HomeMy WebLinkAboutB05 AuthOfficer CertQuint & Thimmig LLP
$4,125,000
TUSTIN PUBLIC FINANCING AUTHORITY
Water Revenue Bonds, Series 2024
(Subordinate Lien)
CERTIFICATE OF THE AUTHORITY
The undersigned hereby states and certifies:
2/7/24
B5
(i) that the undersigned is the duly appointed, qualified and acting Executive
Director of the Tustin Public Financing Authority, a joint powers entity duly organized and
existing under the laws of the State of California (the "Authority"), and as such, is familiar with
the facts herein certified and is authorized and qualified to certify the same on behalf of the
Authority;
(ii) that the undersigned is a duly designated "Authorized Representative" of the
Authority, as such term is defined in that certain Indenture of Trust, dated as of February 1,
2024 (the "Indenture"), by and between the Authority and The Bank of New York Mellon Trust
Company, N.A., as trustee;
(iii) that on February 6, 2024, the Board of Directors of the Authority duly adopted
Resolution No. 24-01 (the "Resolution"), entitled "RESOLUTION AUTHORIZING THE
ISSUANCE AND SALE OF WATER REVENUE BONDS TO FINANCE IMPROVEMENTS TO
THE CITY OF TUSTIN'S MUNICIPAL WATER ENTERPRISE AND APPROVING RELATED
DOCUMENTS AND OFFICIAL ACTIONS," which Resolution has not been amended,
modified, rescinded or repealed and remains in full force and effect as of the date hereof, said
date being the delivery date of the Authority's Water Revenue Bonds, Series 2024 (Subordinate
Lien), in the aggregate principal amount of $4,125,000 and dated the date hereof (the "Bonds");
(iv) that by all necessary action, the Authority has duly authorized and approved the
execution, delivery of and performance by the Authority of the obligations on its part contained
in the following agreements (collectively referred to herein as the "Agreements"):
(a) Commitment Agreement, dated February 7, 2024, by Capital One Public
Funding, LLC, as purchaser, as accepted by the City of Tustin (the "City")
and the Authority,
(b) Indenture,
(c) Installment Sale Agreement, dated as of February 1, 2024, by and between
the Authority, as seller, and the City of Tustin (the "City"), as purchaser,
and
(d) Placement Agent Agreement, dated as of February 1, 2024 (the
"Placement Agent Agreement"), by and among the Authority, the City
and Stifel, Nicolaus & Company, Incorporated, as placement agent (the
"Placement Agent");
(v) that the representations and warranties of the Authority contained in the
Agreements are true, complete and correct on and as of the date hereof;
(vi) that the Authority has complied with and fully satisfied all of its agreements with
and obligations to the Placement Agent under the Placement Agent Agreement;
(vii) that as of its date and the date hereof, the information contained in the Placement
Materials (as defined in the Placement Agent Agreement) is complete, true, and accurate and
such information does not contain any untrue statement of a material fact or omit to state any
material fact necessary to make the statements therein, in the light of the circumstances under
which they were made, not misleading;
(viii) that there is no action, suit, proceeding, inquiry or investigation pending or, to the
best knowledge of such official, threatened (a) to restrain or enjoin the execution and delivery of
any of the Bonds, (b) in any way affecting the validity of the Bonds or the Agreements to which
the Authority is a party, or (c) in any way contesting the corporate existence or powers of the
Authority to execute and deliver the Agreements to which the Authority is a party or the Bonds;
(x) that the Authority's employer identification number for Federal tax purposes is
45-1505452.
Dated: February 14, 2024 TUSTIN PUBLIC FINANCING
AUTHORITY
By A I J1,
Nicole M. Bernard,
Executive Director
-2-