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Home My Public Portal About2020.001 - (03-03-20) RESOLUTION NO. 2020.001 A RESOLUTION OF THE LYNWOOD UTILITY AUTHORITY APPROVING THE ISSUANCE AND SALE BY THE LYNWOOD UTILITY AUTHORITY OF NOT TO EXCEED $20,000,000 PRINCIPAL AMOUNT OF ITS ENTERPRISE REVENUE BONDS, 2020 SERIES A, APPROVING AN INDENTURE OF TRUST, A BOND PURCHASE AGREEMENT, A CONTINUING DISCLOSURE CERTIFICATE AND A PRELIMINARY OFFICIAL STATEMENT, AUTHORIZING AND DIRECTING THE EXECUTION THEREOF AND AUTHORIZING ACTIONS RELATED THERETO WHEREAS, the Lynwood Utility Authority (the "Authority") is a joint powers authority duly organized and existing under and pursuant to that certain Joint Exercise of Powers Agreement, dated as of September 1, 2003, by and between the City of Lynwood (the "City") and the Lynwood Redevelopment Agency (the "Agency" and, with the City, the "Members"), and under the provisions of Articles 1 through 4 (commencing with section 6500) of Chapter 5 of Division 7 of Title 1 of the California Government Code (the "Act"), and is authorized pursuant to Article 4 of the Act to borrow money for the purpose of financing the acquisition of bonds, notes and other obligations of, or for the purpose of making loans to, public entities, including the Members, and to provide financing for public capital improvements of public entities, including the Members; and WHEREAS, the Authority is authorized pursuant to the provisions of sections 6584 et seq. of the Act (the "Bond Law"), to issue its revenue bonds for the purpose of financing facilities for the production, storage, transmission, or treatment of water or wastewater; and WHEREAS, payment of the principal of and interest on the revenue bonds will be secured by a pledge of net revenues received by the Authority from the operation by the City of its combined water and sewer system (the "Enterprise"); and WHEREAS, the Authority, after due investigation and deliberation, has determined that it is in the interests of the Authority at this time to provide for the issuance of bonds under the Bond Law to (a) finance certain improvements to the Enterprise, (b) fund a reserve fund for such bonds, and (c) pay the costs of issuance of such bonds; and WHEREAS, to that end, the Authority has determined to issue its revenue bonds, to be designated as, the Lynwood Utility Authority Enterprise Revenue Bonds, 2020 Series A, in the principal amount not to exceed $20,000,000 (the "Bonds")., to be secured by a pledge of the net revenues derived from the operation of the Enterprise; and 4852-6706-8075.4 WHEREAS, the firm of Raymond James and Associates, Inc. (the "Underwriter") has proposed to purchase the Bonds; and WHEREAS, the Board of Directors (the "Board") of the Authority has duly considered such transactions and wishes at this time to approve said transactions in the public interests of the Authority. NOW, THEREFORE, THE LYNWOOD UTILITY AUTHORITY DOES HEREBY FIND, ORDER, AND RESOLVE AS FOLLOWS: Section 1. Determination to Carry Out Project. The Board hereby determines to carry out the issuance and sale of the Bonds and the financing of certain improvements to the Enterprise. Section 2. Issuance of the Bonds; Approval of Indenture. (a) The Board hereby authorizes the issuance of the Bonds. The maximum aggregate principal amount of the Bonds shall not exceed $20,000,000. (b) The Bonds shall be issued pursuant to an Indenture of Trust (the "Indenture"), by and between the Authority and The Bank of New York Mellon Trust Company, N.A., as Trustee (the "Trustee"). The Board hereby approves the Indenture in substantially the form on file with the Secretary, together with such non-material additions thereto and changes therein as the President, the Vice President, the Executive Director, or the Finance Director of the Authority (the "Designated Officers") shall deem necessary, desirable or appropriate, the execution of which by the Authority shall be conclusive evidence of the approval of any such non-material additions and changes. The Designated Officers, each acting alone, are hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest to, the final form of the Indenture for and in the name and on behalf of the Authority. The Board hereby authorizes the delivery and performance of the Indenture. Section 3. Approval of Continuing Disclosure Certificate. The Authority hereby approves the Continuing Disclosure Certificate (the "Disclosure Certificate"), in substantially the form of the Disclosure Certificate on file with the Secretary, together with such non-material additions thereto and changes therein as a Designated Officer shall deem necessary, desirable or appropriate, the execution of which by the Authority shall be conclusive evidence of the approval of any such non-material additions and changes. The Designated Officers, each acting alone, are hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest to, the final form of the Disclosure Certificate for and in the name and on behalf of the Authority. The Authority hereby authorizes the delivery and performance of the Disclosure Certificate. Section 4. Sale of Bonds. The Board hereby approves the sale