agreement, dated as of June 1, 1993 (the "Operating Agreement"), by and among the City, the Authority and the Improvement Corporation, the Authority will make proceeds of the Bonds available to the Improvement Corporation for purchase of the shares, redemption of preferred stock and retirement of certain debt of the Azusa Valley Water Company in return for an assignment by the Improvement Corporation to the Authority of the right to operate the prior Azusa Valley Water Company water system and to receive all of the revenues therefrom; WHEREAS, the Operating Agreement further provides that the Authority shall assign such rights to operate the water system and to receive the revenues therefrom to the City in return for semiannual payments to be made by the City under the Operating Agreement, which payments will be applied to pay debt service on the Bonds; WHEREAS, the payments to be made by the City tinder the Operating Agreement will constitute special limited obligations of the City payable solely from revenues of the City's water system, as enhanced by the facilities of the Azusa Valley Water Company being acquired; WHEREAS, the City's water revenues have previously been pledged to make payments under a City Loan Agreement, dated as of February 1, 1990 (the "1990 Loan Agreement"), by and between the City and the Authority; WHEREAS, to further enhance the pledge of water revenues securing the Bonds, it is determined to be in the best interests of the City to refund the 1990 Loan Agreement with proceeds of the Bonds pursuant to an Escrow Deposit and Trust Agreement (the "Escrow Agreement"), by and among the Authority, the City and First Interstate Bank of California; WHEREAS, Smith Barney, Harris Upham & Co. Incorporated (the "Underwriter") has been directed to prepare a preliminary official statement containing information material to the offering and sale of the Bonds described below (the "Preliminary Official Statement"); and WHEREAS, the Board has duly considered such transactions and wishes at this time to approve said transactions in the public interests of the Authority; 6 NOW, THEREFORE, the Board of Directors of the Azusa Public Financing Authority does hereby resolve, determine and order: Section 1. Findings and Determinations. Pursuant to the Act, the Board hereby finds and determines that the issuance of the Bonds will result in savings in effective interest rates, bond underwriting and bond issuance costs and thereby results in significant public benefits to its members within the contemplation of section 6586 of the Act. Section 2. Issuance of Bonds. The Board hereby authorizes the issuance of the Bonds under and pursuant to the Act and the Indenture in the aggregate principal amount of not to exceed $30,000,000 for the purposes hereinbefore described. The Board hereby approves the Indenture in substantially the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Chairman or the Executive Director. The Chairman is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Authority to, the final form of the Indenture for and in the name and on behalf of the Authority. The Board hereby authorizes the delivery and performance of the Indenture. Section 3. Approval of Operating Agreement. The Board hereby approves the Operating Agreement in the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Chairman or the Executive Director. The Chairman is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Authority to, the final form of the Operating Agreement for and in the name and on behalf of the Authority. The Board hereby authorizes the delivery and performance of the Operating Agreement. Section 4. Approval of Purchase Agreement. The Board hereby approves the Purchase Agreement, by and among the City, the Authority and the Underwriter in the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Chairman or the Executive Director, provided, however, that the total original principal amount of the Bonds does not exceed $30,000.000, the final maturity of the Bonds does not extend beyond December 1, 2023, the average interest rate on no Bond exceeds 7.50% and the Underwriters discount does not exceed 1.50% of the principal amount of the Bonds, exclusive of any original issue discount which does not represent compensation to the Underwriter. The Chairman, the Executive Director, or designee is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Authority to, the final form of the Purchase Agreement for and in the name and on behalf of the Authority. The Board hereby authorizes the delivery and performance of the Purchase Agreement. Section . Approval of Preliminary Official Statement. The Board hereby approves the Preliminary Official Statement describing the financing, in the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Chairman or the Executive Director. The Board authorizes the Chairman or the Executive Director, on behalf of the Authority, to deem the Preliminary Official Statement "final' pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the 'Rule") prior to its distribution by the Underwriter, subject to completion of those items permitted by said Rule. The Underwriter, on behalf of the City, is authorized to cause the Preliminary Official Statement to be distributed to such investors and other persons as may be interested in purchasing the Bonds therein offered for sale. Section 6. Final Official Statement. The Chairman and Executive Director are authorized to cause the Preliminary Official Statement to be brought into the form of a final official statement (the "Final Official Statement") and the Chairman is authorized to execute said Final Official Statement, dated as of the date of the sale of the Bonds. The Chairman or the Executive Director shall take such further actions prior to the signing of the Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof. The execution of the Final Official Statement, which shall include such changes and additions thereto deemed advisable by the Chairman or the Executive Director, shall be conclusive evidence of the approval of the Final Official Statement by the Authority. Section 7. Approval of Escrow Agreement. The Board hereby approves the Escrow Agreement in the form on file with the Secretary together with any additions thereto or changes therein deemed necessary or advisable by the Chairman or the Executive Director. The Executive Director is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Authority to, the final form of the Escrow Agreement for and in the name and on behalf of the Authority. The Board hereby authorizes the delivery and performance of the Escrow Agreement. Section 9. Purchase of Municipal Bond Insurance. If it is determined that the purchase of municipal bond insurance for the Bonds will result in a net interest rate savings to the Authority (after consideration of the premium associated with such insurance), the Authority hereby approves such purchase by the Chairman of the Authority, or his designee. Section 9. Retention of Trustee. The designation of First Interstate Bank of California, as trustee for the Bonds, is hereby approved. Section 10. Official Actions. The Chairman, the Executive Director and any and all other proper officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds. Section 11. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. r•s**��*tri*rs PASSED AND ADOPTED at a special meeting of the Azusa Public Financing Authority, held this 17th day of May, 1993, on the following vote: Stephen Alexander., - Chairman Pro -tem Pro -tem I HEREBY CERTIFY the foregoing Resolution was duly adopted by the Board of Directors of the Azusa Public Financing Authority, at a special meeting thereof held on the 17th day of May, 1993 AYES: DIRECTORS: DANGLEIS, MADRID, NARANJO, ALEXANDER, MOSES NOES: DIRECTORS: NONE ABSENT: DIRECTORS: NONE