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HomeMy WebLinkAboutReso 2000-296 RESOLUTION NO. 2000-296 RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF DOCUMENTS RELATING TO THE SALE AND DELIVERY OF NOT TO EXCEED $27,000,000 CERTIFICATES OF PARTICIPATION, SERIES A OF 2000 (2000 FINANCING PROJECT), AND AUTHORIZING CERTAIN DOCUMENTS AND DIRECTING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the City of Chula Vista (the City) is a municipal corporation and a chartered city duly organized and existing under and pursuant to the Constitution and laws of the State of Califomia (the State); and WHEREAS, the City desires to acquire and construct certain new projects and acquire certain property and equipment including a corporate yard and an emergency communications system (collectively, the "Project"); and WHEREAS, the City wishes to enter into certain leases and authorize the sale of Certificates of Participation, Series A of 2000 (2000 Financing Project) (the "Certificates") under the Trust Agreement described below in order to finance the Project, and WHEREAS, the City, in order to facilitate the issuance of the Certificates intends to lease to the Authority certain real property (collectively, the "Site") set forth in Exhibit A to the Site Lease (as defined below) and to lease the Site back from the Authority pursuant to the Lease (as defined below); and WHEREAS, all acts, conditions and things required by the Constitution and laws of the State to exist, to have happened and to have been performed precedent to and in connection with the consummation of the financing authorized hereby do exist, have happened and have been performed in regular and due time, form and manner as required by law, and the City is now duly authorized and empowered, pursuant to each and every requirement of law, to consummate such financing for the purpose, in the manner and upon the terms herein provided; and NOW, THEREFORE, it is resolved by the City Cotmcil of the City of Chula Vista as follows: SECTION 1. Findings. The City Cotmcil hereby specifically finds and declares that each of the statements, findings and determinations of the City set forth in the recitals set forth above and in the preambles of the documents approved herein are true and correct and that the financing of the Project will result in significant public benefits for the residents of the City. SECTION 2. Authorization of Certificates. The City Council hereby expresses its intention of financing all or a portion of the acquisition, construction, and installation of the Project through the preparation, sale and delivery of Certificates in an amount not to exceed $27,000,000. Resolution 2000-296 Page 2 SECTION 3. Lease/Purchase Agreement. The form of the Lease/Purchase Agreement between the City and the Chula Vista Public Financing Authority (the "Authority"), dated as of September 1, 2000 (the "Lease"), presented to this meeting and on file with the City Clerk (the "Clerk"), is hereby approved. Each of the Mayor of the City (the "Mayor"), the City Manager of the City (the "City Manager") and the Deputy City Manger/Director of Finance of the City (the "Deputy City Manager") or their designees (collectively, the "Authorized Officers"), is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Authority the Lease in substantially said form, with such changes therein as such officer or person or persons may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof by one or more of such officers. SECTION 4. Appointment. U.S. Bank Trust National Association is appointed trustee (the "Trustee") under the Trust Agreement (defined below) SECTION 5. Trust A~reement. The form of the Trust Agreement, dated as of September 1, 2000 (the "Trust Agreement"), among the City, the Authority and the Trustee, presented to this meeting and on file with the Clerk, is hereby approved. Each of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Authority and the Trustee the Trust Agreement in substantially said form, with such changes therein as the Authorized Officers executing the Trust Agreement may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 6. Assignment Agreement. The Assignment Agreement dated September 1, 2000 between the Trustee and the Authority in the form on file with the City Council is hereby approved for execution and delivery by the Authority. SECTION 7. Notice Inviting Bids. The Notice Inviting Bids is approved and the City's Financial Advisor is authorized to solicit bids for the sale of the Certificates by publishing once in a newspaper of general circulation in the State of Califoruia, not less than 15 days prior to receipt of bids, a short form of the Notice Inviting Bids and to mail to prospective purchasers of the Certificates the Notice Inviting Bids. The Deputy City Manager and his designee are authorized, on behalf of the City, to accept the bid of the lowest responsible bidder for the Certificates providing that (a) the principal amount of the Certificates does not exceed $27,000,000 and (b) the true interest cost of the Certificates does not exceed 7.5% per annum. The sale may be conducted through electronic means if the Director of Finance of the City determines that such process will assist the City in obtaining the lowest interest cost for the Project. SECTION 8. Bond Insurance. The Deputy City Manager and his designee are hereby authorized to (i) solicit bids on a municipal bond insurance policy, (ii) to negotiate the terms of such policy, (iii) to finalize, if appropriate, the form of such policy with a municipal bond insurer and (iv) if it is determined that the policy will result in interest rate savings for the City, to pay the insurance premium of such policy from the proceeds of the issuance and sale of the Certificates. Resolution 2000-296 Page 3 SECTION 9. Preliminary Official Statement. The form of the Preliminary Official Statement, presented to this meeting and on file with the Clerk, is hereby approve& The Deputy City Manager and his designee are hereby authorized to make such changes to the Preliminary Official Statement as are necessary to make it final as of its date and are authorized and directed to execute and deliver