Loading...
96-153 CITY OF ANAHEIM RESOLUTION NO. 96R- 1 5 ~ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM, CALIFORNIA, AUTHORIZING THE INVITATION OF PROPOSALS FOR THE PURCHASE OF NOT TO EXCEED $100,000,000 AGGREGATE PRINCIPAL AMOUNT OF ELECTRIC REVENUE BONDS, ISSUE OF 1996; AUTHORIZING THE DISTRIBUTION OF A NOTICE INVITING BIDS RELATING TO THE BONDS AND THE PUBLICATION OF A NOTICE OF INTENTION TO SELL BONDS; AUTHORIZING THE DELIVERY OF A PRELIMINARY OFFICIAL STATEMENT AND A FINAL OFFICIAL STATEMENT; AND AUTHORIZING CERTAIN OTHER ACTIONS WHEREAS, concurrently with consideration of this resolution, this City Council has adopted an authorizing resolution (the "Bond Resolution") to provide for the refunding of the City's Electric Revenue Bonds, Issue of 1986, and Second Issue of 1986 and for the issuance of its Electric Revenue Bonds for such purpose in an amount not to exceed $100,000,000 in aggregate principal amount (the "Bonds")~ and WHEREAS, this City Council deems it necessary and proper that proposals be invited for the purchase of the Bonds and to provide that the Bonds be sold in the manner described below; NOW, THEREFORE, the City Council of the City of Anaheim, California, DOES HEREBY RESOLVE, DETERMINE AND ORDER as follows: Section 1. Authorization to Receive Bids. Sealed proposals for the purchase of the Bonds shall be received by the Public Utilities General Manager (or in his absence the Assistant General Manager for Finance and Administration (the "Manager")) at the date, time and place provided for in a Notice Inviting Bids relating to the Bonds or at such other dates and times as shall be determined by the Manager. Section 2. Distribution of Notice Inviting Bids. The Manager is hereby authorized to approve a Notice Inviting Bids for the Bonds (such approval to be conclusively evidenced by the distribution thereof). The City Clerk is hereby authorized and directed to cause the Notice Inviting Bids for the Bonds to be distributed to prospective bidders for the Bonds upon their request. Section 3. Publication of Notice. The Manager is hereby authorized to approve a Notice oflntention to Sell Bonds (such approval to be conclusively evidenced by the distribution thereof). The City Clerk is hereby authorized and directed to cause a Notice of Intention to Sell Bonds to be distributed to prospective bidders for the Bonds upon their request. The City's distribution of the Notice of Intention to Sell Bonds shall constitute the City's notice of a public sale and the City shall not be required to provide notice pursuant to Section 53692 of the California Government Code. Section 4. Withdrawal or Modification of Notice. The Manager may withdraw or modify the Notice Inviting Bids for the Bonds and the Notice of Intention to Sell Bonds, or either, at any time by notice published via Munifacts wire or other means determined by the Manager to be reasonably calculated to reach potential bidders for the Bonds. If the Manager should withdraw the Notice Inviting Bids for the Bonds or the Notice of Intention to Sell Bonds at any time before the Bonds are awarded, and should at a later date determine that it is desirable to receive bids for the Bonds, then the City Clerk is hereby authorized to redistribute the Notice Inviting Bids for the Bonds and the Notice of Intention to Sell Bonds with such modifications or revisions as are approved by the Manager. Section 5. Approval of Preliminary Official Statement. The form of the Preliminary Official Statement presented at this meeting is hereby approved and the Manager is hereby authorized to approve a Preliminary Official Statement relating to the Bonds in substantially the form presented at this meeting, but with such additions, changes or modifications thereto as the Manager and the City Attorney shall approve, 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 Bonds. This City Council hereby deems the Preliminary Official Statement to be final within the meaning of Securities and Exchange Commission Rule 15c2-12, subject to the completion of those items permitted by said Rule. The City Clerk and the Manager are authorized and directed to cause to be furnished to prospective bidders for the Bonds, upon their request, a reasonable number of copies of the Notice(s) Inviting Bids for the Bonds and the Preliminary Official Statement. The Manager, the City Manager or the designee of either of them are hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the purchasers of the Bonds one or more final Official Statements, which shall be in substantially the form of the Preliminary Official Statement with such additions thereto or changes therein as such officer shall require or approve. Such approval to be conclusively evidenced by the execution and delivery thereof, and the purchasers of the Bonds are hereby authorized to distribute copies of the Official Statement to prospective purchasers of the Bonds and the underwriters purchasing the Bonds from the City shall be directed to deliver such copies to all purchasers of the Bonds in the public offering. Section 6. Credit Enhancement of Bonds. Credit enhancement of the Bonds by the purchase of a municipal bond insurance policy or a letter of credit securing payment of the Bonds may be secured by the Bonds if, in the opinion of the Assistant General Manager for Finance and Administration, such credit enhancement will result in interest cost savings to the City. The Assistant General Manager for Finance and Administration or his designee are hereby authorized (a) to negotiate, after consultation with the City Attorney and Bond Counsel, such additional covenants and agreements to be observed by the City as may be required by such municipal bond insurer, and (b) to cooperate with any purchaser of or bidder for the Bonds in securing the issuance of a municipal bond insurance policy relating to the