From
Diana Ortiz
Title
Resolution authorizing the execution and delivery of a continuing disclosure agreement with the Trinity River Authority
Presenter
Diana Ortiz, Chief Financial Officer
Recommended Action
Approve
Analysis
Trinity River Authority of Texas (TRA) notified all the contracted customers for water/wastewater services that TRA is no longer filing the required SEC Disclosure Reports.
City staff currently complies with all SEC regulations related to our debt issues. Therefore, there is some additional information that is required for this debt obligation through TRA and we will add it to our current processes.
In addition, this resolution represents an agreement with the City and TRA committing to investors to provide Continuing Disclosure Reports containing financial and operating information throughout the life of the bonds of this system. Finally, TRA requires the execution of this agreement prior to March 30, 2019.
Financial Consideration
There is no financial impact with this agreement.
Body
A RESOLUTION OF THE CITY OF GRAND PRAIRIE, TEXAS, AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT WITH TRINITY RIVER AUTHORITY OF TEXAS
Whereas, the City of Grand Prairie, Texas and the Trinity River Authority of Texas (the "Issuer") have heretofore entered into, and may in the future enter into, contracts relating to the provision of facilities and/or services by the Issuer for the benefit of the City of Grand Prairie; and
Whereas, in connection with the financing of the facilities and/or services provided by the Issuer for the benefit of the City of Grand Prairie, the Issuer has, and/or will, from time to time authorize, issue and deliver bonds (the "Bonds") of the Issuer supported by payments to be made by the City of Grand Prairie pursuant to such contracts; and
Whereas, the United States Securities and Exchange Commission has adopted Rule 15c2-12, as amended from time to time (the "Rule"); and
Whereas, the Rule provides that a broker, dealer or municipal securities dealer of Bonds issued after the effective dates set forth in the Rule, may not purchase or sell Bonds in connection with an offering thereof unless, prior to the purchase or sale thereof, "obligated persons", or entities acting on behalf of "obligated persons", have undertaken to provide certain updated financial information and operating data annually, and timely notice of specified material events, to certain information vendors; and
WHEREAS, the Issuer and the City of Grand Prairie heretofore entered into a Continuing Disclosure Agreement, as amended, in conformance with the Rule (the "Original CDA"); and
WHEREAS, in order to comply with the Rule and facilitate the future issuance of Bonds, the City of Grand Prairie and the Issuer have agreed that it is deemed appropriate and necessary to enter into the CDA hereinafter authorized to be executed and delivered.
NOW THEREFORE, BE IT RESOLVED, by the City Council of the City of GRAND PRAIRIE, Texas that:
Section 1. That the recitals set forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth in this Section.
Section 2. That the City Manager of the City of Grand Prairie is hereby authorized and directed to execute and deliver, and the City Secretary of the City of Grand Prairie is authorized and directed to attest, the CDA substantially in the form and substance attached hereto.
SECTION 3. That the City Manager of City of Grand Prairie is hereby authorized and directed to execute and deliver, and the City Secretary of the City of Grand Prairie is authorized and directed to attest, any amendment or supplement to the CDA hereinafter required or appropriate in response to further amendment of the Rule in order to maintain compliance with the requirements of the Rule.
SECTION 4. That the CDA, and any amendment or supplement thereof, shall become effective and enforceable in accordance with its terms immediately upon execution and delivery thereof for all intents and purposes.
SECTION 5. That each of the officers and members of the City of Grand Prairie Council was duly and sufficiently notified officially and personally, in advance, of the time, place and purpose of the meeting at which this Resolution was introduced and considered for passage at said meeting, and each of said officers and members consented, in advance, to the holding of said meeting for such purpose, and that said meeting was open to the public and public notice of the time, place and purpose of said meeting was given, all as required by the Texas Government Code, Chapter 551.
PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF GRAND PRAIRIE, TEXAS, February 19, 2019.