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HomeMy WebLinkAboutResolution No. 93-C05411051.01 •. JH W:MDC= • 05110193 0Ns7199 04/03193 RESOLUTION NO. 93-054 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA AUTHORIZING THE ACQUISITION OF AN INVESTOR OWNED PUBLIC WATER UTILITY, AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $30,000,000 AGGREGATE PRINCIPAL AMOUNT OF BONDS BY THE AZUSA PUBLIC FINANCING AUTHORITY, AUTHORIZING AND DIRECTING EXECUTION OF AN OPERATING AND ASSIGNMENT AGREEMENT, APPROVING THE SALE OF BONDS, AN OFFICIAL STATEMENT, AN ESCROW DEPOSIT AND TRUST AGREEMENT, A CONTRACT OF PURCHASE WITH RESPECT TO THE BONDS, AND AUTHORIZING OFFICIAL ACTIONS WHEREAS, the City of Azusa, California (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 to issue its Azusa Public Financing Authority Revenue Bonds, Series A (1993 Water System Acquisition Project) in an aggregate principal amount not to exceed 30000000 (the "Bonds"), for the purpose of (i) acquiring the right to operate the water system of the Ansa Valley Wader Company through the aoquisitian of all of the outstanding shares of such company by the Azusa Public Improvement Corporation (the "Improvement Corporation"), a California nonprofit corporation or�ariized and established by the Autiiority for P urposes of the financing, (ii) to finance certain improvements to, and ro refinance certain indebtedness of, such system and (iii) to refund certain outstanding debt of the City relating to its existing water system; 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 ureferred 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 under the Operating Agreement will constitute special limited obli*.ations 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 (Sty 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 dimeted authorized to prepare, on behalf of the City, a preliminary official statement containing information material to the offering and sale of the Bonds described below (the "Preliminary Official Statement"); and WHEREAS, the documents below specified have been filed with the City and the members of the City Council, with the aid of its staff, have reviewed said documents; NOW, THEREFORE, the City council of the City of Azusa, California, does hereby resolve, determine and order. Section 1. Approval of the Bonds. The issuance of the Bonds by the Authority in a principal amount not to exceed30$ .000,000 is hereby approved. W 0 Section 2. Approval of Operating Agreement. The City Council hereby approves the Operating Agreement in the form on file with the City Clerk together with any additions thereto or changes therein deemed necessary or advisable by the Director of Utilities. The Mayor is hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of the Operating Agreement for and in the name and on behalf of the City. The City Council hereby authorizes the delivery and performance of the Operating Agreement. Section 3. Approval of Purchase Agreement. The City Council hereby approves the purchase Agreement, by and among the City, the Authority and the Underwriter in the form on file with the City Clerk together with any additions thereto or changes therein deemed necessary or advisable by tthe Director of Utilities; 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 interest rate on no Bond exceeds 7.50% and the Underwriter's 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 Mayor or the City Administrator is hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final form of the Purchase Agreement for and in the name and on behalf of the City. The City Council hereby authorizes the delivery and performance of the purchase Agreement. Se&1�,4. Approval of Preliminary Official Statement. The City Council hereby approves the Preliminary Official Statement describing the financing, in the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the Director of Utilities. The City Council authorizes the Director of Utilities, on behalf of the City, 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 the 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 5. Final Official Statement. The Mayor and the Director of Utilities 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 Mayer is authorized to execute said Final Official Statement, dated as of the date of the sale of the Bonds. The Director of Utilities shall take such further actions prior to the signing of the Final Official Statement as are deemed necessary or approFriate to verify the accuracy thereof. The execution of the Final Official Statement, which shall include such changes and additions thereto deemed advisable by tthe Director of Utilities, shall be conclusive evidence of the approval of the Final Official Statement by the City. The Final Official Statement, when prepared, is approved for distribution in connection with the offering and sale of the Bonds. ,mon 6. Approval of Escrow Agreement. The City Council hereby approves the Escrow Agreement in the form on file with the City Clerk together with any additions thereto or changes therein deemed necessary or advisable by the Director of Utilities. The City Administrator is hereby authorized to execute, and the City Clerk is hereby authorized to attest and affix the seal of the City to, the final form of the Escrow Agreement for and in the name and on behalf of the City. The City Council hereby authorizes the delivery and performance of the Escrow Agreement. Section 7. 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 City hereby approves such purchase by the Chairman of the Authority, or his designee. Section 8. Retention of Trustee. The designation of First Interstate Bank of Califomia, as trustee for the Bonds, is hereby approved. Section 9. Official Actions. The Mayor, the City Administrator and any and all other proper officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, 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 10. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. ssr►*►wssrs•r• . I . W 0 PASSED AND ADOPTED at a regular meeting of the City Council of the City of Azusa, held this 17th day of May 1993, on the following vote: I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the City Council of the City of Azusa, at a regular meeting thereof held on the 17th day of My, 1993 AYES: COUNCII.MEMBERS: DANGLEIS, MADRID, NARANJO, ALEXANDER, MOSES NOES: COUNCII.MEMBERS: NONE ABSENT: COUNCRA EMBERS: NONE ""'4 Z CLERK