a certificate deeming the Preliminary Official Statement final as of its date in accordance with Rule 15c2-12 promulgated under the Securities Exchange Act of 1934. The Authorized Officers are hereby authorized and directed to execute, approve and deliver the final Official Statement in the form of the Preliminary Official Statement with such changes, insertions and omissions as the Authorized Officers executing said document may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 10. Continuing Disclosure Agreement. The form of the Continuing Disclosure Agreement between the City and the Trustee (the "Continuing Disclosure Agreement"), presented to this meeting and on file with the Clerk, is hereby approved. Each of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Trustee the Continuing Disclosure Agreement in substantially said form, with such changes therein as such Authorized Officers executing such document may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 11. Site Lease. The form of the Site Lease, dated as of September 1, 2000 (the "Site Lease"), between the Authority and the City, presented to this meeting and on file with the Clerk, is hereby approved. Each of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Authority the Site Lease in substantially said form, with such changes therein as such Authorized Officers executing such document may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 12. Attestations. The Clerk or persons as may have been designated by the City Manager are hereby authorized and directed to attest the signature of the Authorized Officers designated herein to execute any documents described herein, and to affix and attest the seal of the City, as may be required or appropriate in connection with the execution and delivery of the Lease, the Trust Agreement, the Continuing Disclosure Agreement, the Site Lease and the Official Statement. SECTION 13. Reimbursement of Costs. The City hereby states its intention and reasonably expects to incur certain costs related to the Project prior to the execution and delivery of the Certificates and to reimburse itself with proceeds of the Certificates for such costs. This resolution is being adopted not later than 60 days after the date (the "Expenditures Date or Dates") that the City expended monies for the costs of the Project to be reimbursed from proceeds of the Certificates. The expected date of issue of the Certificates will be within eighteen months of the later of the Expenditure Date or Dates and the date the Project is placed in service. Proceeds of the Certificates to be used to reimburse for Project costs are not expected to be used, within one year of reimbursement, directly or indirectly to pay debt service with respect to any obligation (other than to pay current debt service coming due within the next succeeding one year period on any tax-exempt obligation of the City m "~ T Resolution 2000-296 Page 4 (other than the Certificates) or to be held as a reasonably required reserve or replacement fund with respect to an obligation of the City or any entity related in any manner to the City, or to reimburse any expenditure that was originally paid with the proceeds of any obligation, or to replace funds that are or will be used in such manner. This resolution is consistent with the budgetary and financial circumstances of the City, as of the date hereof. No monies from sources other than the Certificates are, or are reasonably expected to be, reserved, allocated on a long-term basis, or otherwise set aside by the City (or any related party) pursuant to their budget or financial policies with respect to the Project costs. This resolution is adopted as official action of the City in order to comply with Treasury Regulation § 1,150-2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement to the City of Project costs incurred prior to the date of the execution and delivery of the Certificates, is part of the City's official proceedings, and will be available for inspection by the general public at the main administrative office of the City. SECTION 14. Other Actions. The Authorized Officers are each hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which each may deem necessary or advisable (including the payment of a premium for a municipal bond insurance policy, a debt service surety bond, or other form of credit enhancement) in order to consummate the sale, execution and delivery of the Certificates and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution, the Certificates, the Lease, the _..~. Trust Agreement, the Continuing Disclosure Agreement, the Site Lease, the Preliminary Official Statement, and the Official Statement. Such actions heretofore taken by such officers or designees are hereby ratified, confirmed and approved. In the event that it is determined by the Deputy City Manager, or his designee, that there are limitations or restrictions on the ability of the City to lease any portion of the Site as contemplated by the Site Lease and the Lease, the Deputy City Manager, or his designee, may designate other real property of the City to be leased pursuant to the Site Lease and the Lease with such designation to be conclusively evidenced by the execution and delivery of the Site Lease and the Lease by one or more of the Authorized Officers. SECTION 15. Effect. This Resolution shall take effect immediately upon its passage. Presented by Approved as to form by Deputy City Manager A ny C.~ ')~ Resolution 2000-296 Page 5 PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 15th day of August, 2000, by the following vote: AYES: Councilmembers: Davis, Moot, Padilla, S alas, and Horton NAYS: Councilmembers: None ABSENT: Councilmembers: None Shirley Horto~/zMayor ATTEST: Susan Bigelow, City Clerk ..-~ STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) CITY OF CHULA VISTA ) I, Susan Bigelow, City Clerk of Chula Vista, California, do hereby certify that the foregoing Resolution No. 2000-296 was duly passed, approved, and adopted by the City Cotmcil at a regular meeting of the Chula Vista City Council held on the 15th day of August, 2000. Executed this 15th day of August, 2000. Susan Bigelow, City Clerl~