Staff recommends approval of a resolution authorizing the transfer of the purchase money note given by the City in connection with the acquisition of the Plantation at Leesburg water and wastewater utilities, and issuance of a replacement note to the assignee.
When the City of Leesburg purchased the water and wastewater utilities at Plantation at Leesburg, part of the consideration paid was in the form of a promissory note in the amount of $8,000,000.00. The seller now wishes to transfer the note to the H. Smith Richardson Trust, which was at the time of the transaction in control of the seller entity. The transfer of the note requires City Commission approval, and issuance of a replacement note to the Trust. The resolution before you approves those two actions.
1. Approve the transfer of the note and issuance of a replacement note, or
2. Such other action as the City Commission deems appropriate.
There is no fiscal impact to the City. The transfer will not affect the City’s obligations under the note and the H. Smith Richardson Trust has provided the funds to pay the legal fees incurred by the City with bond counsel for preparation of the resolution and replacement note.
Department: ___City Attorney_____
Prepared by: Fred A. Morrison
Attachments: Yes____ No __X___
Advertised: ____Not Required ______
Reviewed by: Dept. Head ________
Finance Dept. __________________
Deputy C.M. ___________________
City Manager ___________________
Account No. _________________
Project No. ___________________
WF No. ______________________
RESOLUTION NO. ________
A RESOLUTION OF THE CITY OF LEESBURG, FLORIDA, AUTHORIZING THE TRANSFER OF THE CITY'S $8,000,000 SEPARATE UTILITY SYSTEM REVENUE BOND ANTICIPATION NOTE (PLANTATION ACQUISITION PROJECT), SERIES 2006, ORIGINALLY ISSUED IN CONNECTION WITH THE ACQUISITION OF THE SEPARATE UTILITY SYSTEM AS DEFINED IN SAID NOTE; AUTHORIZING CERTAIN OFFICIALS OF THE CITY TO EXECUTE ANY DOCUMENTS AND TAKE ANY ACTIONS REQUIRED IN CONNECTION WITH THE TRANSFER OF SAID NOTE TO THE H. SMITH RICHARDSON TESTAMENTARY TRUST; PROVIDING CERTAIN OTHER DETAILS WITH RESPECT THERETO; PROVIDING AN EFFECTIVE DATE FOR THIS RESOLUTION.
WHEREAS, the City of Leesburg, Florida (the “City”) entered into an Agreement for Purchase and Sale of Water and Wastewater Assets (the “Sale Agreement”) dated June 12, 2006 by and between the City and The Plantation at Leesburg Limited Partnership (the “Seller”); and
WHEREAS, as part of the consideration for the sale, the City issued to the Seller its Separate Utility System Revenue Bond Anticipation Note (Plantation Acquisition Project), Series 2006 (the “2006 Note”); and
WHEREAS, the Seller desires to transfer the 2006 Note to the H. Smith Richardson Testamentary Trust (the “Purchaser”), which is a related entity; and
WHEREAS, the City wishes to approve such transfer and authorize the issuance of a replacement Separate Utility System Revenue Bond Anticipation Note (Plantation Acquisition Project), Series 2006 (the “2007 Note”);
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF LEESBURG, FLORIDA, that:
This Resolution is adopted pursuant to Article VIII, Section 2, Constitution of the State of Florida, Chapter 166 and Section 215.431, Florida Statutes, and other applicable provisions of law (collectively, the “Act”).
All terms used herein in capitalized form, unless otherwise defined herein, shall have the same meanings as ascribed to them in the 2007 Note, unless the context otherwise requires. All terms used herein in capitalized form and defined in the preamble hereto shall have the meanings ascribed thereto in such preamble.
This Resolution shall take effect immediately upon its passage in the manner provided by law.
PASSED AND CERTIFIED AS TO PASSAGE this _10th_ day of _December _, 2007.
CITY COMMISSION OF THE CITY OF LEESBURG, FLORIDA
Approved as to Form and Correctness: