HomeMy WebLinkAbout26-1207City of Denton
City Hall
215 E. McKinney Street
Denton, Texas
www.cityofdenton.com
AGENDA INFORMATION SHEET
DEPARTMENT: Water Utilities
ACM: Christine Taylor
DATE: August 18, 2026
SUBJECT
Consider adoption of an ordinance of the City of Denton, Texas approving the execution and delivery of a
financing agreement with the Texas Water Development Board regarding the issuance of utility system
revenue bonds by the City for waterworks system improvements and related issuance costs, and approving
the obligations of the City with respect to such agreement; authorizing the City Manager, City Secretary
and Chief Financial Officer to take the actions necessary to accomplish the purposes of the ordinance and
resolving other matters relating to the subject; and providing an effective date.
STRATEGIC ALIGNMENT
This action supports Key Focus Area: Support Healthy and Safe Communities.
INFORMATION/BACKGROUND
In 2024, the Water Utilities Department applied for and received approval for $195,845,000 in funding
from the Texas Water Development Board (TWDB) State Water Implementation Fund for Texas (SWIFT)
program. The SWIFT program offers financial assistance for projects outlined in the state water plan,
enabling communities to develop and optimize their water supplies. SWIFT offers fixed-rate loans at below-
market interest rates. The exact rates will be provided when TWDB makes the annual funding commitment.
This is the third year of the approved loan which is being used for the Ray Roberts Water Treatment Plant
(RRWTP) Expansion project. This project will expand RRWTP’s treatment capacity by an additional
20 million gallons per day (MGD) through the design and construction of a parallel membrane process
train, with space reserved for an additional 30 MGD in the future for a total of 50 MGD at full build-out.
To achieve the goal of completing the RRWTP Expansion, City staff evaluated the use of a Construction
Manager at Risk. This alternative delivery method will make project delivery more efficient. By utilizing
this methodology, staff’s goal of construction sequencing to mitigate increasing costs, pre-purchasing
equipment to plan for long lead times, and gaining overall cost value will be prioritized. The total opinion
of probable construction cost for this project when the application was approved was approximately
$195,845,000.
The application for the SWIFT low-interest loan was approved on June 23, 2024, by the TWDB. Attached
is the draft financing agreement, Exhibit 2, for the third of the five-year SWIFT funding plan, which has been
reviewed by staff, the City’s bond counsel, and financial advisers. The financing agreement is a mutual
commitment between the City and the TWDB stating that the City is committed to entering into a loan
agreement with the TWDB with funds made available by bonds that will be issued by the TWDB. The
financing agreement also details termination penalties in the event the City does not execute the loan after
executing the financing agreement. While the application was approved for $195,845,000, staff elected a
multi-year funding term to align with project needs. Annually, both a financing and a loan agreement will
be executed with totals not to exceed the total approved loan amount. Below is the estimated five-year
breakdown. Year one, FY 2024-25, and year two, FY 2025-26, have been issued. With this financing
agreement, the City is preparing for the issuance of year three, FY 2026-27.
• FY 24/25: $10,135,000
• FY 25/26: $11,235,000
• FY 26/27: $57,240,000
• FY 27/28: $87,690,000
• FY 28/29: $29,545.000
The current financing agreement is for $57,240,000 and is due to the TWDB on or before September 4,
2026. The TWDB will sell bonds and use the proceeds to fund the SWIFT loans. The City will be expected
to close the loan in mid-November to early December and will then be fully obligated to repay the loan.
PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS)
On April 2, 2024, the City Council adopted a resolution (Res 24-562) authorizing the submission of a
funding application to the Texas Water Development Board in the amount of $195,845,000.
On October 22, 2024, the City Council adopted an ordinance (Ord 24-1526) authorizing the issuance, sale,
and delivery of $10,135,000 for year one of the multi-year funding.
On October 21, 2025, the City Council adopted an ordinance (Ord 25-1676) authorizing the issuance, sale,
and delivery of $11,235,000 for year two of the multi-year funding.
RECOMMENDATION
Staff recommends approval of the ordinance to execute the financing agreement with the Texas Water
Development Board.
FISCAL INFORMATION
The required loan payment is budgeted in the Water U tilities operating account 630900.8301. Loan
proceeds are appropriated for use in the fiscal year 2026-27 capital improvement program.
