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HomeMy WebLinkAbout2003-09-10 Min - Board SPECIAL MEETING September 10, 2003 In accordance with District Code Section 2.08.010, the TDPUD minutes are action only min- utes. All Board meetings are recorded on audio tapes which are preserved perpetually and made available for listening to any interested party upon their request. The special meeting of the Board of Directors of the Truckee Donner Public Utility District was called to order at 4:05 PM in the TDPUD Board room by President Hemig. ROLL CALL: Directors Joe Aguera, Ron Hemig, James Maass, Patricia Sutton and Nelson Van- Gundy were present. EMPLOYEES PRESENT: Steve Hollabaugh, Alan Harry, Kathy Neus, Peter Holzmeister, Ed Taylor, Neil Kaufman, Joe Horvath, Jim Wilson and Barbara Cahill CONSULTANTS PRESENT: Steve Gross, Bob Rauch and Martin Rauch OTHERS PRESENT: Juanita Schneider and Emilie Kashtan PUBLIC INPUT There was no public input. DONNER LAKE WATER SYSTEM REHABILITATION, PHASE 2 CEQA PROCESS — CONSIDERATION OF ADOPTING THE FINAL NEGATIVE DECLARATION, APPROVING THE PROJECT FOR PURPOSES OF CEQA, AUTHORIZING THE FILING OF THE NOTICE OF DETERMINATION WITH THE NEVADA COUNTY CLERK, OFFICE OF THE PLACER COUNTY CLERK, AND THE GOVERNOR'S OFFICE OF PLANNING AND RESEARCH, APPROVING THE MITIGATION MONITORING PLAN, AND ADOPTING A FINDING THAT THE DRAFT DOCUMENTS AS CIRCULATED AND THE NEGATIVE DECLARATION REFLECT THE DISTRICT'S INDEPENDENT JUDGMENT The agenda item was postponed for action at a future meeting. CONSIDERATION OF REFUNDING THE $6,980,000 DONNER LAKE WATER ASSESSMENT DISTRICT NO 00-1 BOND ANTICIPATION NOTES, SERIES 2003B Director Maass moved and Director Van Gundy seconded, a motion to: A. Approve the "Truckee Donner PUD Donner Lake Water Assessment District No. 00-1 Refunding Bond Anticipation Notes, Series 2003B Purchase Agreement" with United State Bank National Association whereby the bank agrees to purchase a refunding bond anticipation note form the District in the amount of$6,980,000. B. Adopt the attached resolution entitled "Resolution of the Board of Directors of the Truckee Donner Public Utility District authorizing and Providing for the Issuance of Refunding Bond Anticipation Notes Pursuant to the Provision of the Improvement Bond Act of 1915 and Approving Certain Documents and Authorizing Certain Actions in Connection Therewith for Donner Lake Water Assessment District No. 00-1" C. Authorize the Board President, the District Clerk and the District Treasurer to execute the above described Purchase Agreement and Resolution and any other documents required for the completion of this refinancing. ROLL CALL: All Directors, aye. SO MOVED. 1 WORKSHOP ITEM DISCUSSION OF THE DISTRICT'S STRATEGIC PLAN Discussion of the District's strategic plan ADJOURNMENT There being no further business before the Board, the meeting was adjourned at 8:53 PM. TRUCKEE DONr PUBLIC UTILITY DISTRICT "—q 0nA J. on emig, President 7 Prepared by Barbara Cah.ill,, Deputy District Clerk bhc if 2 --re1TRUCKEE DONNER DistrictPublic Utility Resolution No. 2003- 39 RESOLUTION OF THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF REFUNDING BOND ANTICIPATION NOTES, _ SERIES 2003B PURSUANT TO THE PROVISIONS OF THE IMPROVEMENT BOND ACT OF 1915 AND APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH FOR DONNER LAKE WATER ASSESSMENT DISTRICT NO. 00-1 WHEREAS, this Board of Directors has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Donner Lake Water Assessment District No. 00-1 (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the Public Utility District Engineer, acting as the Superintendent of Streets, and with the County Recorders of the County of Nevada and the County of Placer; and WHEREAS, a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorders of the County of Nevada and the County of Placer, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, said proceedings provided that bonds (which might include a loan from the State of California) would be issued pursuant to the Improvement Bond Act of 1915, Division 10 of the Code to represent and be secured by the unpaid assessments on the parcels within the Assessment District; and WHEREAS, the unpaid assessments upon the security of which such bonds are to be issued are not less than $10,000,000 and bonds are now authorized to be issued in a principal amount not less than said amount in order to provide funds for the acquisition of the Donner Lake Water Company's water system and the acquisition and construction of improvements thereto and costs and expenses incidental thereto and for the reimbursement to the Truckee Donner Public Utility District (the "Public Utility District") of amounts advanced by the Public Utility District in connection with the foregoing (collectively, the "Authorized Expenditures"); and WHEREAS, Sections 8745 et seq. of the Code permit this Board of Directors to borrow money on behalf of the Assessment District to provide funds to make Authorized Expenditures through the issuance of bond anticipation notes, and to issue bond anticipation notes to refund such bond anticipation notes, in an aggregate principal amount not exceeding the principal amount of bonds authorized to be issued; and WHEREAS, the Public Utility District has previously issued its Donner Lake Water Assessment District