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RESOLUTION R2025-____
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MANTECA APPROVING, AUTHORIZING AND DIRECTING
EXECUTION OF CERTAIN FINANCING DOCUMENTS AND
DIRECTING CERTAIN RELATED ACTIONS IN CONNECTION
WITH FINANCING AND REFINANCING CERTAIN
IMPROVEMENTS TO THE CITY’S WASTEWATER SYSTEM
WHEREAS, the City of Manteca (the “City”) and the Successor Agency to the Manteca Redevelopment Agency are parties to a Joint Exercise of Powers Agreement, dated May 1, 1991, which established the Manteca Financing Authority (the “Authority”) for the purpose, among others, of having the Authority issue its bonds to finance and refinance the acquisition, construction and improvement of certain public capital improvements; and WHEREAS, in 2009, to assist the City with financing improvements to the Wastewater System, the Authority issued its Manteca Financing Authority Sewer Revenue Bonds Series 2009 (the “2009 Bonds”); and
WHEREAS, in 2012, to refinance the cost of certain improvements to the Wastewater System, the City issued its Sewer Revenue Refunding Bonds Series 2012 (“2012 Bonds” and together with the 2009 Bonds, the “Prior Bonds”); and
WHEREAS, at this time, the City and Authority desire to (1) achieve debt service savings by refinancing, in full, the Prior Bonds and (2) finance new improvements to the City’s wastewater system; and
WHEREAS, to accomplish the foregoing, the Authority proposes to authorize the issuance and sale of its revenue bonds under the provisions of Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the “Bond Law”), designated as the Manteca Financing Authority 2025 Wastewater Revenue Bonds (the “Bonds”), secured by installment payments payable by the City from the net revenues of the Wastewater System under an Installment Sale Agreement between the City and the Authority (the “Installment Sale Agreement”); and WHEREAS, there has been prepared a Preliminary Official Statement containing information to be used in connection with the sale of the Bonds; and WHEREAS, the information required to be obtained and disclosed pursuant to Government Code Section 5852.1 prior to the issuance of the Bonds is set forth in the staff report accompanying this Resolution; and
WHEREAS, the City Council of the City has duly considered such transactions and wishes at this time to approve the financing documents related to the Bonds and certain related actions;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF MANTECA, AS FOLLOWS:
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1. The City Council hereby approves the issuance of the Bonds by the Authority under the Bond Law for the purposes described herein in an aggregate principal amount not to exceed $60,000,000.
2. The City Council hereby approves the Installment Sale Agreement between the Authority and the City, under which the Authority agrees to finance and refinance improvements to the Wastewater System in consideration of the payment by the City of semiannual installment payments which are sufficient to provide revenues with which to pay principal of and interest on the Bonds when due. The Installment Sale Agreement is hereby approved in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the City Manager, the Finance Director or their respective designees (each, an “Authorized Officer”), and the execution thereof by an Authorized Officer shall be conclusive evidence of the approval of any such changes or additions. An Authorized Officer is hereby authorized and directed for and in the name and on behalf of the City to execute, and the City Clerk is hereby authorized and directed to attest to, if necessary, the final form of the Installment Sale Agreement.
3. The City Council hereby approves the negotiated sale of the Bonds by the Authority to Samuel A. Ramirez & Co., Inc., as underwriter (the “Underwriter”). The Bonds shall be sold to the Underwriter under the Bond Purchase Agreement among the Authority, the City and the Underwriter, which is hereby approved in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by an Authorized Officer, and the execution thereof by an Authorized Officer shall be conclusive evidence of the approval of any such changes or additions. An Authorized Officer is hereby authorized and directed for and in the name and on behalf of the City to accept an offer from the Underwriter to purchase the Bonds from the Authority and to execute the final form of the Bond Purchase Agreement in the name of the City.
4. The City Council hereby approves and ratifies the hiring of Urban Futures, Inc. as municipal advisor, and Jones Hall LLP, as bond counsel and disclosure counsel, in connection with the issuance of the Bonds. Compensation to each such firm shall be contingent on the successful issuance and delivery of the Bonds.
5. The City Council hereby approves and deems final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, a preliminary Official Statement for the Bonds in the form on file with the City Clerk. An Authorized Officer is authorized, at the request of the Underwriter, to execute an appropriate certificate affirming the City Council’s determination that said preliminary Official Statement has been deemed final within the meaning of said Rule. The City Council approves the distribution of the preliminary Official Statement by the Underwriter to prospective investors, in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by an Authorized Officer. An Authorized Officer is authorized and directed to approve any changes in or additions to a final form of an Official Statement for the Bonds, and the execution thereof by an Authorized Officer will be conclusive evidence of approval of any such changes and additions. The City Council authorizes the distribution of the final Official Statement by the Underwriter, which will include final pricing information related to the Bonds.
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6. The Mayor, the City Manager, the Finance Director, the City Clerk and all other officers of the City are each authorized and directed in the name and on behalf of the City to make any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, including but not limited to a Continuing Disclosure Certificate in substantially the form attached to the Official Statement which is approved under Section 5 and refunding instructions related to the Prior Bonds, which they or any of them might deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved under this Resolution.
Whenever in this Resolution any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of any person serving in such role in an interim capacity or by any officer or person designated by such officer to act on his or her behalf.
7. This Resolution shall take effect immediately upon its adoption.
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the City Council of the City of Manteca at a public meeting of said City Council held on the _____th day of _______, 2025, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
MAYOR:
GARY SINGH
Mayor
ATTEST:
CASSANDRA CANDINI-TILTON
City Clerk
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