RES-2017-123 RESOLUTION NO. 2017- 12 3
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ANAHEIM (1) AUTHORIZING THE CITY OF ANAHEIM TO
CONVEY ITS OWNERSHIP INTERESTS IN THE SAN JUAN
GENERATING STATION AND ACCEPT EASEMENT AND
RIGHT OF ENTRY INTERESTS IN THE SAN JUAN
GENERATING STATION, AND (2) APPROVING ACTIONS IN
CONNECTION THEREWITH.
WHEREAS, the San Juan Generating Station ("SJGS" or the "Project") is a four-
unit, coal-fired electric generation plant located near the City of Farmington in San Juan County,
New Mexico; and
WHEREAS, in 1991, the City of Anaheim ("Anaheim") acquired a 10.04% share
of Unit 4 of the SJGS, including the associated facilities needed to operate the plant, which
equates to approximately 50 Megawatts (MW) of Unit 4 capacity; and
WHEREAS, the owners of the Project, in addition to Anaheim, are Public Service
Company of New Mexico, a New Mexico corporation ("PNM"); Tucson Electric Power
Company, an Arizona corporation ("TEP"); The City Of Farmington, New Mexico, an
incorporated municipality and a body politic and corporate, existing as a political subdivision
under the constitution and laws of the State of New Mexico ("Farmington"); M-S-R Public
Power Agency, a joint exercise of powers agency organized under the laws of the State of
California ("M-S-R"); The Incorporated County Of Los Alamos, New Mexico, a body politic
and corporate, existing as a political subdivision under the constitution and laws of the State of
New Mexico ("Los Alamos"); Southern California Public Power Authority, a joint exercise of
powers agency organized under the laws of the State of California ("SCPPA");; Utah Associated
Municipal Power Systems, a political subdivision of the State of Utah ("UAMPS"); and Tri-State
Generation and Transmission Association, Inc., a Colorado cooperative corporation ("Tri-State")
(collectively"San Juan Parties"); and
WHEREAS, on July 21, 2015, the Anaheim City Council authorized, approved,
and directed that Anaheim divest its "Ownership Interest" in SJGS, as that term is defined in the
San Juan Project Restructuring Agreement ("Restructuring Agreement"), on or about December
31, 2017 ("Exit Date"); and
WHEREAS, to accomplish Anaheim's divesture and restructure the ownership
interests of the Project, the San Juan Parties and PNMR Development and Management
Corporation, a New Mexico corporation ("PNMR-D"), entered into a series of agreements dated
July 31, 2015 referred to collectively herein as the "Restructuring-related Agreements" and
composed of the following: (i) the Restructuring Agreement; (ii) the San Juan Decommissioning
and Trust Funds Agreement; (iii) the Amended and Restated Mine Reclamation and Trust Funds
Agreement; (iv) the Restructuring Amendment Amending and Restating the Amended and
Restated San Juan Project Participation Agreement; and (v) the Exit Date Amendment Amending
and Restating the Amended and Restated San Juan Project Participation Agreement; and
WHEREAS, an Instrument of Sale and Conveyance was recorded at Book 1167,
Page 442 of the Records of the County Clerk of San Juan County, New Mexico ("NM County
Recorder") on August 12, 1993 ("Original Instrument") that conveyed to Anaheim the
"Conveyed Assets", as that term is defined in the Original Instrument, and upon the Exit Date, as
authorized and directed by the Restructuring Agreement, Anaheim desires to execute and deliver
a new Instrument of Sale and Conveyance ("Instrument of Sale") that conveys to PNM all of
Anaheim's rights, titles and interests in and to all fixtures which are part of or related to the
Conveyed Assets, but without conveying title to the underlying real property; and
WHEREAS, an Easement and License in favor of Anaheim was recorded on
August 12, 1993, at Book 1167, page 443, record number R076179 of the records of the NM
County Recorder, and upon the Exit Date, as authorized and directed by the Restructuring
Agreement, Anaheim desires to terminate, release, and relinquish the interests conveyed by such
Easement and License by executing and delivering the Termination and Relinquishment
("Termination and Relinquishment") referenced herein,; and
WHEREAS, to accomplish the purposes set forth in the Restructuring-related
Agreements, and as authorized and directed by the Restructuring Agreement, upon the Exit Date,
PNM and TEP will grant and convey to Anaheim a non-exclusive easement and right of entry to
the SJGS plant site and to all buildings and personal property located thereon by execution and
delivery of the Easement and Right of Entry ("Easement and Right of Entry") referenced herein;
and
WHEREAS, the (i) Instrument of Sale, (ii) Termination and Relinquishment, and
(iii) Easement and Right of Entry (collectively, "Conveyance Instruments"), the proposed forms
of which have been presented to this City Council, are necessary and required in order for
Anaheim to divest and restructure the ownership interests of the Project as set forth in the
Restructuring-related Agreements and as authorized and directed by the Restructuring
Agreement; and
WHEREAS, the City Council of the City of Anaheim hereby finds and
determines that the best interests of the City of Anaheim are served by authorizing and approving
the transactions contemplated herein and directing the execution, delivery, and acceptance of the
Conveyance Instruments.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Anaheim as follows:
