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HomeMy WebLinkAboutResolution 1992 - 0162RESOLUTION NO.92-162-2 APPROVING:MATTERS CONCERNING REFUNDING CERTIFICATES OF PARTICIPATION FINANCING PURSUANT TO DISTRICTS’ADOPTED LONG- RANGE FINANCIAL PLAN A RESOLUTION OF THE BOARD OF DIRECTORS OF COUNTY SANITATION DISTRICT NO.2 OF ORANGE COUNTY,CALIFORNIA, APPROVING A REVISED FORM OF LIQUIDITY FACILITY AND MAKING A DETERMINATION AND TAKING RELATED ACTION ******** WHEREAS,County Sanitation District Nos.1,2,3,5,6, 7 and 11 of Orange County,California (the “Participating Districts”)have each adopted a Resolution of such District’s Board of Directors Authorizing the Preparation,Execution and Delivery of Refunding Certificates of Participation,1992 Series,Approving a Trust Agreement,Agreement for Acquisition and Construction, Assignment Agreement,Escrow Agreement,Swap Agreement,Mutual Benefit Advances Agreement,Liquidity Facility,Liquidity Guaranty Agreement,Remarketing Agreement,Preliminary Official Statement and the Distribution Thereof,Purchase Contract,and Certain Actions in Connection Therewith (each,the “Original Resolution”); and WHEREAS,it has been proposed that this District authorize the preparation,execution and delivery of refunding Certificates of Participation (the “Certificates”);and WHEREAS,it has been proposed that the District,in concert with the other Participating Districts,enter into an Interest Rate Swap Agreement among AIG Financial Products Corporation (“AIG-FP”)and the Participating Districts (the “Swap Agreement”),pursuant to which the Participating Districts will pay a fixed rate to AIG-FP and AIG-FP will pay the variable interest rate on the Certificates to the Participating Districts;and WHEREAS,in order to secure the payment under certain circumstances of the purchase price of the Certificates,the Participating Districts may enter into a letter of credit, liquidity facility or similar arrangement (the “Revised Liquidity Facility”)to be issued by one or more liquidity providers (the “Liquidity Provider”),the proposed form of which Revised Liquidity Facility has been presented to this Board of Directors;and NOW,THEREFORE,the Board of Directors of District No.2 does hereby resolve as follows: Section 1 That the Revised Liquidity Facility,in the form presented to this Board of Directors,is hereby approved.The Chairman or Chairman pro tempore and the Board Secretary or a Deputy Board Secretary are authorized for and in the name of the District to execute and deliver said agreement.The agreement shall be executed in the form hereby approved,with such additions thereto and changes therein as are (i)approved in accordance with Section 3 of the Original Resolution,such approval to be conclusively evidenced by the execution and delivery thereof or (ii)recommended by Special Counsel to the Participating Districts and approved by such officers,such approval to be conclusively evidenced by the execution and delivery thereof. Section 2 Pursuant to Section 5922 of the Government Code of the State of California,the Swap Agreement is hereby determined to be designed to result in a lower cost of borrowing when used in combination with the execution and delivery of the Certificates. Section 3 The Chairman,Chairman pro tempore,Board Secretary and any other officer,official or member of the staff of the District is each 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 and advisable in order to effectuate the purposes of this Resolution,and such actions previously taken by such officers are hereby ratified and confirmed. Section 4 This Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED at an adjourned regular meeting held November 18,1992. 2• STATE OF CALIFORNIA) )SS. COUNTY OF ORANGE ) I,PENNY KYLE,Assistant Secretary of the Board of Directors of County Sanitation District No.2 of Orange County,California,do hereby certify that the foregoing Resolution No.92-162—2 was passed and adopted at an adjourned regular meeting of said Board on the 18th day of November,1992,by the following vote,to wit: AYES:Henry W.Wedaa,Chairman,Fred Barrera,Buck Catlin, John Collins,Barry Denes,William D.Mahoney,Carrey J. Nelson,Irv Pickler,Roger R.Stanton,George L.Zlaket NOES:None ABSENT:Arthur G.Newton,Miguel Pulido IN WITNESS WHEREOF,I have hereunto set my hand and affixed the official seal of County Sanitation District No.2 of Orange County,California,this 18th day of November,1992. ~~ Penny Kyle,is an ecretary Board of Di re tors Coithty~.’ Sanitation District No.2’ •., of Orange County,California~,.-.