EXHIBITS
Exhibit 1: Agenda Information Sheet
Exhibit 2: Ordinance
Exhibit 3: Presentation
Exhibit 4: Draft Financing Agreement
Respectfully submitted:
Stephen D. Gay
General Manager
Water Utilities and Street Operations
940-349-8086
For information concerning this acquisition, contact: Katherine Koch, 940-349-8419.
Legal point of contact: Susan Keller at 940-349-8333.
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DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 1
FINANCING AGREEMENT
This FINANCING AGREEMENT (Agreement) is entered into between the TEXAS
WATER DEVELOPMENT BOARD (TWDB), and the City of Denton (City). The TWDB and the
City may be referred to as the “Party or the Parties” in this Agreement.
RECITALS
The TWDB adopted Resolution 24-048 (Attachment A referred to as the Resolution)
on July 23, 2024, making a commitment to the City for financial assistance in a total amount
of $195,845,000 (TWDB Commitment) from the State Water Implementation Revenue Fund
for Texas (SWIRFT)]orthe Financial AssistanceAccount of the Development FundII(DFund
II) as the source account as determined by the Executive Administrator.
Through this Agreement, the Cityintends to sell to the TWDB the City’s $195,845,000
City of Denton, Texas Utility System Revenue Bonds, Proposed Series 2026 (City Bonds) for
the TWDB’s financial assistance as further described in Attachment B.
The City shall execute (a) separate financing agreement(s) for the remaining
amount(s) of the commitment made in the Resolution at a date or dates to be determined
by the Executive Administrator of the TWDB; and
The SWIRFT is funded in part with proceeds of the expected issuance of TWDB’s
revenue bonds (SWIRFT Bonds), issued under authority of Texas Water Code §§ 15.472 and
15.475, and Texas Constitution, Article III, Section 49-d-13.
The SWIRFT is funded, in part, with money received as repayment of financial
assistance provided from the SWIRFT, under Texas Water Code § 15.472, which is used to
pay the principal and interest on the SWIRFT Bonds, under Texas Water Code § 15.474, and
Texas Constitution, Article III, Section 49-d-13(d) and (f.).
The SWIRFT Bonds are additionally secured by money made available under the
terms of a bond enhancement agreement executed under authority of Texas Water Code
§§ 15.434 and 15.435, and Texas Constitution, Article III, Section 49-d-12.
DFund II is funded, in part, with proceeds of the expected issuance of TWDB’s Water
Financial Assistance Bonds authorized under Texas Water Code § 17.959 and Texas
Constitution, Article III, Sections 49-d-8, 49-d-9, 49-d-11, and money received as repayment
of financial assistance provided from DFund II used to pay the principal and interest on such
ANCINCI
LOPMENTMENT
referred toerred to as as
TThehe TWDB adopted Resolutionted Resolution
, 2024, 202 , making a commitment taking a commitment
000000 ( (TWDB TWDB Commitment) Commitme fromfro
RFT)]or the Financial AssistancFinancial Assist
ccount as determined by the Exount as determined by
eement, eement, the th City intends to sel
ty System Revenue Bondsystem Revenue Bonds, , PropPr
ce as further described ince as further described in Atta
parate financing agreement(s) parate financing agreement(s)
n the Resolution at a date or dan the Resolution at a date or da
WDB; andB; and
roceeds of the expected issuaroceeds of the expected issua
uthority of Texas Water Code §§thority of Texas Water Code §
4949-d--d 13.
ed as repayment of financial nt of financial
ode §15.472, which is use472, which is us
xas Water Code §as Water 15
aila
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 2
Bonds.
The Resolution provides that funding the TWDB Commitment is contingent on future
sales of SWIRFT Bonds designated by the TWDB or a future sale of DFunds II Bonds or on
the availability of funds on hand.
The Resolution authorizes the Executive Administrator of the TWDB to determine the
source account, whether the SWIRFT or DFundII.
The TWDB intends to provide financial assistance from the SWIRFT to the City with
proceeds of SWIRFT Bonds or from DFund II Bonds to the City.
The TWDBand the Citydesire to enter into this Agreement to set forth the obligations
of the Parties with respect to the TWDB providing financial assistance to the City.
NOW, THEREFORE, for and in consideration of the promises and the mutual
covenants contained in this Agreement, the TWDB and the City agree as follows:
AGREEMENT
SECTION 1. MUTUAL COMMITMENT. As further described in the Resolution, the TWDB
committed to provide financial assistance to the City and the City hereby commits to borrow
from the TWDB an amount not to exceed $57,240,000 from the SWIRFT or DFund II
(collectively or individually the TWDB Bonds) to be evidenced by the issuance and delivery
of City Bonds to the TWDB consistent with the terms and conditions described in this
Agreement, Attachment A, Attachment B, and Attachment C. The City agrees that the
Executive Administrator of the TWDB will determine the source account, whether the
SWIRFT or the DFundII.
SECTION 2. TRANSACTION SCHEDULE AND EARLY REDEMPTION. By execution of this
Agreement, the City acknowledges and represents that it has a current need for financial
assistance from the TWDB and will take all necessary steps to issue and deliver the City
Bonds to evidence the TWDB Commitment described in Section 1. The City further
acknowledges and understands that the TWDB is entering into this Agreement for the sole
purpose of issuing TWDB Bonds to fund the TWDB commitment described in the Resolution
and in this Agreement. The City acknowledges that the TWDB Bonds, the subject of this
Agreement, are being issued for the purpose of funding the City’s requested financial
assistance.
With respect to the City Bonds and the TWDB Bonds, the Parties agree to structure such
public securities in a manner that will allow for substantially similar terms, redemption
provisions, and related matters to allow the TWDB to timely pay the debt service on the
TWDB Bonds. The foregoing notwithstanding, the TWDB consents to early redemption, or
prepayment of the City Bonds, as provided for in this Agreement and the Resolution.The City
Bonds may be prepaid by the City on any date beginning on or after the first scheduled
DRAFT
WDB intendinten
f SWIRFT BondsIRFT Bond
Thee TWDB TWD and the CityCity de
ee PPartiesarties with respect to the t to TWT
W, THEREFORE, for and in W, THEREFORE, for and in
ntainedntained in this Agreementin this Agreem , theth
AAGREEMEGRRAOMMITMENT.OMMITME As further desRAncial assistance to l as the Cityity and and
not to exceed $not to exceed $57,240,00057,240,
TWDB Bonds) TWDB Bonds to be evidenced be e
stent with the terms and constent with the terms and co
ent B, andd Attachment CAttachment C. . TheTh
will determine the source acill determine the source a
ARLY REDEMPTIONARLY REDEMPTIO . By execuBy execFTthat it has a current need forthat it has a current need for
y steps to issue and deliver thy steps to issue and deliver t
d in Section 1. . The CityThe City fufu
into this Agreement for thAgreement for th
nt described in the Rt describe
Bonds, the suBond
yy’s requ’s
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 3
interest payment date that occurs no earlier than 10 years from the dated date of the City
Bonds. To confirm the terms of the City Bonds and the TWDB Bonds, the City shall execute
this Agreement.
To mutually assure the performance of the Parties under this Agreement, the Parties agree
that the issuance and delivery of the TWDBBonds and the issuance and delivery of the City’s
Bonds to TWDB must occur not more than sixty-four (64) days apart as reflected in
Attachment C. Failure by the Cityto issue and deliver to the TWDB the City’s Bonds will result
in the City being liable to the TWDB for the stipulated damages agreed to by the Parties in
Section 3 of this Agreement.
SECTION 3. BINDING COMMITMENT. The TWDB agrees to take all necessary steps to issue
the TWDB Bonds for the purposes described in this Agreement and in the Resolution upon
receipt of this Agreement, which shall be signed and delivered by the City to the Executive
Administrator of the TWDB at least seventeen (17) days before the initiation of the pricing
of the TWDB Bonds, as set forth in Attachment C. The City acknowledges that the schedule
provided in Attachment C is a best estimate by the TWDB and is subject to change by the
TWDB. The TWDB expressly reserves the right to modify Attachment C at any time and
shall provide the City with an updated Attachment C as soon as practicable upon any
modification; provided that, if such modification of Attachment C occurs before the
initiation of pricing of the TWDB Bonds and such modification results in an earlier
scheduled pricing date, no such modification of Attachment C may result in the City having
fewer than five (5) days between the receipt of the modified schedule and the TWDB
posting the Preliminary Official Statement for the TWDB Bonds.
SECTION 4. BREACH OF AGREEMENT, LIQUIDATED DAMAGES.
A. The Parties agree that the City may terminate this Agreement in writing with no
penalty at any time up to fourteen (14) days before the initiation of the pricing of
the TWDB Bonds, as set forth in Attachment C.
