Resolution No. 04-25 (Verrado District 1) CFD Final.pdf

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RESOLUTION NO. 04-25 
A RESOLUTION OF THE BOARD OF DIRECTORS OF VERRADO DISTRICT 1 
COMMUNITY FACILITIES DISTRICT (CITY OF BUCKEYE, ARIZONA) 
APPROVING RELEASE OF THE STANDBY CONTRIBUTION AGREEMENT 
RELATING TO THE DISTRICT’S GENERAL OBLIGATION REFUNDING 
BONDS, SERIES 2017. 
 
 
BE IT RESOLVED by the Board of Directors (the “Board”) of Verrado District 1 
Community Facilities District (City of Buckeye, Arizona) (the “District”) as follows: 
 
 
Section 1. 
Findings. 
 
(a) 
The Board has previously issued its District General Obligation Refunding 
Bonds, Series 2017 (the “Prior Bonds”) and entered into a Standby Contribution Agreement (the 
“Standby Contribution Agreement”) with DMB White Tank, LLC (the ”Developer”) and Zions 
Bank, a Division of BZ, National Association, as trustee, with respect to the Prior Bonds (the 
“Trustee”). 
 
(b) 
The Board may release the Standby Contribution Agreement upon its 
satisfaction that the conditions set forth in Section 6.04 of the Indenture of Trust and Security 
Agreement under which the Prior Bonds were issued (the “Prior Indenture of Trust”) and Section 
1.15 of the Standby Contribution Agreement have been fulfilled. 
 
(c) 
The District’s “Issuer Representative” (as defined in the Prior Indenture of 
Trust), in consultation with Hilltop Securities Inc. (the “Municipal Advisor”), has reviewed the 
calculations provided by the Developer in its letter to the Municipal Advisor dated October 7, 
2025 (the “Release Calculations”), attached as Exhibit A hereto and incorporated herein by 
reference, and has recommended the release of the Standby Contribution Agreement as of 
November 18, 2025 (the “Release Date”). 
 
Section 2. 
Release of Standby Contribution Agreement. The Board hereby: (a) 
releases, as of the Release Date, in full the Standby Contribution Agreement based upon its 
receipt of the recommendation from the Issuer Representative that the Release Calculations 
satisfy the release conditions set forth in Section 6.04 of the Prior Indenture and Section 1.15 of 
the Standby Contribution Agreement, (b) directs the Trustee to release the Standby Contribution 
Agreement as of the Release Date, and (c) directs the Issuer Representative to provide a copy 
of this resolution, as notice of satisfaction of the release conditions and release of the Standby 
Contribution Agreement as of the Release Date, to all parties as set forth in Section 1.2 of the 
Standby Contribution Agreement. 
 
Section 3. 
Severability. If any section, paragraph, clause, or provision of this 
resolution shall for any reason be held to be invalid or unenforceable, the invalidity or 
unenforceability of such section, paragraph, clause, or provision shall not affect any of the 
remaining provisions hereof. 
 
Section 4. 
Amendment. This resolution may only be amended as provided by the 
terms of the Prior Indenture of Trust.

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Section 5. 
Effective Date. This resolution shall be effective immediately. 
 
PASSED AND ADOPTED by the District Chair and Board of Directors of the Verrado 
District 1 Community Facilities District (City of Buckeye, Arizona) on November 18, 2025. 
 
 
 
 
 
 
VERRADO DISTRICT 1 COMMUNITY FACILITIES 
 
 
 
 
 
DISTRICT (CITY OF BUCKEYE, ARIZONA) 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Chair, District Board 
 
ATTEST: 
 
 
 
 
 
 
 
 
 
District Clerk 
 
 
APPROVED AS TO FORM: 
 
 
 
 
 
 
 
 
 
Gust Rosenfeld P.L.C. 
Bond Counsel 
 
 
Attachment: 
Exhibit A: 
Request for Release of Standby Contribution Agreement and Release 
 
 
Calculations 
 
 
CERTIFICATION 
 
 
I, Lucinda J. Aja, the duly appointed District Clerk of the Verrado District 1 Community 
Facilities District (City of Buckeye, Arizona), do hereby certify that the above and foregoing 
Resolution No. 04-25 (Verrado District 1), was duly passed by the Board of Directors of Verrado 
District 1 Community Facilities District (City of Buckeye, Arizona) at a regular meeting held on 
November 18, 2025, and the vote was ____ayes, ____nays, ____ recused, and ____ were 
absent, and that the Chair and ____ Board Members were present thereat. 
 
