NVF:RLT:CAG
4/21/2025
T-49804 / 20250506-SJFA2bres_FINAL 1
Council Agenda: 5-6-25
Item No.: SJFA2(b)
RESOLUTION NO. ______________
A RESOLUTION OF THE GOVERNING BOARD OF THE
CITY OF SAN JOSE FINANCING AUTHORITY
APPROVING AND AUTHORIZING THE ISSUANCE BY THE
AUTHORITY OF ITS LEASE REVENUE COMMERCIAL
PAPER NOTES IN AN AGGREGATE PRINCIPAL AMOUNT
NOT TO EXCEED $23,000,000 TO FINANCE THE
ACQUISITION AND INSTALLATION OF SYSTEM -WIDE
ADVANCED METERING INFRASTRUCTURE FOR THE
CITY OF SAN JOSE MUNICIPAL WATER SYSTEM, AND
AUTHORIZING OTHER RELATED ACTIONS
WHEREAS, the City of San José (the “City”) and the former Redevelopment Agency of the City of San José (the “Former Agency”) have heretofore entered into a Joint Exercise of Powers Agreement establishing the City of San José Financing Authority (the “Authority”) for the purpose, among others, of having the Authority issue its instruments of debt to finance the acquisition, construction and improvement of certain public capital improvements; and
WHEREAS, the Former Agency, as of February 1, 2012, has been dissolved and the City has become the successor agency of the Former Agency pursuant to Part 1.85 of Division 24 of the California Health and Safety Code and pursuant California Health and Safety Code Section 34178(b)(3), the joint exercise of powers agreement establishing the Authority remains in effect; and
WHEREAS, the Authority has heretofore determined to adopt and implement a commercial paper program under which the Authority will provide financing for, among other things, certain public capital improvements of the City; and
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of June 1, 2005, by and between the Authority and Computershare Trust Company, National Association, as successor trustee (in such capacity, the “Trustee”) (as amended and supplemented from time to time prior to the date hereof, the “Trust Agreement”), and the provisions of Articles 1 through 4 (commencing with Section 6500) of Chapter 5, Division 7, Title 1 of the California Government Code (the “Act”), the Authority from time to time has issued the following series of commercial paper notes (each a “Series of Commercial Paper Notes” and, collectively, the “Commercial Paper Notes”): (i) Tax-Exempt Lease Revenue Commercial Paper Notes, Series 1; (ii) Taxable Lease Revenue Commercial Paper Notes, Series 1- T; (iii) Tax -Exempt Lease Revenue Commercial Paper Notes, Series 2; and (iv) Taxable Lease Revenue Commercial Paper Notes, Series 2-T; and
WHEREAS, the City has requested that the Authority issue one or more Series of Commercial Paper Notes in an amount not to exceed $23,000,000 to finance the
DRAFT--Contact the Office of the City Clerk at (408) 535-1260 or [email protected] for final document.
NVF:RLT:CAG
4/21/2025
T-49804 / 20250506-SJFA2bres_FINAL 2
Council Agenda: 5-6-25
Item No.: SJFA2(b)
acquisition and installation of advanced metering infrastructure and related improvements to the City of San José Municipal Water System to be installed system-wide (collectively, the “AMI Project”); and
WHEREAS, the Council of the City held a duly noticed public hearing in accordance with Section 6586.5 of the California Government Code, and has considered whether the financing of the AMI Project by the issuance of Commercial Paper Notes will result in significant public benefits; and
WHEREAS, the Governing Board (the “Board”) of the Authority has duly considered the foregoing matters and wishes at this time to approve said matters in the public interests of the Authority and the City;
NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BOARD OF THE CITY OF SAN JOSE FINANCING AUTHORITY THAT:
SECTION 1. Fi
ndings and Determinations. Based on the information provided to the Board, the Board approves the financing to be provided by the issuance and delivery of the Commercial Paper Notes, and the Board further determines that there will be significant public benefits accruing from such financing within the meaning of said Section 6586, consisting of, among other things, reduced financing costs.
SECTION 2.
Approval and Authorization of Commercial Paper Notes . The Board hereby approves and authorizes the issuance by the Authority of one or more Series of Commercial Paper Notes in an aggregate principal amount not to exceed $23,000,000 for the purpose of funding the AMI Project pursuant to, and in accordance with, the Trust Agreement and the issuing and paying agent agreement relating to the Commercial Paper Notes.
SECTION 3.
Declaration of Official Intent. The Authority declares its intention to issue one or more Series of Commercial Paper Notes and other obligations (collectively, the “Obligations”) in an aggregate principal amount not to exceed $23,000,000, the proceeds of which will be used to pay for the costs of the AMI Project (and related issuance costs), including the reimbursement to the Authority and the City for certain capital expenditures relating to the AMI Project made prior to the issuance of the Obligations from legally available moneys of the City, including moneys in the City’s General Fund. This Resolution is intended as a declaration of official intent (“Declaration”) to reimburse in accordance with the requirements of Treasury Regulation Section 1.150-2. This Declaration is not being declared as a matter of course or in amounts substantially in excess of the amounts expected to be necessary costs of the AMI Project.
SECTION 4.
Official Actions. The Executive Director, the Treasurer, the Secretary and any and all other officers of the Authority are each hereby authorized, acting alone, for and in the name of and on behalf of the Authority, to do any and all things and take any and all actions, including execution and delivery of any and all documents, assignments,
DRAFT--Contact the Office of the City Clerk at (408) 535-1260 or [email protected] for final document.
NVF:RLT:CAG
4/21/2025
T-49804 / 20250506-SJFA2bres_FINAL 3
Council Agenda: 5-6-25
Item No.: SJFA2(b)
certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and documents, which they, or any of them, may deem necessary or advisable to consummate the lawful issuance and sale of the Commercial Paper Notes authorized and approved herein and the consummation of the transactions as described herein, including without limitation, such documents, amendments, assignments, certificates and agreements as may be required by the Trust Agreement and the related documents.
SECTION 5. S
everability. If any section, paragraph or provision of this Resolution shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect any remaining provisions hereof.
SECTION 6. E
ffective Date. This Resolution shall take effect from and after the date of its passage and adoption.
ADOPTED this _____ day of ___________, 2025, by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
MATT MAHAN
Mayor
ATTEST:
TONI J. TABER, MMC
City Clerk
DRAFT--Contact the Office of the City Clerk at (408) 535-1260 or [email protected] for final document.