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HomeMy WebLinkAboutOrdinance 12630ORDINANCE NO. AN ORDINANCE approving a Second Amended and Restated Credit Agreement, authorizing the execution and delivery of said Agreement; and ordaining other matters related thereto THE STATE OF TEXAS COUNTIES OF TARRANT AND DENTON CITY OF FORT WORTH WHEREAS, the City of Fort Worth, Texas (the "City" or the "Issuer") heretofore passed on March 8, 1990, Ordinance No 10538, which authorized the i establishment of a short term obligation program to provide interim financing for additions, improvements and extensions to the City's combined water and sewer system, and WHEREAS, Ordinance No 10538 requires that a credit facility be issued in support of the "Project Notes" issued under the terms of said Ordinance, and WHEREAS, on June 6, 1995, the City passed Ordinance No 11979, which amended Ordinance No 10538 and authorized, inter alia, the execution of a First Amended and Restated Credit Agreement (the "Restated Agreement") among the City, Swiss Bank Corporation, New York Branch ("Swiss Bank") and The Sakura Bank, Limited, Houston Agency ("Sakura"), and WHEREAS, the Restated Agreement was submitted to the Texas Attorney General for approval, which approval was received on July 19, 1995, and WHEREAS, Swiss Bank has advised the City that it wishes to terminate its rights, duties and obligations under the Restated Agreement; and WHEREAS, the City has been advised by Sakura by letter dated May 10, 1996, that Canadian Imperial Bank of Commerce, acting through its New York Agency ("CIBC"} is willing to assume the rights, duties and obligations of Swiss Bank under the Restated Agreement, and WHEREAS,. the City Council deems it necessary and advisable to adopt this Ordinance to acknowledge and confirm the relationship between the City, CIBC and Sakura, and to memorialize the terms and conditions, with respect to the credit facility to be provided by CIBC under the terms of the hereinafter approved Second Amended and Restate Credit Agreement; now, therefore CITY OF FORT WORTH BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS Section 1 That the Second Amended and Restated Credit Agreement, by and among the City, CIBC and Sakura (the "Second Restated Agreement"), in substantially the form attached hereto and made a part hereof for all purposes, is hereby approved The City Manager or the designee thereof, the City Attorney, and the City Secretary are hereby authorized to execute, affix the seal of the City to, and deliver the Second Restated Agreement on behalf of the City In addition, the Mayor, the City Manager or the designee thereof, the Director of Fiscal Services and the City Secretary each are hereby authorized to execute and deliver such instruments as may be necessary to effect the intent of the Second Restated Agreement, including, without limitation, the Revolving Note described therein Section 2 That the Proper officials of the City are hereby authorized to submit all necessary records and proceedings pertaining to the Second Restated Agreement and the adoption of this Ordinance to the Attorney General of the State of Texas for the approval thereof, as required by Ordinance No 10538, as amended, and Article 717q, Texas Revised Civil Statutes, as amended Section 3 That this Ordinance shall be effective immediately from and after its passage in accordance with the provisions of Section 2 of Chapter 25 of the Charter of the City, and it is accordingly so ordained ADOPTED this 20`" day of August, 1996 t~.~ Mayor ATTEST ~~ City Secretary PPROVED AS TO F AND LEGALITY City Attorney .~~ ~ ` ~= ^~~"' • . y yti+~'~' R`~.I.,~T -yam F'/d. p 2L; I ~T ~ ~ i +4 ~ tis: tij' ` .~ ~ ~. ~ih ~';~`:{SEAL) k= ~, - ~~ ~ ~- ~ ~F.Pk~i~~'ip M. `rim r~tsJ ('~ we '~ 4 ~ ~ V ~~ ~ ~~ ~~ x .rty{!M~ ~ ~W1~~.,, . CITY OF FORT WORTH City of Fort Worth, Texas Mayor and Council Communication DATE REFERENCE NUMBER LOG NAME PAGE 08/20/96 ~*G-11564 13CRED 1 of 2 SUBJECT AN ORDINANCE APPROVING A SECOND AMENDED AND RESTATED CREDIT AGREEMENT, AUTHORIZING THE EXECUTION AND DELIVERY OF SAID AGREEMENT, AND ORDAINING OTHER MATTERS RELATED THERETO RECOMMENDATION It is recommended that the City Council adopt the attached ordinance which approves the Second Amended and Restated Credit Agreement by and among the City, Canadian Imperial Bank of Commerce, and The Sakura Bank DISCUSSION Ordinance No 10538, adopted March 8, 1990, authorized the establishment of a commercial paper program to provide interim financing for additions, improvements and extensions to the City's water and sewer system Ordinance No 10538 requires that a credit facility be issued in support of the "Project Notes" issued under the terms of the ordinance The Sakura Bank was the sole provider of the backup credit facility until June, 1995 An analysis by Lehman Brothers, the remarketing agent for the commercial paper notes, indicated that with the backing of at least a "AA" liquidity provider, the interest paid on the Project Notes would be 1 /4 of 1 % lower than the rates then being paid, producing a savings for the Water and Wastewater Enterprise Fund After extensive discussions involving the City, First Southwest Company, Sakura Bank, and Lehman Brothers, Sakura (an "A2" bank) proposed to incorporate Swiss Bank Corporation (a "AAA" bank) as the "fronting" line of credit bank This was accomplished by Ordinance No 11979, adopted by M&C G-11113 on June 6, 1995 Swiss Bank notified the City in February, 1996 of its decision to exit the credit enhancement business in the U S public finance market and that it would not extend the existing credit facility beyond its current expiration date of March 1, 1997 Sakura Bank has obtained a commitment from Canadian Imperial Bank of Commerce (a "AAA" bank) to replace Swiss Bank and to extend the term of the agreement to five years Printed °n Re~yded Paper City of Fort Worth Texas Mayor and Council Communication DATE 08/20/96 REFERENCE NUMBER **G-11564 LOG NAME 13CRED PAGE 2 of 2 SUBJECT AN ORDINANCE APPROVING A SECOND AMENDED AND RESTATED CREDIT AGREEMENT, AUTHORIZING THE EXECUTION AND DELIVERY OF SAID AGREEMENT, AND ORDAINING OTHER MATTERS RELATED THERETO FISCAL INFORMATION/CERTIFICATION The Director of Fiscal Services certifies that this particular action will have no impact on the fees paid for the credit facility CB f Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY Office by: (to) APPROVED Charles Boswell 8511 CITY CO U N C I L Originating Department Head: 2 Q 1985 Jim Keyes 8517 (from) AUG ~i(,6eJt.c,~'( J For Additional Information . Citq.secretary of tt-e Contact: Citq of Fort Vlf~ttli, T'sxaa Jim Keyes 8517 Printed on Recycled Paper Adopted Ordinance ho.