1. The above recitals are true and correct and incorporated herein.
2. The City Council hereby approves the (i) Instrument of Sale and
Conveyance; (ii) Termination and Relinquishment; and (iii) Easement and Right of Entry in the
forms on file with the Acting City Clerk, as presented to City Council, together with such
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additions and changes thereto as are approved by the Public Utilities General Manager, the
Public Utilities Assistant General Manager — Power Supply, and the Acting City Attorney, and
their respective designees (each, "Authorized Officers"), such approvals to be conclusively
evidenced by the execution and delivery thereof
3. The Authorized Officers are each hereby authorized and directed to
execute, and the Acting City Clerk is hereby authorized and directed to attest and to affix the seal
of the City of Anaheim to, the final form of the (i) Instrument of Sale and Conveyance; (ii)
Termination and Relinquishment; and (iii) Easement and Right of Entry on behalf of the City of
Anaheim.
4. The (i) Instrument of Sale and Conveyance; (ii) Termination and
Relinquishment; and (iii) Easement and Right of Entry and all rights and interests contained
therein shall be, and hereby are, accepted, provided, however, that nothing herein shall be
construed to be an acceptance of any parcel or property into the City of Anaheim street system
(Streets and Highways Code, Section 1806).
5. The Acting City Clerk shall be, and hereby is, authorized and directed to
cause the Conveyance Instruments to be recorded, following the Exit Date.
6. To achieve the goals of divesting Anaheim's interests and restructuring
SJGS ownership interests efficiently and economically, the Authorized Officers are hereby
authorized and directed, jointly and severally, for and in the name of the City of Anaheim, to
take all actions required to conform to the purposes set forth in the Restructuring-related
Agreements which they, or any of them individually, may deem necessary, appropriate, or
advisable in order to divest the City of Anaheim of its ownership interests in the San Juan
Generating Station, restructure the ownership interests of the Project, participate in activities and
undertakings in the furtherance of divestiture, restructuring, and decommissioning activities,
and/or consummate the actions or transactions contemplated by this Resolution, and such actions
previously taken by the Authorized Officers are hereby ratified and confirmed.
7. This Resolution shall take effect from and after its date of adoption.
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THE FOREGOING RESOLUTION was approved and adopted by the City
Council of the City of Anaheim at a regular meeting of said City Council held on the 1 5th day
of August , 2017,by the following roll call vote:
AYES: Mayor Tait and Council Members Vanderbilt, Murray, Barnes,
Moreno, Kring and Faessel
NOES: None
ABSENT: None
ABSTAIN: None
CITY OF ANAHEIM
\X-
MAYOR OF THE CITY OF ANAHEIM
ATTEST:
ACTING CITY CLE OF THE CITY OF ANAHEIM
123707
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CLERK'S CERTIFICATE
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF ANAHEIM )
I, THERESA BASS, Acting City Clerk of the City of Anaheim, do hereby certify that the foregoing
is the original Resolution No. 2017-123 adopted at a regular meeting provided by law, of the
Anaheim City Council held on the 15th day of August, 2017 by the following vote of the members
thereof:
AYES: Mayor Tait and Council Members Vanderbilt, Murray, Barnes, Moreno,
Kring, and Faessel
NOES: None
ABSTAIN: None
ABSENT: None
IN WITNESS WHEREOF, I have hereunto set my hand this 16th day of August, 2017.
ACTING CITY CLERK OF THE CITY OF ANAHEIM
(SEAL)