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HomeMy WebLinkAboutResolution No. 03-P20 0 RESOLUTION NO. 03—P2 A RESOLUTION OF THE AZUSA PUBLIC FINANCING AUTHORITY APPROVING THE EXECUTION AND DELIVERY OF (1) AN ESCROW AGREEMENT AND (II) DOCUMENTS TO REVISE A RESERVE FUND AGREEMENT AND DEBT SERVICE DEPOSIT AGREEMENT, AND AUTHORIZING CERTAIN OTHER ACTIONS, ALL IN CONNECTION WITH FARECAL'S CERTIFICATES OF PARTICIPATION TO REFUND CERTAIN OUTSTANDING INDEBTEDNESS RELATED TO AZUSA'S WATER UTILITY SYSTEM 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"); and WHEREAS, in 1993 the Authority issued and sold the Azusa Public Financing Authority Revenue Bonds, Series 1993 A (City of Azusa Water System Acquisition Project) (the "Authority Bonds"), currently outstanding in the aggregate principal amount of $19,590,000; and WHEREAS, The Authority Bonds were issued to (i) finance the acquisition of all outstanding shares of the Azusa Valley Water Company ("Water Company") and to retire certain outstanding obligations of the Water Company; (ii) finance certain additions and improvements to the water production, storage, treatment and distribution system of the Water Company and to the water production, storage, treatment and distribution system of the Azusa Water System; (iii) prepay a water loan agreement between the City of Azusa and the Authority and to advance refund a portion of the Authority's 1990 Local Agency Revenue Bonds Series A; (iv) fund a reserve account for the Authority Bonds; and (v) pay cost of issuance of the Authority Bonds; and WHEREAS, the City entered into an Operating and Assignment Agreement, dated as of June 1, 1993, under which the City's Water Utility System would make operating payments sufficient to pay, when due, the debt service on the Authority Bonds; and WHEREAS, with respect to the Authority Bonds, the Authority entered into a Reserve Fund Agreement, dated as of October 17, 1994 (the "Reserve Fund Agreement") and a Debt Service Deposit Agreement, dated as of October 4, 1994 (the "Debt Service Deposit Agreement"); and WHEREAS, the City is a member of the Financing Authority for Resource Efficiency of California ("FARECal"), a joint powers agency established pursuant to Chapter 5, Division 7, Title 1 of the Government Code of the State of California; and WHEREAS, FARECal is empowered, on behalf of one or m ore of i is members, to finance or refinance, among other things, facilities which are designed to transport, distribute or treat water; and WHEREAS, it has been proposed that the City purchase certain capital improvements from FARECal to assist the City in effecting a portion of its proposed capital improvements program for its water utility system (the "City's Capital Improvements Program"); and WHEREAS, it has been proposed that FARECal sell, and that the City purchase, the City's Capital Improvements Program (the refunding of the Authority Bonds) pursuant to a Series A Installment Sale 45336065.2 Agreement, dated as of August 1, 2003, by and between the City and FARECal (the "Series A Installment Sale Agreement"), pursuant to which the City will agree to make installment purchase payments (the "Installment Payments") in connection therewith; and WHEREAS, FARECal and the City have determined that it would be in the best interest of FARECal, the City and the citizens of the City to authorize, pursuant to the Trust Agreement, Certificates of Participation 2003, Series A (Water System Capital Improvements Program), dated as of August 1, 2003, by and between FARECal and Wells Fargo Bank, National Association (the "Water System Trust Agreement") for the purpose of raising funds necessary for FARECal to acquire and sell to the City the City's Capital Improvements Program, and the execution, authentication and delivery of its Certificates of Participation, 2003 Series A (Water System Capital Improvements Program) (the "Series A Certificates"), all under the provisions of Article 1 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California; and WHEREAS, it is necessary, in connection with the refunding of the Authority Bonds to enter into an Escrow Agreement (the "Escrow Agreement") to refund the Authority Bonds; and WHEREAS, with respect to the refunding of the Authority Bonds and the related sale of the Series A Certificates, it is necessary to terminate the Reserve Fund Agreement and modify the Debt Service Deposit Agreement; and WHEREAS, the Authority has determined that it is in the best interest of the City and the citizens of the City to approve the Escrow Agreement, the termination of the Reserve Fund Agreement and the modification of the Debt Service Deposit Agreement as mentioned above and authorize and approve the transactions contemplated thereby. NOW, THEREFORE, the Board of Directors of the Azusa Public Financing Authority does hereby resolve, determine and order as follows: SECTION 1. The form of the Escrow Agreement presented to this Authority is hereby approved. The Chairperson or her/his designee is authorized and directed for and in the name of the Authority to execute and deliver said Escrow Agreement. The Escrow Agreement shall be executed in the form hereby approved, with such additions thereto and changes therein as are approved by the Chairperson or her/his designee, such approval to be conclusively evidenced by the execution and delivery thereof. The Chairperson or her/his designee is authorized and directed for and in the name of the Authority to execute and deliver all documents, the form of which are approved by Special Counsel, necessary to terminate the Reserve Fund Agreement and modify the Debt Service Deposit Agreement to reflect the refunding of the Authority Bonds and the Installment Payments. SECTION 2. The Chairperson, the Executive Director and the other officers and officials of the Authority are hereby authorized and directed, jointly and severally, for and in the name of the Authority, to do any and all things and to take all actions, including execution and delivery of any and all assignments, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary and advisable in order to consummate the lawful execution, authentication, delivery and sale of the Series A Certificates, the refunding of the Authority's Bonds and the consummation of the transactions contemplated by the Series A Installment Sale Agreement, the Water System Trust Agreement, the Escrow Agreement, this Resolution and the documents terminating the Reserve Fund Agreement and modifying the Debt Service Deposit Agreement, and such actions previously taken by such officers are hereby ratified and confirmed. 45336065.2 2 0 0 SECTION 3. This Resolution shall take effect from and after its date of adoption. PASSED, APPROVED AND ADOPTED this 21st f Ju 003. By: Title: CRISTINA CRUZ MADRID, CHAIRPERSON ATTEST: B Title: VERA MENDOZA, SECRETARY 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 21 s` day of July, 2003. AYES: DIRECTORS: HARDISON, STANFORD, CHAGNON, ROCHA, MADRID NOES: DIRECTORS: NONE ABSENT: DIRECTORS: NONE By: 45336065.2