No. 00-1 Bond Anticipation Notes, Series 2001 (the "Series 2001 Notes") in an aggregate principal amount of$6,980,000; and 1 and costs incurred in the levying and collection of the Assessment) including the fees and expenses of its counsel and all other costs and expenses in any way related to the administration of the Assessment District. "Assessment" or "Assessments" means the special assessments levied in the Assessment District in accordance with the 1913 Act and the Resolution of Intention, together with the net proceeds derived from any foreclosure proceedings and interest and penalties thereon. "Assessment District" means Donner Lake Water Assessment District No. 00-1 of the Public Utility District. "Assessment Installment means the annual portion of the assessment required to amortize the Notes plus pay the Administrative Expenses placed on the property tax bills of property owners within the Assessment District. "Bank"means U.S. Bank National Association. "Bond Counsel" means an attorney or a firm of attorneys, selected by the Public Utility District, of nationally recognized standing in matters pertaining to the tax treatment of interest on bonds issued by states and their political subdivisions, duly admitted to the practice of law before the highest court of any state of the United States of America or the District of Columbia. "Bond Year"means the one year period or shorter period ending each year on September 19, or such other date as may be specified by the Public Utility District in the Tax Certificate. "Business Day"means any day of the year other than a Saturday, Sunday, a day on which the New York Stock Exchange is closed or any day on which the Public Utility District is not open for business. "Clerk"means the Clerk of the Public Utility District or his or her designee. "Default Rate"means the Bank's Prime Rate. "Interest Payment Date" means the first days of January, 2004, April, 2004 and July, 2004, and the Maturity Date. "Maturity Date"means September 19, 2004. "Note" means a Truckee Donner Public Utility District Donner Lake Water Assessment District No. 00-1 Refunding Bond Anticipation Notes, Series 2003B issued pursuant to this Resolution. "Note Register"means the books which the Treasurer shall keep or cause to be kept pursuant hereto on which the registration and transfer of the Notes shall be recorded. "Office" means the principal office of the Public Utility District, currently located at 11570 Donner Pass Road, Truckee, California 96160. "Owner"means, with respect to any Note, the person shown as the owner thereof in the Bond Register. 3 (e) The Notes are subject to redemption at the option of the Public Utility District, in whole or in part, on any day at a redemption price equal to the principal amount thereof plus interest accrued thereon to the date of redemption. The Public Utility District shall give the Bank notice of such redemption by facsimile transmission at least five days in advance of the proposed redemption date. If such notice of redemption has been duly given and if the amount necessary for the redemption of the Notes to be so redeemed is available for that purpose, then the Notes, or portions thereof, designated for redemption shall, on the date fixed for redemption, become due and payable; and upon presentation and surrender of such Notes at the Office of the Public Utility District, the redemption price of such Notes shall be paid to the Bank; and after the date fixed for redemption,the Notes shall cease to bear further interest. SECTION 6. Execution and Authentication. The Notes shall be signed on behalf of the Public Utility District by the manual or facsimile signature of the Treasurer and by the manual or facsimile signature of the Clerk in their capacity as officers of the Public Utility District, and the seal of the Public Utility District (or a facsimile thereof) shall be impressed, imprinted, engraved or otherwise reproduced thereon, and attested by the signature of the Clerk. In case anyone or more of the officers who shall have signed or sealed any of the Notes shall cease to be such officer before the Notes so signed and sealed have been authenticated and delivered, such Notes shall nevertheless be valid and may be issued as if the person who signed or sealed such Notes had not ceased to hold such office. SECTION 7. Registration, Exchange or Transfer. The registration of any Note may, in accordance with its terms, be transferred upon the Note Register by the person in whose name it is registered, in person or by his or her duly authorized attorney, upon surrender of such Note for cancellation at the office of the Public Utility District, accompanied by delivery of a written instrument of transfer in a form acceptable to the Treasurer and duly executed by the Noteowner or his or her duly authorized attorney. SECTION 8. Note Register. The Treasurer will keep or cause to be kept, at the Office of the Public Utility District, sufficient books for the registration and transfer of the Notes; and, upon presentation for such purpose, shall,under such reasonable regulations as it may prescribe,register or transfer or cause to be transferred on said Note Register,Notes as herein provided. The Public Utility District may treat the Owner of any Note whose name appears on the Note Register as the absolute Owner of such