 
DATED:   November 18, 2025. 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Lucinda J. Aja, District Clerk

EXHIBIT A 
Request for Release of Standby Contribution Agreement and Release Calculations 
(consisting of 4 pages)

BERENS BLONSTEIN PLC 
 
 
Attorneys at Law 
 
 
  
 
7033 East Greenway Parkway, Suite 210, Scottsdale, Arizona  85254 
 
Telephone (480) 624-2775 · Facsimile (480) 607-2215 ·  mberens@berensblonstein.com 
 
Matthew R. Berens, Attorney at Law 
 
 
October 7, 2025 
 
Via Email:  Janelle.Gold@hilltopsecurities.com 
 
Janelle Gold 
Senior Vice President 
Hilltop Securities Inc. 
4455 E. Camelback Rd. 
Building E, Suite 280 
Phoenix, AZ 85018 
 
 
RE: 
Verrado District 1 Community Facilities District (the “District”) 
Request for Termination and Release of Standby Contribution Agreement 
 
Dear Janelle: 
 
As you know, this firm represents DMB White Tank, LLC, which is the “Developer” under 
that certain Development, Financing Participation and Intergovernmental Agreement for the 
District, dated June 19, 2001, and recorded July 3, 2001, in the Official Records of the Maricopa 
County, Arizona Recorder at Document No. 2001-0594335, as amended (the “CFD 
Development Agreement”).  This letter is sent to Hilltop Securities Inc. as the “Issuer 
Representative.”  Defined terms used herein have the meaning set forth in the CFD Development 
Agreement and/or the Standby Contribution Agreement as defined below. 
 
In connection with the issuance by the District of certain General Obligation Refunding 
Bonds, Series 2017, Developer, as “Developer,” District, as “Issuer,” and Zions Bank, a Division 
of ZB, National Association, as “Trustee,” entered into that certain Standby Contribution 
Agreement dated as of March 1, 2017 (the “Standby Contribution Agreement”), whereby 
Developer agreed to make certain payments in the event certain events failed to occur.  To date, 
there has been no requirement for Developer to make any payment in connection therewith.   
 
The Standby Contribution Agreement provides for termination, particularly when the 
events specified in Section 1.15(B) have occurred and when requested by Developer. Attached 
hereto as Attachment 1 is a copy of Section 1.15 of the Standby Contribution Agreement for ease 
of reference. Such Section 1.15 is the same as the requirements for “release” as set forth in Section 
6.04 of the Indenture of Trust and Security Agreement utilized in the Series 2017 issuance.  In 
connection with such provisions, and as further modified below, Developer hereby requests the 
termination and release of the Standby Contribution Agreement effective as of the approval of 
this request. 
 
For District’s/Issuer’s review, attached hereto as Attachment 2 is the analysis showing that 
for tax years 2023 through 2025, the required level of tax payments for the District have been

Janelle Gold 
October 7, 2025 
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received as required for such termination and release.  In fact, the payments would far exceed the 
amounts required if calculated at the maximum allowed rate of $3.00 per $100 of Net Assessed 
Value of the Full Cash Value.  Such excess is even more evident when you consider that the 
calculation in Attachment 2, incorporates the average annual District “Service Fees”(calculated 
at the average of the last two years available), but does not take into account that such Service 
Fees are paid by the $0.30 Operating and Maintenance Tax levied by the District.  Such 
calculation is something that is within the literal language of the Standby Contribution 
Agreement, but was probably not the intent of the parties once such “O&M Tax” was collected 
in sufficient amounts to pay such Service Fees.  The attached analysis should be the “reasonably 
satisfactory evidence” required to cause the District/Issuer to terminate and release the Standby 
Contribution Agreement. Developer is, of course, ready to assist the Issuer Representative in its 
review of the matters set forth. 
 
While the conditions for release and termination have been met, such release and 
termination may also positively impact the ability of the District to secure the lowest possible 
interest rate on any future refunding bonds.  As analyzed by the underwriter, the interest rate 
available could be impacted by the failure to terminate the Standby Contribution Agreement for 
several different reasons.  First, Standby Contribution Agreements are significantly less common 
in today’s market then they were 25 years ago when CFDs in Arizona were first issuing 
bonds.  Investors today are less familiar with Standby Contribution Agreements and in some 
cases, it may cause an investor to simply not consider buying the refunding bond at all or doing 
the credit analysis that is required to make a decision with regard to investing in the new refunding 
bonds.  Additionally, most bond insurance companies will not consider a bond that has a Standby 
Contribution Agreement in place. Bond Insurance Companies, like a lot of investors, do not 
understand or like the Standby Contribution Agreements and as a result, in most cases, will not 
offer to insure the bonds covered by such an agreement.  We believe that the next series of 
refunding bonds, if issued for the District, will qualify for bond insurance which we expect to 
significantly lower the costs of borrowing on the refunding bonds and will result in less interest 
paid on the refunding bonds resulting in savings to the residents of the District.  Please note, that 
we believe that even if possible future refunding bond issuances are taken into account, the 
conditions for termination and release will still be met due to the increase in the assessed value 
within the District. 
 
We look forward to working with Issuer Representative and with the District/Issuer in 
documenting the termination and release of the Standby Contribution Agreement as requested. 
 
Sincerely, 
 
Matthew R. Berens 
 
cc via email: Andrew McGuire, Esq. amcguire@gustlaw.com 
 
  Counsel for the District 
 
 Larry Price lprice@buckeyeaz.gov 
 
  Special Districts and Debt Manager, City of Buckeye

Standby Contribution Agreement 
 
 
 
 
 
 
Attachment 1

Attachment 2