of the Bonds by the Authority by negotiation with the Underwriter, pursuant to a Bond Purchase 2 Agreement (the "Bond Purchase Agreement") in substantially the form on file with the Secretary, together with such non-material additions thereto and changes therein as a Designated Officer shall deem necessary, desirable or appropriate, the execution of which by the Authority shall be conclusive evidence of the approval of any such non- material additions and changes, so long as the maximum aggregate principal amount of the Bonds shall not exceed $20,000,000 and the true interest cost shall not exceed 3.75%. The Designated Officers, each acting alone, are hereby authorized and directed to execute the final form of the Bond Purchase Agreement for and in the name and on behalf of the Authority upon the submission of an offer by the Underwriter to purchase the Bonds, which offer is acceptable to a Designated Officer and consistent with the requirements of this Resolution. The amount of Underwriter's discount for the Bonds shall be not more than 0.80% of the par amount thereof(not taking into account any original issue discount on the sale thereof). Section 5. Official Statement. The Authority hereby approves a Preliminary Official Statement (the "Preliminary Official Statement") in substantially the form on file with the Secretary, together with such non-material additions thereto and changes therein as a Designated Officer shall deem necessary, desirable or appropriate. The Designated Officers, each acting alone, are hereby authorized and directed to deem final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 except for permitted omissions, the Preliminary Official Statement. Distribution of the Preliminary Official Statement by the Underwriter is hereby approved. The Designated Officers, each acting alone, are hereby authorized to execute the final form of an Official Statement (the "Official Statement"), including as it may be modified by such non-material additions thereto and changes therein as a Designated Officer shall deem necessary, desirable or appropriate, and the execution of the Official Statement by the Authority shall be conclusive evidence of the approval of any such non-material additions and changes. The Authority hereby authorizes the distribution of the Official Statement by the Underwriter. The Official Statement shall be executed in the name and on behalf of the Authority by a Designated Officer. Section 6. Municipal Bond Insurance and Reserve Fund Surety. The Authority hereby authorizes the Executive Director to select a municipal bond insurer to insure payments of principal of and interest on all or a portion of the Bonds so long as the Executive Director determines that obtaining the municipal bond insurance policy provided thereby will result in a lower interest rate or yield to maturity with respect to such Bonds. The Authority hereby authorizes the Executive Director to also obtain a debt service reserve policy from a municipal bond insurer provided such debt service reserve policy provides debt service savings or other benefits to the proposed transaction, as determined by the Executive Director. Bond Counsel is hereby directed to make all changes to the Indenture, the Preliminary Official Statement, the Bond Purchase Agreement and the Continuing Disclosure Certificate, as are necessary to reflect the selection of a municipal bond insurer and the reasonable comments thereof. Section 7. Official Actions. The President, the Vice President, the Executive Director, the Finance Director, the Treasurer, the Secretary and any and all other officers of the Authority are hereby authorized and directed, for and in the name and on 3 behalf of the Authority, 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 and the consummation of the transactions as described herein. Section 8. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. [Signatures on the following page] 4 PASSED, APPROVED, AND ADOPTED at a regular meeting of the Utility Authority of the City of Lynwood, California, this 3rd day of March, 2020. Aide Castro, Mayor ATTEST: 1.4 `_ Lam/ Maria Quinonez, City Clerk APPROVED AS TO FORM: APPROVED AS TO CONTENT: Noel Tapia, Jose 0 ►-"teotl, City Attorney City Manager 5 STATE OF CALIFORNIA ) ) § COUNTY OF LOS ANGELES ) I, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the above and foregoing resolution was duly adopted by the Lynwood Utility Authority of said City at its regular meeting thereof held in the City Hall of the City on the 3rd day of March, 2020 and passed by the following vote: AYES: COUNCIL MEMBERS ALATORRE, SANTANA, SOLACHE, MAYOR PRO TEM CASANOVA, AND MAYOR CASTRO NOES: NONE ABSTAIN: NONE ABSENT: NONE Lthira 4 Maria Quinonez, City Clerk STATE OF CALIFORNIA ) ) § COUNTY OF LOS ANGELES ) I, the undersigned City Clerk of the City of Lynwood, and Secretary of the Lynwood Utility Authority of said City, do hereby certify that the above and foregoing is a full, true and correct copy of Resolution No. 2020.001 on file in my office and that said resolution was adopted on the date and by the vote therein stated. Dated this 3rd day of March, 2020. Maria Quinonez, City Clerk 6