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HomeMy WebLinkAboutORD 3423• • ORIGINt~~L ORDINANCE NO. 3423 ORDINANCE OF '!'HE COUNCIL OF THE CITY OF PALO ALTO AUTHORIZING THE ISSUANCE OF PUBLIC POWER REVENUE REFUNDING BONDS BY NORTHERN CALIFORNIA POWER AGBNCY WHEREAS, pursuant to the provisions of Chapter 5, Division 7, Title 1 of the Government Code of the State of California, as amended (the ","Joint. Pov;cr.:::: .l'~,ct 111 )~ the Cit.y of Palo Alto and certain other pub·· l.i.c aqEmcies created pursuant to the laws of the State of California. (collectively, the "J'<lembers"), have entered into a Joint Powers Agree­ ment, as amended (the "Agreeme.nt 11 ) g cr:eat.ing the Northern Califor·nia Power Agen·~Y ( th<~ 111\gcncy"}, a publ i.e entity separate and rtpart. ft"om the Members; and \>JHEREAS, in accor:d;::mce v1ith the Ag:::-eement and the ,Joint Powers Act, the Agency has ente'i':ect ox: will enter. i:1t.o aqreements to acquin~ and con.struct (or. to caust~ to be acqu:i..rr:d and constructed) a prciject for the generation and transmission of electxic energy consiRtin<J of certain geothermal generating units and related fac i l.i. ties, kno\om as Geothermal Pt·oject No. 7 and capital improvements thereto that. may b<~ constructed from time to time, and interests in certain other property and rights relating ther-eto, ( r'Project Number 2 11 ); aud WHEREAS, the Agency hc.s heretofore issued its $40,000,000 Public ?ower RevenuE~ Bo1uls~ '1981 Series A, and its $1.C),000,000 Public Power Revenue Bonds, 1982 Series A, and has ass.igned to the Bank of Montreal {Califo·rnia) (the "Bankn) its rights to r:·eceive certain payments under the member agreement relating to Project Number 2, to secure the obli­ gation of the Northern California Municipal Power Corporation No. Two (the "Corporation~) to the Ban\ under a Loan Agreement wherein the Cor.poration has borrowed the amot.mt of $45 f 000,000 from the Bank1 such loan guaranteed by the United States Department of Energy, all to finance a port ion of the costs of construction and acql.l.i~d tion of Pro­ ject Number 2 (together, the "Outstanding Indebtednessn)1 and WHEREAS, the Agency is considet..·ing t.he construction of an addi­ tional project for the gen~:ration and transmission of electric energy consist in ~7 of two 55 megawatt. geothermal generating units and related facilitiesf including transmission, proposed to be constructed in Sonoma and Lake Counties, State of Califc~nia, an~ capital improvements ther..eto that may be constructed from time to time, and interests in certain other prope~ty and right relating thereto ("Project Number 3"); and WHEREAS, the Agency proposed to issue, in accordance with the Agreement and the Joint Powe~·s Act, from time to time v in one or more installments, its revenue r·efund ing txmds and evidences of it1debtedness (including refunding bonds) ("Public Power Revenue Refunding Bonas~t) to be outstr1nding at any one time in accordance with their terms in the estimated maximum aggregate principal amount of $125,000,000 for the purpose of p.roviding funds for the refinancing of all or a portion of the Outstanding Indebtedness; and WHEREAS, notwithstanding the aforesaid estimated maximum aggregate principal amount of Public Power Revenue Refunding Bonds proposed to be issued by the Agency for the Project and to be outstanding at any one time in accord<:tnce with their terms, additional Public Power Revenue Refunding Bonds may be required to complete the refinancing of all or a portion of the Outstanding Indebtedness; and ~\'Hl.mEA.S r the Agency has entf~.t"ed or w.i.ll enter into one or more agreements (the 1'J\1ember Agref~rnents") vJith certain entities (including two or more of the Membet::s) r p1.lrsuant to which the entities entt~rir~g into such Member Aqreements with the Agency ( tt1e 11 'Participant.s 11 ) will, in the aggregate, purchase options and/or d.