Loading...
97-039RESOLUTION NO. 97R -39 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM CALIFORNIA (1) APPROVING AN INSTALLMENT SALE AGREEMENT, A TRUST AGREEMENT, AND A CONTINUING DISCLOSURE AGREEMENT; (2) AUTHORIZING THE EXECUTION AND DELIVERY OF A PRELIMINARY OFFICIAL STATEMENT AND AN OFFICIAL STATEMENT: AND (3) AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the City of Anaheim (the "City and other public agencies have heretofore entered into a Joint Powers Agreement creating the Financing Authority for Resource Efficiency of California "FARECal for the purpose, among others, of executing, authenticating and delivering FARECal's certificates of participation to be used to finance (1) activities, programs, and equipment which are designed to conserve, change usage patterns of or reduce the demand for electrical or other energy or capacity, natural gas or water, (2) activities, programs and equipment which are designed to utilize electrical or other energy or capacity, natural gas or water facilities more efficiently, (3) programs, equipment or facilities which are designed to transport, distribute or treat water, waste water or recycled water for purposes of reuse and (4) the planning, development, undertaking, purchase, construction, repair and replacement of facilities for the transmission and distribution of electrical energy; 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 as described in Exhibit A, attached hereto (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 pursuant to an Installment Sale Agreement, dated as of April 1, 1997, by and between the City and FARECal (the "Installment Sale Agreement the proposed form of which has been presented to this City Council, 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, dated as of April 1, 1997 (the "Trust Agreement the proposed form of which has been presented to this City Council, for the purpose of raising funds necessary for FARECal to acquire and sell to the City the City's Capital Improvements Program, the execution, authentication and delivery of its certificates of participation (the "Certificates in the aggregate principal amount of not to exceed $25,000,000 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 (the "Act and WHEREAS, it is necessary, in connection with the sale of Certificates in order to assist the underwriters in complying with Rule 15c2 -12 adopted by the Securities and Exchange Commission, to enter into a Continuing Disclosure Agreement (the "Continuing Disclosure Agreement with respect to certain information regarding the City; and WHEREAS, the City has determined that it is in the best interest of the City and the citizens of the City to approve certain documents mentioned above and authorize and approve the transactions contemplated thereby. NOW, THEREFORE, the City Council of the City of Anaheim, California, does hereby resolve, determine and order as follows: SECTION 1: Pursuant to the Act, the City hereby finds and determines that the execution, authentication and delivery of the Certificate will result in savings in effective interest rates, underwriting costs and issuance costs and thereby result in significant public benefits to its citizens. SECTION 2: The forms of Installment Sale Agreement, Trust Agreement and Continuing Disclosure Agreement presented to this City Council are hereby approved. The Public Utilities General Manager or his designee is authorized and directed for and in the name of the City to execute and deliver said Installment Sale Agreement and Continuing Disclosure Agreement. The Installment Sale Agreement, the Trust Agreement and the Continuing Disclosure Agreement shall be executed in the form hereby approved, with such additions thereto and changes therein as are approved in accordance with Section 6 hereof, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 3: That this City Council hereby approves the execution, authentication and delivery of FARECal's Certificates in accordance with the terms and provisions of the Trust Agreement (as executed and delivered). SECTION 4: The Public Utilities General Manager or his designee is hereby authorized to approve a Preliminary Official Statement relating to the Certificates allocable to the City (such approval to be conclusively evidenced by the delivery thereof) (the "Preliminary Official Statement and the City Council hereby approves the use of the Preliminary Official Statement in connection with the offering and sale of the 2 Certificates allocable to the City. The Public Utilities General Manager or his designee is authorized to deem the Preliminary Official Statement as it relates to the City to be final within the meaning of Security and Exchange Commission Rule 15c2 -12 subject to the completion of those items permitted by said Rule. SECTION 5: The Public Utilities General Manager or his designee is hereby authorized to approve an Official Statement relating to the Certificates allocable to the City (such approval to be conclusively evidenced by the execution and delivery thereof) (the "Official Statement and the City Council hereby approves the use of the Official Statement in connection with the offering and sale of the Certificates, and the City Council hereby further approves the use of any supplement or amendment to the final Official Statement which is necessary so that the final Official Statement as it relates to the City does not include any untrue statement of a material fact and does not omit to state a material fact necessary to make the statements therein not misleading. The Public Utilities General Manager or his designee