Resolution 2022-193 RESOLUTION NO. 19 3
A RESOLUTION ACCEPTING THE PROPOSAL OF JPMORGAN
CHASE BANK, N.A. TO PURCHASE THE COLLIER COUNTY,
FLORIDA TAXABLE WATER AND SEWER REFUNDING REVENUE
BOND, SERIES 2023 AND TO ALLOW FOR THE FUTURE
EXCHANGE OF SUCH SERIES 2023 BOND FOR THE COLLIER
COUNTY, FLORIDA WATER AND SEWER REFUNDING REVENUE
BOND, SERIES 2026; APPROVING THE FORM OF A RATE LOCK
LETTER AGREEMENT AND AUTHORIZING THE CHAIRMAN TO
ESTABLISH THE INTEREST RATES FOR THE SERIES 2023 BOND
AND SERIES 2026 BOND AND TO EXECUTE AND DELIVER SUCH
RATE LOCK LETTER AGREEMENT; AND PROVIDING FOR AN
EFFECTIVE DATE.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA, ACTING AS THE EX-OFFICIO GOVERNING
BOARD OF THE COLLIER COUNTY WATER-SEWER DISTRICT:
SECTION 1. FINDINGS. It is hereby found and determined that:
(A) PFM Financial Advisors LLC (the "Financial Advisor"), on behalf of the
Collier County Water-Sewer District (the "Issuer") recently solicited bids from various
financial institutions to purchase the Issuer's Collier County, Florida Taxable Water and
Sewer Refunding Revenue Bond, Series 2023 (the "Series 2023 Bond") and allow for the
exchange of the Series 2023 Bond for a tax-exempt Collier County, Florida Water and
Sewer Refunding Revenue Bond, Series 2026 (the "Series 2026 Bond") in 2026, to provide
for the refunding of the outstanding Water and Sewer Refunding Revenue Bonds, Series
2016 (the "Refunded Bonds"), in order to achieve debt service savings for the Issuer.
(B) JPMorgan Chase Bank, N.A. (the "Purchaser") submitted a conforming
proposal (the "Proposal") to purchase the Series 2023 Bond and allow for the exchange of
the Series 2023 Bond for the Series 2026 Bond in 2026, subject to certain conditions, which
Proposal provides the Issuer with the most net present value debt service savings with
respect to the refunding of the Refunded Bonds.
(C) It is in the best interest of the Issuer to accept the Purchaser's proposal and to
authorize the Chairman, upon the advice of the Financial Advisor, to establish interest rates
for the Series 2023 Bond and Series 2026 Bond (collectively, the "Bonds") in accordance
with the Proposal and to execute and deliver a Rate Lock Letter Agreement with respect
thereto (the "Rate Lock Letter Agreement").
(D) The Bonds will be issued as additional bonds pursuant to Resolution No.
CWS-85-5, as amended and restated by Resolution No. CWS-85-13 duly adopted on
December 26, 1985, as amended and supplemented (collectively, the "Bond Resolution").
SECTION 2. AUTHORITY FOR THIS SUPPLEMENTAL
RESOLUTION. This Resolution is adopted pursuant to the Constitution of the State of
Florida and all applicable laws of the State of Florida, including but not limited to Chapter
125, Florida Statutes, and Chapter 2003-353, Laws of Florida, as amended and
supplemented.
SECTION 3. ACCEPTANCE OF THE PURCHASER'S PROPOSAL.
The Purchaser's Proposal is attached hereto as Exhibit A. The Issuer hereby accepts such
Proposal and awards the sale of the Bonds to the Purchaser pursuant to the terms and
provision set forth in such Proposal and the Bond Resolution.
SECTION 4. APPROVAL OF RATE LOCK LETTER AGREEMENT.
The Issuer hereby authorizes and directs the Chairman to establish, upon the advice of the
Financial Advisor, the interest rates for the Bonds in accordance with the terms of the
Proposal, and to execute the Rate Lock Letter Agreement and deliver the Rate Lock Letter
Agreement to the Purchaser. The Rate Lock Letter Agreement shall be in substantially the
form attached hereto as Exhibit B with such changes, amendments, modifications,
omissions and additions as may be approved by the Chairman, upon the advice of the
Financial Advisor and the Issuer's bond counsel. Execution by the Chairman of the Rate
Lock Letter Agreement shall be deemed to be conclusive evidence of the approval of such
changes. If the Issuer is obligated to pay any breakage fee pursuant to the Rate Lock Letter
Agreement, such obligation shall be payable from net revenues of the Issuer's water and
sewer utility system.
SECTION 5. SEVERABILITY. If any provision of this Resolution shall
be held or deemed to be or shall, in fact, be illegal, inoperative or unenforceable in any
context, the same shall not affect any other provision herein or render any other provision
(or such provision in any other context) invalid, inoperative or unenforceable to any extent
whatever.
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SECTION 6. EFFECTIVE DATE. This resolution shall become effective
immediately upon its adoption.
DULY ADOPTED, this 13th day of December 2022
BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA, AS THE
EX-OFFICIO GOVERNING BOARD OF THE
COLLIER COUNTY WATER-SEWER
DISTRICT
(SEAL) 6 1) Al;
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_l,,; ..vim
Willia /L. McDaniel, Jr., Chairman
ATTESTED:
C stal . Kinzel, Clerk of the Circuit
Court and Comptroller of Collier County,
Florida and Ex-Officio Clerk of the Board
of County Commissioners
Attest as to Chairman's
signature only.
Approv:s a' ', F• m and Legality:
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1l► i Jeffrey A!Kl.b'ko_w, County Attorney
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CAC