B. The City understands and agrees that the City may terminate this Agreement in
writing between thirteen (13) days and six (6) days prior to the initiation of the
pricing of the TWDB Bonds (currently estimated to occur on September 25, 2026) as
set forth in Attachment C, provided the City agrees to reimburse the TWDB from
lawfully available funds of the City for its proportional share of transaction costs
incurred by the TWDB, such as, but not limited to, any fees or costs related to any
rating agency, financial advisor, legal counsel, or other similar party or related costs
pertaining to the TWDB Bonds in an amount not to exceed $62,826 (Transaction
Cost Payment). The City shall be obligated to pay such costs to the TWDB no later
than March 4, 2027.
C. The City understands and agrees that the City may terminate this Agreement in
writing within five (5) days prior to the initiation of the pricing of the TWDB Bonds
as set forth in Attachment C and no later than 9:00 am Central Standard Time on the
DRAFT
liablab
is Agreemgreem
3. BINDING COMMITINDING COMM
D
WDB Bonds for the purposeBonds for the purp
pt of this Agreement, which shpt of this Agreement, which sh
strator of the TWDB at least sestrator of the TWDB at least s
DBDB Bonds, as set forth in AttachBonds, as set forth in Attac
Attachment C is a best estimate Attachment C is a best estimat
DB expressly reserves the rightsly reserves the r
ityy with an updated Attachmenwith an updated Atta
ed that, if such modification of Aed that, if such modi
ee TWDBTWDB Bonds and such modiB
such modification of Attachmenh modification of Attachm
een the receipt of the modified en the receipt of the mod
Statement for the Statement for TWDBTWD Bonds
, LIQUIDATED DAMAGES. , LIQUIDATED DAMAGES. AFerminate this Agreement in wrerminate this Agreement in w
days before the initiation of thdays before the initiation of th
nt C. nt C.
may terminate this Agreement imay terminate this Agreement
ys prior to the initiation of thenitiation of the
ccur on September 25, 20eptember 25, 20
imburse the TWDB mburse t
re of transactire of
costs rec
arty
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 4
day before the TWDB Bond Pricing, provided the City agrees to pay to the TWDB
from lawfully available funds 1.0 percent of the amount of the commitment
authorized in Section 1 of this Agreement (Pre-pricing Termination Payment), and
additionally shall reimburse the TWDB from lawfully available funds of the City its
Transaction Cost Payment. The City shall be obligated to pay such costs to the TWDB
no later than March 4, 2027. The City understands and agrees that termination
under this section will result in a total penalty amount of $635,226.
D. The City understands and agrees that TWDB would suffer and incur severe and
irreparable damages if the City Bonds are not issued and delivered. Failure to issue
the City Bonds by the date specified in Attachment C, as contemplated in this
Agreement, shall be a breach of this Agreement and the City shall pay, from lawfully
available funds of the City, a “Post-pricing Termination Payment” to the TWDB. The
Post-pricing Termination Payment shall be an amount equal to 5.0 percent of the
amount of the commitment authorized in Section 1 of this Agreement. The City shall
pay the Post-pricing Termination Payment to the TWDB no later than March 4,
2027. The City shall also reimburse the TWDB from lawfully available funds of the
City, its Transaction Cost Payment, plus the City's proportional share of the
underwriters' discount incurred by the TWDB, no later than March 4, 2027. The City
understands and agrees that failure by the City to issue the City Bonds by the date
specified in Attachment C, will result in a total penalty amount pursuant to this
section not to exceed $3,196,716.
SECTION 5. AMORTIZATION STRUCTURE. The City shall provide the TWDB a maturity
schedule in the form set forth in Attachment B at the time of execution of this Agreement. A
final amortization structure will be required at least fourteen (14) days before the
initiation of pricing of the TWDB Bonds in accordance with the provisions of this
Agreement. The par amount included in Attachment B may be revised, subject to approval
by the Executive Administrator of the TWDB, at any time up to the fourteenth (14) day
before the initiation of pricing of the TWDB Bonds with no penalty.
The final amortization schedule adopted by the City as included in the City’s Private
Placement Memorandum and Bond Resolution must reflect the final amortization structure
set forth in Attachment B. The City must provide the TWDB a final amortization schedule at
least seven (7) days prior to adoption of City’s Bond Resolution. To the extent the
amortization schedule included in Attachment B does not match the amortization schedule
included in the finally adopted bonds, the City will be subject to the damages described
above in Section 4D.
SECTION 6. CONTINGENCIES AND TERMINATION.