Bonds, and the Authorized Representatives of the City are authorized to approve and execute such covenants and agreements as may be required by such municipal bond insurer in connection therewith. Such municipal bond insurance policy shall be issued by one of the following providers of municipal bond insurance: Municipal Bond Investors Assurance Corp. (MBIA), AMBAC Indemnity Corp., Financial Guaranty Insurance Co. (FGIC), Financial Security Assurance Co. (FSA), or Connie Lee Insurance Company; provided, however, that such company continues to be rated in the highest rating category or at least one nationally recognized investment rating agency. The terms and conditions of such municipal bond insurance policy shall be such as are consistent with customary industry practice for policies securing securities such as the Bonds. Any letter of credit to secure repayment of the Bonds, and any credit agreement or reimbursement agreement to be entered into by the City in connection therewith, shall be approved by resolution of this City Council adopted prior to issuance of the Bonds. Section 7. Reserve Fund Surety. A Reserve Fund Surety Policy (as defined in the Bond Resolution) may be secured with respect to the Reserve Requirement (as defined in the Bond Resolution) if (a) in the opinion of the Assistant General Manager for Finance and Administration, securing such Reserve Fund Surety Policy is preferable to the funding of the Reserve Fund with cash in the amount required by the Bond Resolution, and (b) an Authorized Representative of the City (as defined in the Bond Resolution) shall have certified that the Written Consent (as defined in the Bond Resolution) has been given in accordance with the Bond Resolution. Such Reserve Fund Surety Policy shall be issued by one of the following providers of municipal bond reserve fund surety and insurance policies: Municipal Bond Investors Assurance Corp. (MBIA), AMBAC Indemnity Corp., Financial Guaranty Insurance Co. (FGIC), Financial Security Assurance Co. (FSA), or Connie Lee Insurance Company; provided, however, that such company continues to be rated in the highest rating category or at least one nationally recognized investment rating agency. The terms and conditions of such Reserve Fund Surety Policy and any covenants and agreements made by the City in connection therewith shall be such as are consistent with customary industry practice for policies with respect to reserve funds for securities such as the Bonds and Parity Bonds. The Assistant General Manager for Finance and Administration and the City Treasurer or their designees are hereby authorized (i) to secure a Reserve Fund Surety Policy meeting the requirements of the Bond Resolution and this Resolution and to negotiate and to approve, after consultation with the City Attorney and Bond Counsel, such additional covenants and agreements to be observed by the City as may be required by the provider of the Reserve Fund Surety Policy and (ii) to liquidate any investments in the Reserve Fund in connection with any substitution of the Reserve Fund Surety Policy, including the repurchase agreement with Societ6 Generale, New York Branch, and to pay any costs and fees associated therewith. Any agreement relating to such Reserve Fund Surety Policy meeting the requirements of this Resolution may be executed by an Authorized Representative of the City (as defined in the Bond Resolution) for and on behalf of the City concurrently with the delivery of the Bonds to their initial purchaser or thereafter. J;~ECG'~,NAH EIM~REFU ND~BONODCCS~SAL E R ES8 DOC 3 Section 8. Additional Actions. The Authorized Representatives of the City (as defined in the Bond Resolution) are hereby authorized and directed jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds and otherwise to effectuate the purposes of this Resolution, including, without limitation, executing and delivering documents required to be delivered (i) in connection with the refunding of the 1986 Bonds, (ii) pursuant to any Escrow Agreement or investment contract to be entered into by or on behalf of the City, (iii) to secure a Reserve Fund Surety Policy, and (iv) pursuant to a municipal bond insurance policy with respect to all or any portion of the Bonds, and such actions previously taken by such officers are hereby ratified and approved. Section 9. Attestation and Authentication. The City Clerk is hereby authorized and directed to attest the signatures of the officers or such other officers or employees of the City as may be required in connection with the execution and delivery of any Escrow Agreement, investment contract, Bonds or any other related documents. The City Clerk is also hereby authorized and directed to certify the authenticity of any documents executed by any officer or such other officers or employees of the City as may be required on behalf of the City. Section 10. Effective Date. This Resolution shall take effect from and after its date of adoption. ADOPTED, SIGNED AND APPROVED this 10 day of September, 1996. [SEAL] Attest: City Clerk 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. 96R-153 was introduced and adopted at a regular meeting provided by law, of the Anaheim City Council held on the 10th day of September, 1996, by the following vote of the members thereof: AYES: MAYOR/COUNCIL MEMBERS: Tait, Zemel, Feldhaus, Lopez, Daly NOES: MAYOR/COUNCIL MEMBERS: None ABSENT: MAYOR/COUNCIL MEMBERS: None AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said Resolution No. 96R-153 on the 10th day of September, 1996. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Anaheim this 10th day of September, 1996. CITY CLERK OF THE CITY OF ANAHEIM (SEAL) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 96R-153 was duly passed and adopted by the City Council of the City of Anaheim on September 10th, 1996. CITY CLERK OF THE CITY OF ANAHEIM