Resolution 2923-13 � � RESOLUTION NO. 2923-13
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3 RESOLUTION OF THE BOARD OF DIRECTORS OF THE SOUTH TAHOE PUBLIC UTILITY
DISTRICT AUTHORIZING AND DIRECTING THE EXECUTION OF AN INSTALLMENT SALE
4 AGREEMENT WITH PUBLIC PROPERTY FINANCING CORPORATION OF CALIFORNIA
FOR THE PURPOSE OF REFINANCING OUTSTANDING OBLIGATIONS AND FINANCING
5 WATER SYSTEM IMPROVEMENTS, AND AUTHORIZING AND APPROVING RELATED
6 DOCUMENTS AND ACTIONS
7 WHEREAS, the District owns and operates facilities and property for the collection,
storage, treatment and transmission of water within the service area of the District (the
$ "Water Enterprise"); and
9 WHEREAS, the District entered into an Installment Sale Agreement, dated as of
10 October 31, 1994, between LaSalle National Bank ("LaSalle") and the District originally
executed and delivered in the principal amount of$8,829,000 (the "1994 Installment
11 Sale Agreement"), the proceeds of which were used to finance the construction of
�2 certain improvements to the Water Enterprise; and
13 WHEREAS, the District entered into an Installment Sale Agreement, dated as of
May 21, 1999, between LaSalle and the District, originally executed and delivered in the
14 principal amount of $4,965,000, currently outstanding in the principal amount of
� 15 ��-683,935.37 (the "1999 Installment Sale Agreement"), the proceeds of which were
used to finance the construction of certain improvements to the Water Enterprise; and
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17 WHEREAS, the District refunded the 1994 Installment Sale Agreement in 2001 with
the proceeds of its Water Revenue Refunding Bonds, Series 2001, issued in the original
�$ principal amount of$7,850,000, $1,480,000 of which are presently outstanding (the
"2001 Bonds"); and
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20 WHEREAS, the District has determined that interest savings will be achieved if the
1999 Installment Sale Agreement and the 2001 Bonds (together, the "Prior Obligations")
2� are refunded; and
22 WHEREAS, the District has also determined to finance the construction of certain
23 improvements to the Water Enterprise (the "2013 Water System Capital Project") more
particularly described in an Installment Sale Agreement, dated as of April 1, 2013,
24 between the Public Property Financing Corporation of California (the "Corporation")
and the District (the "2013 Water Enterprise Installment Sale Agreement"); and
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26 WHEREAS, in order to refinance the Prior Obligations and finance the 2013 Water
System Capital Project, the District will purchase the 2013 Water System Capital Project
27 and other water system improvements more particularly described in the 2013 Water
Enterprise Installment Sale Agreement (the "Water System Improvements") from the
� 28 Corporation pursuant to the 2013 Water Enterprise Installment Sale Agreement; and
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� � WHEREAS, for the ur ose of obtainin the fun
p p g ds necessary to refund the Prior
2 Obligations and fund the 2013 Water System Capital Project, the Corporation will assign
and transfer all of its rights under the 2013 Water Enterprise Installment Sale Agreement
3 to Compass Mortgage Corporation (the "Bank") under an Assignment Agreement,
4 dated as of April 1, 2013, by and between the Corporation and the Bank; and
5 WHEREAS, copies of the 2013 Water Enterprise Instaliment Sale Agreement, the
Construction Fund Custodian Agreement to be entered into by the District and the
6 Bank (the "Construction Fund Custodian Agreement") and the Escrow Deposit and Trust
7 Agreement to be entered into by the District and The Bank of New York Mellon Trust
Company, N.A. (the "Escrow Deposit and Trust Agreement") have been filed with the
8 District, and the members of the Board of Directors, with the aid of its staff, have
reviewed said documents;
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10 NOW, THEREFORE, it is hereby DECLARED AND ORDERED as follows:
11 1. The 2013 Water Enterprise Installment Sale Agreement, the Construction Fund
�2 Custodian Agreement and the Escrow Deposit and Trust Agreement are hereby
approved, so long as the stated term of the 2013 Water Enterprise Installment Sale
13 Agreement does not extend beyond seventeen (17) years (except in the case of
default), so long as the interest rate on the 2013 Water Enterprise Installment Sale
14 Agreement does not exceed 2.50%, and so long as the principal amount of the 2013
� 15 Water Enterprise Installment Sale Agreement does not exceed $10,350,000, and the
President and the Vice President of the Board of Directors, the General Manager and
16 the Chief Financial Officer of the District (each, an "Authorized Officer"), are hereby
separately authorized and directed to execute said documents, with such changes,
17 insertions and omissions as may be approved by such officials and officers, and the
�$ Clerk of the Board is hereby authorized and directed to attest to such official's and
officer's signature.
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2. The District hereby approves the engagement of Jones Hall, A Professional Law
20 Corporation, as Bond Counsel in connection with the execution and delivery of the
2� 2013 Water Enterprise Installment Sale Agreement, and compensation and expenses for
such services shall be as approved by the Chief Financial Officer upon execution and
22 delivery of the 2013 Water Enterprise Installment Sale Agreement.
23 3. Each Authorized Officer is hereby authorized and directed to execute such other
24 agreements, documents and certificates as may be necessary to effect the purposes
of this resolution and the financing herein authorized.
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4. This Resolution shall take effect upon its adoption by this Board of Directors.
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� � WE, THE UNDERSIGNED, do hereb cerfif that the above and fore oin resolution was
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2 duly and regularly adopted and passed by the Board of Directors of the South Tahoe
Public Utility District at a regular meeting duly held on the�l� day of
3 C7�G r-C� , 2013, by the following vote:
4 AYES: Cefalu, Jones, Vogelgesang, Sheehan, Schafer
5 NOES: None
6 ABSENT: None
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Eric Schafer, B ar resident
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10 ATTEST:
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Kathy Sharp/ lerk of the B ard
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