Silicon Valley Clean Energy
Finance and Administration Committee Meeting
Wednesday, October 5, 2022
2:30 p.m.
Pursuant to State of California Gov’t Code Section 54953 (e) the meeting was conducted via teleconference.
MEETING MINUTES
Call to Order
Chair Rennie called the meeting to order at 2:32 p.m.
Roll Call
Present:
Chair Rob Rennie, Town of Los Gatos
Vice Chair Hung Wei, City of Cupertino (arrived during Item 3) Director Liz Gibbons, City of Campbell
Alternate Director Bryan Mekechuk, City of Monte Sereno Director Margaret Abe-Koga, City of Mountain View
Absent:
Director Larry Klein, City of Sunnyvale
All present committee members participated via teleconference.
Public Comment on Matters Not Listed on the Agenda
No speakers.
Consent Calendar
MOTION: Alternate Director Mekechuk moved and Director Gibbons seconded the motion to approve the Consent Calendar.
Chair Rennie opened public comment.
No speakers.
Chair Rennie closed public comment.
The motion carried by verbal roll call vote with Vice Chair Wei and Director Klein absent. 1) Approve Minutes of the August 1, 2022 Finance and Administration Committee Meeting SILICON VALLEY <3/ CLEAN ENERGY
Regular Calendar
2) CEO Update (Discussion)
CEO Girish Balachandran noted that on the agenda there would be two items that are aligned with SVCE’s strategic plan: 1) SVCE’s investment strategy, and 2) the second prepay.
Chair Rennie opened public comment.
No speakers.
Chair Rennie closed public comment.
3) Recommend the SVCE Board of Directors Approve Updated SVCE Investment Policy and Direct PFM Asset Management to Implement Full Scope of Work as SVCE’s Investment Advisor (Action) Vice Chair Wei arrived during Item 3.
Amrit Singh, CFO and Director of Finance and Administrative Services, introduced Monique Spyke of PFM Asset Management LLC, and Mike Berwanger of PFM Financial Advisors. CFO Singh presented a PowerPoint presentation recommending the Finance and Administration Committee recommend that the Board of Directors adopt the revised investment policy, hire PFM Asset Management as SVCE’s investment advisor, join as a shareholder of California Asset Management Trust, and join the state’s Local Agency Investment Fund.
Ms. Spyke presented a PowerPoint presentation which covered the following:
• Reviewed PFM Asset Management, LLC’s recommendations for the SVCE Investment policy; • Reviewed PFM Asset Management, LLC’s recommendations for portfolio maturity structure and benchmark; and
• Reviewed proposed portfolio structure.
Ms. Spyke responded to committee member questions.
Chair Rennie opened public comment.
No speakers.
Chair Rennie closed public comment.
MOTION: Director Abe-Koga moved and Director Gibbons seconded the motion to recommend that the SVCE Finance and Administration Committee recommend that the Board of Directors:
1. Adopt the proposed revised SVCE investment policy
2. Direct PFM Asset Management, per the agreement executed earlier, to implement the full scope of work as SVCE’s Investment Advisor
3. Adopt a resolution to join as a Shareholder of the California Asset Management Trust, and
4. Adopt a resolution to join the State’s Local Agency Investment Fund (LAIF) The motion carried by verbal roll call vote with Director Klein absent. 4) Recommend the SVCE Board of Directors Authorize the CEO to Execute Agreements with Firms Providing Services to Initiate SVCE to Execute its Second Prepay (Action) Amrit Singh, CFO and Director of Administrative Services, introduced the item and reintroduced Mike Berwanger of PFM Financial Advisors; CFO Singh presented a PowerPoint presentation which covered an
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CLEAN ENERGY
overview of the request, information on leveraging the first prepay structure, fees for consultants and counsel, fiscal impact, and next steps.
CFO Singh and Mr. Berwanger responded to committee member questions.
Chair Rennie opened public comment.
No speakers.
Chair Rennie closed public comment.
MOTION: Director Gibbons moved and Director Mekechuk seconded the motion that the Finance and Administration Committee recommend that the Board authorize the CEO to approve or execute the following contracts for services these firms will provide to enable SVCE to execute its second Prepay transaction for total cost of $1,000,000, which includes about 10 percent contingency.
1. PFM Financial Advisors LLC & PFM Swap Advisors - $175,000
2. Chapman & Cutler (Disclosure/Issuer’s Counsel) - $200,000
3. Ballard Spahr (Bond and Tax Counsel) - $300,000
4. Moody’s Investor Service Inc (Credit Rating) - $230,000 And that the Finance and Administration Committee recommend that the Board approve engagement with Morgan Stanley as the Prepay Supplier with the following fee structure:
• Bond underwriting fee of $5/bond
• Energy Service Revenue of $1.10 per MWh
• If floating rate debt is issued, 4 basis points charge on interest rate swap The motion carried via verbal roll call vote with Director Klein absent.
Committee/Staff Remarks
None.
Adjournment
Chair Rennie adjourned the meeting at 3:41 p.m.
ATTEST:
Andrea Pizano, Board Secretary
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