HomeMy WebLinkAboutCC RES 24-08DocuSign Envelope ID: 86AE512D-C7DD-42F0-81CF-589F9C6177AB
RESOLUTION NO. 24-08
RESOLUTION APPROVING THE FORM AND AUTHORIZING THE EXECUTION
OF A FIRST AMENDMENT TO THE INDENTURE OF TRUST, DATED AS OF
SEPTEMBER 1, 2016, BY AND BETWEEN THE CITY AND THE BANK OF NEW
YORK MELLON TRUST COMPANY, N.A., RELATING TO THE $21,515,000 CITY
OF TUSTIN (ORANGE COUNTY, CALIFORNIA) 2016 WATER REFUNDING
REVENUE BONDS, AND A FIRST AMENDMENT TO THE INDENTURE OF
TRUST, DATED AS OF FEBRUARY 1, 2020, BY AND BETWEEN THE CITY AND
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., RELATING TO
THE $14,910,000 CITY OF TUSTIN (ORANGE COUNTY, CALIFORNIA)
TAXABLE WATER REFUNDING REVENUE BONDS, SERIES 2020
RESOLVED, by the City Council (the "Council") of the City of Tustin (the "City"), as
follows:
WHEREAS, the City and The Bank of New York Mellon Trust Company, N.A. (the
"Trustee") have executed and delivered an indenture of trust, dated as of September 1,
2016 (the "2016 Indenture") under and pursuant to which the City issued its $21,515,000
City of Tustin (Orange County, California) 2016 Water Refunding Revenue Bonds (the
"2016 Bonds");
WHEREAS, the proceeds of the 2016 Bonds were used to refund the outstanding
Water Revenue Bonds, 2011 Series A, proceeds of which were issued to finance the
costs of the acquisition and construction of certain new additions, betterments, extensions
and improvements to the municipal water system owned and operated by the City (the
"Water System");
WHEREAS, it has been determined that the 2016 Indenture is defective in that
Section 5.02 of the 2016 Indenture does not adequately provide for the flow of Gross
Revenues required for the payment of Subordinate Debt (as such term is defined in the
2016 Indenture); and
WHEREAS, Section 10.01(b) of the 2016 Indenture provides that the 2016 Inden-
ture may be modified or amended from time -to -time and at any time by an indenture or
indentures supplemental thereto, which the City and the Trustee may enter into without
the consent of any Owners (as such term is defined in the 2016 Indenture), to make such
provisions for the purpose of curing any ambiguity, or of curing, correcting or supplement-
ing any defective provision contained in therein, or in any other respect whatsoever as
the City may deem necessary or desirable, provided under any circumstances that such
modifications or amendments shall not, in the reasonable determination of the City, ma-
terially adversely affect the interests of the Owners;
Resolution 24-08
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WHEREAS, the City and Trustee also have executed and delivered an indenture
of trust, dated as of February 1, 2020 (the "2020 Indenture") under and pursuant to which
the City issued its $14,910,000 City of Tustin (Orange County, California) Taxable Water
Refunding Revenue Bonds, Series 2020 (the "2020 Bonds");
WHEREAS, the proceeds of the 2020 Bonds were used to refund the outstanding
2013 Water Revenue Bonds, proceeds of which were issued to finance the costs of the
acquisition and construction of certain new additions, betterments, extensions and im-
provements to the Water System;
WHEREAS, it has been determined that the 2020 Indenture is defective in that
Section 5.02 of the 2020 Indenture does not adequately provide for the flow of Gross
Revenues required for the payment of Subordinate Debt (as such term is defined in the
2020 Indenture); and
WHEREAS, Section 10.01(b) of the 2020 Indenture provides that the 2020 Inden-
ture may be modified or amended from time -to -time and at any time by an indenture or
indentures supplemental thereto, which the City and the Trustee may enter into without
the consent of any Owners (as such term is defined in the 2020 Indenture), to make such
provisions for the purpose of curing any ambiguity, or of curing, correcting or supplement-
ing any defective provision contained in therein, or in any other respect whatsoever as
the City may deem necessary or desirable, provided under any circumstances that such
modifications or amendments shall not, in the reasonable determination of the City, ma-
terially adversely affect the interests of the Owners;
NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows:
Section 1. Findings. The Board hereby finds that it is necessary and appropriate
to amend the Original Indenture as described above.
Section 2. Approval of First Amendment to 2016 Indenture. The Council hereby
approves an amendment to the 2016 Indenture (the "2016 First Amendment") in the form
on file with the City Clerk, together with such additions thereto and changes therein as
the Mayor, the City Manager or the Finance Director (the "Designated Officers"), or any
designee thereof, shall deem necessary, desirable or appropriate, the execution of which
by the City shall be conclusive evidence of the approval of any such additions and
changes. Any of the Designated Officers is hereby authorized and directed to execute the
final form of the 2016 First Amendment for and in the name and on behalf of the City. The
Council hereby authorizes the delivery and performance of the 2016 First Amendment.
Section 3. Approval of First Amendment to 2020 Indenture. The Council hereby
approves an amendment to the 2020 Indenture (the "2020 First Amendment") in the form
on file with the City Clerk, together with such additions thereto and changes therein as
any Designated Officer or any designee thereof, shall deem necessary, desirable or
Resolution 24-08
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appropriate, the execution of which by the City shall be conclusive evidence of the ap-
proval of any such additions and changes. Any of the Designated Officers is hereby au-
thorized and directed to execute the final form of the 2020 First Amendment for and in the
name and on behalf of the City. The Council hereby authorizes the delivery and perfor-
mance of the 2020 First Amendment.
Section 4. Official Actions. The Mayor, the City Manager, the Finance Director, the
City Clerk and any and all other officers of the City are hereby authorized and directed,
for and in the name and on behalf of the City, to do any and all things and take any and
all actions, including execution and delivery of any and all assignments, certificates, req-
uisitions, 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 transactions as described herein.
Section 5. Effective Date. This Resolution shall take effect from and after the date
of its passage and adoption.
PASSED AND ADOPTED at a regular meeting of the City Council held on the 6th day of
February 2024.
LDocuSigned by:
E
AUSTIN LUMBARD,
Mayor
ATTEST: DS
EDocuSigned by: •
V'iCa (�aSu.�,a
ODA76045A148460...
ERICA N. YASUDA,
City Clerk
APOPROVED AS TO FORM:
—DocuSigned by
DAVID8EF3 NDIG,
City Attorney
Resolution 24-08
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STATE OF CALIFORNIA. )
COUNTY OF ORANGE ) SS
CITY OF TUSTIN )
I, Erica N. Yasuda, City Clerk and ex-officio Clerk of the City Council of the City of Tustin,
California, do hereby certify that the whole number of the members of the City Council of
the City of Tustin is five; that the above and foregoing Resolution No. 24-08 was duly
passed and adopted at a regular meeting of the Tustin City Council, held on the 6th day
of February 2024, by the following vote:
COUNCILMEMBER AYES: Lumbard, Gallagher, Gomez, Schnell (4)
COUNCILMEMBER NOES: (0)
COUNCILMEMBER ABSTAINED: (0)
COUNCILMEMBER ABSENT: Clark (1 )
COUNCILMEMBER RECUSED: (0)
DS
DocuSigned by:
ERICA N. YASUDA,
City Clerk
Resolution 24-08
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