Human Services Commission Meeting Agenda Packet 10022024

2 $___,___,000 principal amount of Pleasanton Joint Powers Financing Authority 2024 Water Revenue Bonds (the “Bonds”). The Bonds will be dated as of their date of delivery. The Bonds will mature and bear interest as set forth in Exhibit A. The purchase price of the Bonds is $_______ (being the aggregate principal amount thereof plus net original issue premium of $_______, and less an Underwriter’s discount of $_______). The Underwriter agrees to make a bona fide public offering of all the Bonds at prices not in excess of the respective initial public offering prices for the Bonds set forth on the inside cover page of the Official Statement. A “bona fide public offering” shall include an offering to institutional investors or registered investment companies, regardless of the number of such investors to which the Bonds are sold. Section 2. The Bonds. The Bonds are limited obligations of the Authority payable solely from revenues of the Authority, consisting primarily of certain installment payments (the “Installment Payments”) made by the City from Net Water Revenues (as defined in the Indenture) to the Authority pursuant to an Installment Sale Agreement dated June 1, 2024, between the Authority, as seller, and the City, as purchaser (the “Installment Sale Agreement”). The right of the Authority to receive the Installment Payments under the Installment Sale Agreement and to exercise remedies upon default under the Installment Sale Agreement shall be assigned to the Trustee for the benefit of the owners of the Bonds pursuant to the Indenture. The Bonds are being issued to provide funds to: (i) assist the City with financing certain improvements to the water treatment, production, storage and distribution systems within the service area of the City, and (ii) pay the costs of issuing the Bonds, and shall be as described in, and shall be secured under and pursuant to the Indenture substantially in the form previously submitted to the Underwriter, with only such changes therein as shall be mutually agreed upon by the Authority, the City, and the Underwriter. The proceeds of the Bonds shall be applied as set forth in the Indenture. The Bonds, the Purchase Agreement, the Indenture, the Installment Sale Agreement, and Resolution No. ________of the Board of Directors of the Authority adopted by the governing body of the Authority on _______, 2024 (collectively, the “Authority Resolution”) authorizing the issuance of the Bonds and the foregoing documents are collectively referred to herein as the “Authority Documents.” The Purchase Agreement, the Continuing Disclosure Certificate of the City relating to the Bonds, dated as of the Closing Date (the “Continuing Disclosure Certificate”), the Installment Sale Agreement, and Resolution No. ________ of the City Council of the City adopted on _______, 2024 (the “City Resolution”) authorizing the execution and delivery of the foregoing documents are collectively referred to herein as the “City Documents.” Section 3. Public Offering; Establishment of Issue Price for Bonds. (a) The Underwriter agrees to assist the Authority in establishing the issue price of the Bonds and shall execute and deliver at Closing an “issue price” or similar certificate, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit B, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the Authority and Bond Counsel to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Bonds. Except as otherwise set forth in Exhibit A, the Authority will treat the first price at which 10% of each maturity of the Bonds (the “10% test”) is sold to the public as the issue price of that maturity (if different interest rates apply within a maturity, each separate CUSIP number within that maturity will be subject to the 10% test). At or promptly after the execution of the Purchase Agreement, the Underwriter Page 248 of 448Page 257 of 557