Note for any and all purposes, and the Public Utility District shall not be affected by any notice to the contrary. The Public Utility District may rely on the address of the Owner as it appears in the Note Register for any and all purposes. It shall be the duty of the Noteowner to give written notice to the Treasurer of any change in the Owner's address so that the Note Register may be revised accordingly. SECTION 9. Mutilated, Lost, Destroyed or Stolen Notes. If any Note shall become mutilated,the Public Utility District shall execute and deliver a new Note of like tenor,date,maturity and principal amount in exchange and substitution for the Note so mutilated, but only upon surrender to the Treasurer of the Note so mutilated. If any Note shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Treasurer; and, if such evidence is satisfactory to the Treasurer and, if indemnity satisfactory to the Public Utility District shall be given, the Public Utility District, at the expense of the Noteowner, shall execute and deliver a new Note of like tenor and maturity, numbered and dated as the Treasurer shall determine in lieu of and in substitution for the Note so lost, destroyed or stolen. Any Note issued in lieu of any Note alleged to be lost, 5 SECTION 13. Administrative Expense Fund. Amounts on deposit in the Administrative Expense Fund shall be applied by the Treasurer to the payment of Administrative Expenses. SECTION 14. Redemption Fund. The principal of and interest on the Notes shall be paid from the Redemption Fund. Moneys in the Interest Account shall be used for the payment of interest on the Notes as the same becomes due. Moneys in the Principal Account shall be used for the payment of the principal of the Notes on or before the Maturity Date. At the maturity of the Notes, and after all principal and interest then due on any outstanding Notes has been paid or provided for, moneys in the Redemption Fund shall be transferred to the Assessment Fund. SECTION 15. Prepayment Account; Prepayments. Moneys set aside in the Prepayment Account shall be used solely for the purpose of redeeming Notes and shall be applied on the applicable redemption date to the payment of principal of the Notes to be redeemed upon presentation and surrender of such Notes. Upon receiving any prepayment of an Assessment,the Treasurer shall deposit that portion, if any, of the prepayment representing accrued interest owing on the Notes to the Interest Account of the Redemption Fund. The remaining portion of the prepayment is to be retained in the Prepayment Account and shall be used to redeem Notes on the next date for which proper notice of redemption can be given. SECTION 16. Covenants. So long as any of the Notes are Outstanding and unpaid, the Public Utility District makes the following covenants with the Owners under the provisions of the 1913 Act, the 1915 Act and this Resolution (to be performed by the Public Utility District or its proper officers, agents or employees), which covenants are necessary, convenient and desirable to secure the Notes and tend to make them more marketable;provided, however,that said covenants do not require the Public Utility District to expend any funds or moneys other than the Assessments: (a) Punctual Payment; Covenant Against Encumbrances. The Public Utility District covenants that it will receive all Assessment Installments in trust and will, consistent with the provisions hereof, deposit the Assessment Installments in the Redemption Fund, and the Public Utility District shall have no beneficial right or interest in the amounts so deposited except as provided by this Resolution. All such Assessment Installments shall be disbursed, allocated and applied solely to the uses and purposes herein set forth, and shall be accounted for separately and apart from all other money, funds, accounts or other resources of the Public Utility District. The Public Utility District covenants that it will duly and punctually pay or cause to be paid the principal of and interest on every Note issued hereunder on the date, at the place and in the manner set forth in the Notes and in accordance with this Resolution to the extent Assessments and interest earnings transferred to the Redemption Fund are available therefor, and that the payments into the Redemption Fund will be made, all in strict conformity with the terms of the Notes and this Resolution, and that it will faithfully observe and perform all of the conditions, covenants and requirements of this Resolution and of the Notes issued hereunder. The Public Utility District will not mortgage or otherwise encumber, pledge or place any charge upon any of the Assessment Installments, and will not issue any obligation or security superior to the Notes, payable in whole or in part from the Unpaid Assessments. 