is hereby authorized to execute a final form of the Official Statement. SECTION 6: The agreements approved in Section 2 of this Resolution shall, when executed and delivered pursuant to Section 2 of this Resolution, contain such additions and changes (including additions and changes necessary to satisfy the requirements of the provider of any Certificate insurance policy) as shall have been approved by the Public Utilities General Manager or his designee. The Public Utilities General Manager or his designee is hereby authorized to determine, in connection with the execution and delivery of the agreements approved in Section 2 hereof, the following with respect to the Certificates allocable to the City: (a) the aggregate principal amount of the Certificates, which shall not exceed $25,000,000; (b) the final Installment Payment under the Installment Sale Agreement, which shall be due and payable not later than April 1, 2030; and (c) the maximum rate of interest which may be paid on the Certificates allocable to the City, which shall not exceed a true interest cost of 7 SECTION 7: The Installment Payments and all other payments with respect to Qualified Obligations (as defined in the Installment Sale Agreement) shall be secured by a pledge, charge and lien upon the Surplus Revenues in the Qualified Obligations Account (each as defined in the Installment Sale Agreement) and shall be paid from Surplus Revenues in the Qualified Obligations Account unless otherwise paid from other sources of legally 3 available funds. Installment Payments and all other payments with respect to Qualified Obligations shall be equally secured by the Surplus Revenues in the Qualified Obligations Account without priority for number or date. The Surplus Revenues in the Qualified Obligations Account shall be held in trust by the Treasurer of the City for the payment of the Installment Payments and any other Qualified Obligations. SECTION 8: The Mayor, the City Manager, the Public Utilities General Manager, the Public Utilities Assistant General Manager, Finance and Administration, the Finance Director of the City, the City Clerk, the City Attorney and the other officers and officials of the City are hereby authorized and directed, jointly and severally, for and in the name of the City, 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 Certificates and the consummation of the transactions contemplated by the Installment Sale Agreement, the Trust Agreement, the Continuing Disclosure Agreement and this Resolution, and such actions previously taken by such officers are hereby ratified and confirmed. SECTION 9: This Resolution shall take effect from and after its date of adoption. Adopted at the Regular meeting of the City Council on the 1st day of April 1997, by the following vote: ATTEST: Approved as to form: JACK L. WHITE, CITY ATTORNEY BY Lucina Lea Moses Assistant City Attorney MAYOR OF THE TY OF AN EIM 4 STATE OF CALIFORNIA COUNTY OF ORANGE ss. CITY OF ANAHEIM I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing Resolution No. 97R -39 was introduced and adopted at a regular meeting provided by law, of the Anaheim City Council held on the 1st day of April, 1997, by the following vote of the members thereof: AYES: MAYOR /COUNCIL MEMBERS: McCracken, Zemel, Lopez, Daly NOES: MAYOR /COUNCIL MEMBERS: None ABSENT: MAYOR /COUNCIL MEMBERS: Tait AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said Resolution No. 97R -39 on the 1st day of April, 1997. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Anaheim this 1st day of April, 1997. (SEAL) CITY CLERK OF THE CITY OF ANAHEIM I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 97R -39 was duly passed and adopted by the City Council of the City of Anaheim on April 1, 1997. CITY CLERK OF THE CITY OF ANAHEIM EXHIBIT A Buried Cable Replacement Project Buried cable installed throughout the City of Anaheim is being systematically replaced with new cable installed in plastic conduit. Upgrade, Improvement and Expansion of Existing Transmission System Project Anaheim's existing transmission and distribution system requires additional transmission circuits and the reconfiguration of various existing circuits in order to serve new load. In addition, certain protective upgrades on existing transmission and distribution lines is necessary to reduce the frequency of outages. Substation Automation and Improvement Projects Certain substations will be automated through the installation of new electronic devices which will lower maintenance costs, increase measurement accuracy, provide immediate access to system data to SCADA and other computing systems, and lower future system expansion costs. Certain substations will be upgraded through various means, including the installation of additional transformers, relocation of existing transformers and replacement of transformer banks and circuits. Supervisory Control and Data Acquisition (SCADA) System Project. The current SCADA system requires replacement. SCADA provides remote control and data gathering for the electric system. Automated Meter Reading (AMR) System Project A new AMR system will be acquired and installed to allow for remote reading of electric utility meters. System Upgrade and Improvement Projects Various projects will be undertaken to improve the power quality and reliability of the electric system and to relocate and remove certain electrical facilities. Such projects include, but are not limited to, reconductoring of transmission and distribution lines, switch installation, capacitor installations, pole relocations and overhead circuit rehabilitation.