A. The Parties agree that the TWDB’s obligation to purchase the City’s Bonds with
theTWDB Bond proceeds is contingent upon the TWDB receiving all legally required
approvals for the issuance of the TWDB Bonds from the Legislative Budget Board, the
Bond Review Board, and the Texas Attorney General. The TWDB’s obligation to
DRAFT
underde
able damae dama
City Bonds by thBonds by th
greement, shall be a bement, shall be a
available funds of the Cityailable funds of the
PostPost--pricing Termination Papricing Termination Pa
amount of the commitment autamount of the commitment au
y the Posty the Post-pricing Termination pricing Termination
The CityThe City shall also reimburse tshall also reimburse
Transaction Cost Payment, plusn Cost Payment, p
rs' discount incurred by the TWs' discount incurred by
nd agrees that failure by the nd agrees that failu Ci
chment C, will result in a total pchment C, w
d $3,196,7163,19 .
RUCTURERUCTURE. The . Th Cityty shall providshAtachment B at the time of executachment B at the time of exec
quired at least fourteen (14) daquired at least fourteen (14) d
n accordance with the provisioaccordance with the provisio
achment B may be revised, subachment B may be revised, su
at any time up to the fourteenthat any time up to the fourteent
ds with no penalty. ds with no penalty
included in the i City’ss Private Private
ect the final amortization strucortization stru
a final amortization schedmortization sched
n. To the extent the To the e
he amortizatiohe a
damagesda
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 5
purchase the City’s Bonds with the TWDB is also contingent upon the purchase and
delivery of the TWDB Bond proceeds by the underwriters pursuant to the Bond
Purchase Agreement relating to the TWDB Bonds.
Accordingly, if any contingency described in the preceding paragraph above is unmet,
the TWDB, upon delivery of written notice thereof to the City, may extend or terminate
this Agreement together with all of its obligations and duties without incurring any
cost, fee, or penalty for either the TWDB or the City.
B. The Parties agree that the City's obligation to issue and deliver the City Bonds is
contingent upon approval by the Texas Attorney General of the City Bonds. The City
agrees to use its best efforts to obtain approval by the Texas Attorney General of the
City Bonds to satisfy the closing requirements set forth in Section 2 of this Agreement.
To this end, the City agrees as follows:
(1)City shall timely file the transcript of proceedings for the City Bonds with the Texas
Attorney General in accordance with the schedule contained in Attachment C;
(2)City shall comply with the requirements and conditions contained in the Resolution;
(3)City shall provide the TWDB with a copy of the preliminary approval letter from the
Texas Attorney General promptly upon receipt;
(4)City shall provide the TWDB with a copy of its responses to the preliminary
approval letter concurrently with the submission of such responses to the Texas
Attorney General; and
(5)City shall allow TWDB to brief the Texas Attorney General on any issues noted in the
preliminary approval letter and initiate or participate in conferences with the Texas
Attorney General related to the approval of the City Bonds.
Accordingly, if, after the City employs its best efforts to obtain approval by the Texas
Attorney General and such approval cannot be obtained by the date specified in
Attachment C, the TWDB, as a matter of law, at its sole discretion, may terminate this
Agreement and upon termination the City shall pay, from any of its lawfully available funds,
the Post-pricing Termination Payment no later than March 4, 2027, as provided in Section
4D. The City shall also reimburse the TWDB from lawfully available funds of the City its
Transaction Cost Payment plus the City's proportional share of the underwriters' discount
no later than March 4, 2027. The City understands and agrees that if the City does not
obtain approval from the Texas Attorney General and issue its City Bonds by the date
specified in Attachment C, it will be subject to total damages pursuant to this section not to
exceed $3,196,716.
SECTION 7. REDEMPTION OF OUTSTANDING DEBT. Proceeds of the City Bonds shall not be
used, in whole or in part, to redeem outstanding bonds, commercial paper, or other
DRAFT
s agree tharee th
ent upon approvupon appro
es to use its best efforuse its best effo
ty Bonds to satisfy the closionds to satisfy the c
o this end, the o this en City agrees as fogrees as fo
yy shall timely file the transcriptshall timely file the transcrip
ney General in accordance withney General in accordance wit
omply with the requirements anmply with the requirem
e the TWDB with a copy of the pe the TWD
eral promptly upon receipt;l promptly upon receipt;
DB with a copy of its responsesDB with a copy of its
y with the submission of such rey with the submission of such r
exas Attorney General on any isexas Attorney General on any i
e or participate in conferences we or participate in conferences
of the Cityof the Cit Bonds.nds.
o obtain approval by the Texas o obtain approval by the Texas
by the date specified incified i
etion, may terminate this y terminate this
of its lawfully availabf its lawfu
77, as provided, as
funds of tfun
erw
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 6
obligations issued by the City. The City agrees that it will not take or fail to take any action
that will cause the TWDB Bonds to be considered to be advance refunding bonds under
Section 149(d) of the Internal Revenue Code of 1986, as amended.
