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
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Mayor
ATTEST
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City Secretary
PPROVED AS TO F AND LEGALITY
City Attorney
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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,~'(
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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.