7 (X) Not later than 60 days after the end of(A)the fifth Bond Year, and (B) each applicable fifth Bond Year thereafter, an amount equal to at least 90%of the Rebate Requirement calculated as of the end of such Bond Year; and (Y) Not later than 60 days after the payment of all the Notes, an amount equal to 100% of the Rebate Requirement calculated as of the end of such applicable Bond Year, computed in accordance with Section 148(f) of the Code. This covenant shall survive payment in full or defeasance of the Notes. SECTION 17. Collection of the Administrative Expense Requirements The Public Utility District covenants that it will collect annually an amount specified by the Treasurer to be the Administrative Expense Requirement, which amount will be expressed as a percentage of the annual levy of Assessment Installments, to pay for Administrative Expenses. The Administrative Expense Requirement so collected shall not exceed the amount specified in the Engineer's Report. SECTION 18. Event of Default. Any one or more of the following events shall constitute an "event of default": (a) Default in the due and punctual payment of the principal of any Note when and as the same shall become due and payable; (b) Default in the due and punctual payment of the interest on any Note when and as the same shall become due and payable; or (c) Default by the Public Utility District in the observance of any of the agreements, conditions or covenants on its part in this Resolution or in the Notes contained, and the continuation of such default for a period of thirty (30) days after the Public Utility District shall have been given notice in writing of such default by any Owner, provided that if within thirty (30) days the Public Utility District has commenced curing of the default and diligently pursues elimination thereof, such period shall be extended to permit such default to be eliminated. SECTION 19. Remedies of Owners. Following the occurrence of an event of default, any Owner shall have the right for the equal benefit and protection of all Owners similarly situated: (a) By mandamus or other suit or proceeding at law or in equity to enforce his or her rights against the Public Utility District and any of the members, officers and employees of the Public Utility District, and to compel the Public Utility District or any such members, officers or employees to perform and carry out their duties under the 1913 Act or the 1915 Act and their agreements with the Owners as provided in this Resolution; (b) By suit in equity to enjoin any actions or things which are unlawful or violate the rights of the Owners; or (c) By a suit in equity to require the Public Utility District and its members, officers and employees to account as the trustee of an express trust. Nothing in this Resolution, or in the Notes, shall affect or impair the obligation of the Public Utility District, which is absolute and unconditional, to pay the interest on and principal of the Notes to the respective owners of the Notes at the Maturity Date, as herein provided, out of the Assessments pledged for such payment, or affect or impair the right of action, which is also absolute 9 Utility District Board of Directors shall void or invalidate this Resolution or such proceeding or any part thereof, or any act or determination made pursuant thereto. SECTION 25. Notice. Any notices required to be given to the Public Utility District with respect to the Notes for this Resolution shall be mailed, first class,to the General Manger at Truckee Donner Public Utility District, P.O. Box 309, Truckee, California 96160, or personally delivered to the General Manger at Truckee Donner Public Utility District, 11570 Donner Pass Road, Truckee, California 96161, and all notices to the Bank shall be mailed, first class, or personally delivered to the Bank at U.S. Bank National Association, 111 SW Fifth Street, Suite 550, Portland, Oregon 97204. SECTION 26. Action on Next Business Day. If the'date for making any payment or the last date for performance of any act or the exercising of any right, as provided in this Resolution, is not a Business Day, such payment, with no interest accruing for the period from and after such nominal date, may be made or act performed or right exercised on the next succeeding Business Day with the same force and effect as if done on the nominal date provided therefore in this Resolution. ADOPTED and APPROVED by the Board of Directors of the Truckee Donner Public Utility District on September 10, 2003. AYES: Directors Aguera, Hemig, Maass, Sutton and Van Gundy NOES: None ABSENT: None TRUCKEE DONNER PUBLIC UTILITY DISTRICT By /Z /esidenot 4ofthc Board of Directo ATTEST: Clerk of the Board Sf Directors 11 THE PUBLIC UTILITY DISTRICT HAS DECLARED AND DETERMINED IN THE RESOLUTION OF INTENTION THAT, PURSUANT TO SECTION 8769 OF THE IMPROVEMENT BOND ACT OF 1915,IT WILL NOT OBLIGATE ITSELF TO ADVANCE AVAILABLE FUNDS FROM THE PUBLIC UTILITY DISTRICT TREASURY TO CURE ANY DEFICIENCY WHICH MAY OCCUR IN THE REDEMPTION FUND. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE PUBLIC UTILITY DISTRICT, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE NOTES. THE NOTES ARE SPECIAL OBLIGATIONS OF THE PUBLIC UTILITY DISTRICT PAYABLE SOLELY FROM THE SOURCES DESCRIBED IN THE RESOLUTION OF ISSUANCE. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS NOTE SET FORTH ON THE REVERSE HEREOF, WHICH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF FULLY SET FORTH AT THIS PLACE. IN WITNESS WHEREOF, the Truckee Donner Public Utility District has caused this Note to be signed in facsimile by its Treasurer of said Public Utility District and attested to by its Clerk, and has caused its corporate seal to be reproduced in facsimile hereon, all as of the date set forth hereinabove. TRUCKEE DONNER PUBLIC UTILITY DISTRICT [SEAL] Treasurer ATTEST: Clerk A-2