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CLOSING MEMORANDUM
$311,160,000
CITY OF SAN ANTONIO, TEXAS
WATER SYSTEM REVENUE REFUNDING BONDS, SERIES 2007
1) Prior to 9:00 A.M., Central Time, on Thursday, February 22, 2007, the San Antonio Water System
(“SAWS”) will wire-transfer $28,488,763.47 representing SAWS’ cash contribution towards accrued interest
on the commercial paper notes and the redemption of the Series 1997 and Series 2002-A bonds to be paid or
redeemed with certain proceeds of the $311,160,000 City of San Antonio, Texas Water System Revenue
Refunding Bonds, Series 2007 (the “Bonds”) to U.S. Bank National Association, Houston, Texas (the “Bank”),
the paying agent/registrar and escrow agent, pursuant to the wiring instructions in #2 below.
2) Prior to 9:00 A.M., Central Time, on Thursday, February 22, 2007, UBS Securities LLC, as
representative for the underwriters (the “Underwriters”) will pay the City of San Antonio, Texas (the
“Issuer”), $317,260,334.48, for the benefit of SAWS, in immediately available funds for its $311,160,000 City
of San Antonio, Texas Water System Revenue Refunding Bonds, Series 2007, computed as follows:
3) Upon receipt of the funds, the Bank will perform the following:
A) The Bank will make available $27,375,344.00 to the Division of Special Investments via
Fedwire funds for the purchase of SLGS, which will be placed in Escrow Account B of the
Escrow Agreement related to the Bonds (the “Escrow Fund”) for the payment of the
Series 2002-A Bonds.
B) The Bank will deposit $1.18 in cash in the Escrow Account B of the Escrow Fund
representing the beginning cash balance.
C) The Bank will make available $167,712,893.00 to the Division of Special Investments via
Fedwire funds for the purchase of SLGS, which will be placed in the Escrow Account A of
the Escrow Fund for the payment of the Series A Notes, as described in Exhibit A, and
the Series 1997 Bonds.
D) The Bank will deposit $146,966,957.34 in Escrow Account A of the Escrow Fund to be
applied towards the purchase of securities, delivery vs. payment, listed in Exhibit B for
the redemption of the Series A Notes, as described in Exhibit B, and the Series 1997
Bonds.
E) The Bank will deposit $942.22 in cash in the Escrow Account A of the Escrow Fund
representing the beginning cash balance.
F) The Bank will wire transfer to FGIC, the bond insurer and surety bond provider, pursuant to
the following wiring instructions, the amount of $1,515,852.18 which represents $915,007.68
premium for bond insurance and $600,844.50 representing the premium for the reserve fund
surety policy:
G) The Bank will wire transfer to JPMorgan Chase Bank, SAWS’ depository bank, pursuant to
the following wiring instructions, the amount of $1,498,357.01 as accrued interest for deposit
into the Revenue Bond, Interest and Sinking Fund:
H) The Bank will retain $2,800.00 representing the first year fees for Paying Agent and Escrow
Agent services.
Closing Memorandum
February 20, 2007
Page 3
I) The Bank will wire transfer to JPMorgan Chase Bank, SAWS’ depository bank, pursuant to
the following wiring instructions, the amount of $675,951.02 to the Project Fund which
represents the costs of issuance:
Reconciliation:
Sources
Amount Received from Underwriters $317,260,334.48
SAWS Contribution 28,488,763.47
Total $345,749,097.95
Uses
Deposit to the Escrow Fund $342,056,137.74
Deposit to the Debt Service Fund 1,498,357.01
Deposit to the Project Fund 675,951.02
Insurance and Surety Bond Premiums (FGIC) 1,515,852.18
Paying Agent and Escrow Agent Fees 2,800.00
Total $345,749,097.95
The Good Faith Check will be returned after the closing of the transaction.
If there are any questions regarding the above information, please do not hesitate to call Raul Villaseñor or
Anne Burger Entrekin at (210) 308-2200.
RV/vam
Enclosure
EXHIBIT A
$ 147,151,000.00 $ 146,966,957.34