SECTION 8. NOTICES. All notices, agreements or other communications required by this
Agreementwillbe given, and willbe deemed given, when delivered in writing to the address,
facsimile, or email of the identified Party or Parties set forth below:
Texas Water Development Board
Development Fund Manager
P.O. Box 13231
Austin, Texas 78711-3231
Telephone (512) 475-4584
Facsimile (512) 475-2053
City of Denton
Attn: <<ENTITY CONTACT>>
<<ENTITY ADDRESS>>
Telephone:
Facsimile:
E-mail:
SECTION 9. SEVERABILITY. In the event any provision of this Agreement is held illegal,
invalid or unenforceable by any court of competent jurisdiction, such holding will not
invalidate, render unenforceable or otherwise affect any other provisions.
SECTION 10. AMENDMENTS, SUPPLEMENTS AND MODIFICATIONS. Other than the changes
allowed under Section 3 and Section 5, this Agreement may be amended, supplemented, or
modified only in a writing executed by duly authorized representatives of the Parties.
SECTION 11. APPLICABLE LAW. This Agreement and any amendments will be governed by
and construed in accordance with the laws of the State of Texas.
SECTION 12. STATE AUDIT. By executing this Agreement, the City accepts the City of the
Texas State Auditor's Office to conduct audits and investigations in connection with all state
funds received pursuant to this Agreement. The City must comply with any directive from
the Texas State Auditorand willcooperate in any such investigation or audit. The Cityagrees
to provide the Texas State Auditor with access to any information the Texas State Auditor
considers relevant to the investigation or audit.
SECTION 13. FORCE MAJEURE. Either Party to this Agreement may be excused from
performance under this contract for any period when performance is prevented as the result
of an act of God, strike, war, civil disturbance, or epidemic, provided that the Party
experiencing the event of Force Majeure has prudently and promptly acted to take any and
all steps that are within the Party’s control to ensure performance and to shorten the
duration of the event of Force Majeure. The Party suffering an event of Force Majeure must
provide notice of the event to the other Party as soon as practicable but not later than five
business days after the event. Subject to this provision, such nonperformance will not be
deemed a breach or a ground for termination.
SECTION 14. EFFECTIVE DATE. This Agreement is effective as of the date of the last
signature below.
DRAFT
Develovel
nt Fund Maund M
1323131
n, Texas 78711xas 78 -3231231
ephone (512) 4one (5 75-4584584
csimile (512) csimile (475-205353DR99. SEVERABILITY. SEVERABILITY. In the evenn the eveDRnenforceable by any court of enforceable by any court o
er unenforceable or otherwise rceable or otherw
MENTS, SUPPLEMENTS AND MMENTS, SUPPLEMRAand Section 5, this Agreementand Secti
executed by cute duly authorized reporized
This AgreementThis Agreement and any amenand
he laws of the State of Texas.he laws of the State of Texas.
ng this Agreementhis Ag t,t,the Citythe City accac
ts and investigations in connects and investigations in conne
he he City mustmust comply withcomply with any any
such investigation or audit. Thesuch investigation or audit. Th
ny information the ny informat Texas StatSta
reement may be excusemay be excuse
nce is prevented as nce is pre
provided thapro
y acted ty
an
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 7
SECTION 15. BINDING AGREEMENT. The execution of this Agreement has been authorized
by the governing boards of both Parties. The individuals executing this Agreement have the
legal City to bind each respective Party to the terms and conditions of this Agreement. The
respective commitments of the TWDBand the Cityset forth aboveisbinding upon the TWDB
and the City upon both Parties’ execution of this Agreement.
[Remainder of Page Intentionally Left Blank]
DRAFT
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 8
EXECUTED in multiple counterparts, each of which shall be deemed to be an original.