<:Jht::;; to purchase and/or receive 100% of the capacity and energy of P~oject Number 2f and, if so dett::rmined by the Aqency, Project Nu111ber J; and WBgREAS, the Public Power Hevenue Refunding Bonds are to be pt~.y­ abl e from funds held in tr· ust for.:-the benefit of the holders of su ell Bonds and from revenues of the Agency from Project Number 2, and if so determined by the Agency, f' ro :ject N1.1mber 3, inc·J.ud iWi payments to be made by the Part.icipants under the ~~ember Agr:eements; and WHEH8AS, in accordance with the Joint Powers Act, 1:he exercise by the Agency of its power to issue the Public Power Revenue Bonds is sub­ ject t.o the authorization of such issuance by the Members pursuant to Ordinance; and WHEREAS, unless otherwise subsequently agreed and approved by ~esolution of the Palo Alto City Council, neither the pnyment of prin­ cipal of the Public Power Revenue Bonds nor any part thereof nor inter­ est thereon shall constitute a debt, liability or obligation of the City of Palo Alto to take o·r pay for any capacity or energy of the Project. · NOW, THEREFORE, the Council of the City of Palo A.lt.o does ordain as follows: SECTION 1. The issuance and sal€! by the Agency, from time to t.irne,· 1n one or more installments, of its Public Powe!' Revenue Refund­ ing Bonds outstanding at any one time in acaordance with their terms ih a maximum aggregate principal amount of $12S,OOO,OOO is hereby autho­ e i zed~ Notwithstanding such maximum aggregate principal amount, the Agency is hereby authorized to issue additional pr 5.ncipal amounts of its Public Power Revenue Refunding Bonds if and to the e~tent required to complete the refinanclr.g of t.he Pt·oject. •rhe proceeds from the s1-:1le of the Public Po¥.er Revenue Refunding Bonds hereby authorized are to be used for the refinancing of the Outstanding Indebtedness, including interst on such Bonds, deposits to reserves, all expenses incident to the calling, retiring, or payment of all or all of the Outstanding IndebtEdness, including the costs of i.ssu ing such Bonds and any premium 2. o '" " ,:: ' < ' '-' o " 'o • • o ' \., ' • • '•p ~ ·:•'o ~ '' ' "' : ' • ~, ~'' o' ' L " • • • n~ce ssary in the ca 11 ing or r:e tiring of the Outstanding Indebtedness. The Publ1c Power Revenue Refunding Bonds hereby authorized, and premium and interest ther:eon, are to be payable from, and secured by, funds heid in trust for the benefit of the holders of Public Power Revenue Refunding Bonds and from revenues of the Agency from Project Number 2, and if so determined by the Agency, Project Number 3 f including pay­ ments received by the Agency from the Participants undet· the Member Agreements. SE:C'l'ION 2 •. ?~H·suant to Section 6547 of the Joint Powers Act, this Ord i r.anc~? 1 s subject to the provisions for ce fen:ndum pr-escribed by Section 375!.7 of the Elections Code of the State of California. sr;cn:ml 3. The: City Cler:k shaLL certify to the enactment of tnis Ordin~1~'1c;;: and-:shall C<HlSe notice of the same to he published in accord~· arh:e with Sect ion 60 4 0. 1 of the Gover.nmcn t CodE.l of the !.; tn. te of Cali--. to:rn:t~. srr..::J"'1C)l~ 4. 0 l' d i. n';3·n(~ti .. , .·~ .. ;na:rl Sixty {60) days from a:nd after its enactment, this take effect and be in full fore~), in the manner rr·'"'- '1 jded by law~ IN'l'RODUCED: l~arch 14, 1983 PASSED: Apri1 4, 1983 .~ Y E s : B e c h t e 1 , C o h b ~ E .Y e r 1 y , F 1 e t c. h e r· , ~~~ 1 e i n l' L e v .. Y , R e n z e 1 , W ·i t h e r s p o o n NOES~ None ABSTRNTIONS: None ABSENT: Fa z z i n•J C1 Cler.v APPROYED (Js TO FORM: . Le~· .. ·· __ _ Sr~~1stant C1ty Attorney APP OV ~) 3.