CITY OF DENTON
By: _____________________________________________
Name: <<RESPONSIBLE OFFICIAL>>
Title: <<TITLE>>
Date: _______________________________
DRAFT
_______________________________
DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL
City of Denton
Financing Agreement
Page 9
TEXAS WATER DEVELOPMENT BOARD
By: _____________________________________________
Name: Bryan McMath
Title: Executive Administrator
Date: __________________________
DRAFT
________
Attachment A, Page 1 of 10
ATTACHMENT A
TWDB RESOLUTION NO. 24-048
DRAFT
Attachment A, Page 2 of 10
Attachment A, Page 3 of 10
Attachment A, Page 4 of 10
Attachment A, Page 5 of 10
Attachment A, Page 6 of 10
Attachment A, Page 7 of 10
Attachment A, Page 8 of 10
Attachment A, Page 9 of 10
Attachment A, Page 10 of 10
Attachment B, Page 1 of 1
ATTACHMENT B
DESCRIPTION OF BORROWER BONDS
Title of Borrower Bonds:
Project Name:
Project Number:
Aggregate Principal Amount of Borrower Bonds:
Anticipated Closing Date:
Dated Date:
First Principal Payment Date:
First Interest Payment Date:
Interest Accrual Date:
Maturity Schedule:
DRAFT
mber:er:
egate Principal Amount ofe Principal Amoun
pated Closing Date: pated Closing Date:
yment Date: ment Date:
t Date: t Date:
Attachment C, Page 1 of 2
ATTACHMENT C
FINANCING SCHEDULE*
DRAFT
ATTACHMENT C
FINANCING SCHEDULE*
DATE ACTION
07/23/2026 TWDB approval of commitments
09/7/2026 Labor Day Holiday**
09/4/2026
Financing agreement – last day to execute
(19 calendar days prior to initiation of pricing)
09/9/2026
Financing agreement (Sec. 4A) - last day political subdivisions can terminate
without penalty
(14 calendar days prior to initiation of pricing)
09/9/2026
Financing agreement (Sec. 5) - last day political subdivisions can modify
maturity schedule
(14 calendar days prior to initiation of pricing)
09/17/2026
Financing agreement (Sec. 4B) - last day political subdivisions can terminate
with costs of issuance (6 calendar days prior to initiation of pricing)
09/21/2026
Financing agreement (Sec. 4C) - before 9:00 a.m. CDT political subdivisions can
terminate with costs of issuance and 1% penalty (1 calendar day prior to
pricing).
09/22/2026 TWDB bond pricing initiation (pre-pricing begins)
09/24/2026
-
09/25/2026 TWDB bond pricing
10/1/2026 TWDB approves interest rates available to political subdivisions
10/9/2026 TWDB bond closing (political subdivisions must close within 56 calendar days)
10/10/2026
to
12/11/2026 Closings on political subdivision obligations
10/12/2026 Columbus Day Holiday (TWDB open)**
Various Political subdivisions adopt bond resolutions and/or master agreements
Various
Political subdivisions submit transcripts to Texas Attorney General in
preparation of closing
11/11/2026 Veteran's Day Holiday**
11/26/2026 Thanksgiving Holiday**
11/27/2026 Thanksgiving Holiday**
12/11/2026 Last day to close on political subdivision obligations
12/11/2026
Financing agreement (Sec. 4D) - penalty applied to any political subdivision
failing to issue debt
Start of post - pricing termination payment period (includes costs of issuance,
underwriters’ discount and 5% penalty)
03/4/2027 Last due date for payment of penalties
*Preliminary, subject to change
**State agency holidays are reflected to show when TWDB is closed; they are counted towards
deadlines.
Attachment C, Page 2 of 2
FTs to Texas Attorney General in s to Texas Attorney General in
DRAFT
026
Financnan
without pwithout
((1414 calendaend
DD//99//2022026
Financing aagreegr
maturity schedule sche
(14 calendar ndar days priprDDDD2266
Financing ancing agreement (Segreement (Se
with costs of iwith costs ssuance (ssuance (6 ca6 cDDDRDFinancing aFinancing agreement (Sec. 4C) greement (Sec. 4
terminate e with cwith costos of issuance af issu
cing). cing). DDDRD
BB bond pricing ibond prici nitiation (pre-pRAricingricRAnterest rates available to politicalnterest rates available to politicaRA
(political subdivisions must close (political subdivisions must closeAFion obligationsion obligationsAF
pen)**penAF
solutions and/or master agreemesolutions and/or master agreemFTFTFTTTssTticT