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HomeMy WebLinkAboutReso 2001-340 RESOLUTION NO. 2001-340 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA, ACTiNG iN ITS CAPACITY AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 99-1 (OTAY RANCH SPA ONE-PORTIONS OF VILLAGE ONE, VILLAGE FIVE AND VILLAGE ONE WEST), AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF A SECOND SERIES OF SPECIAL TAX BONDS OF THE DISTRICT; APPROVING THE FORM OF THE FIRST SUPPLEMENTAL RESTATED BOND INDENTURE, BOND PURCHASE AGREEMENT, PRELIMINARY OFFICIAL STATEMENT; CONTINUING DISCLOSURE AGREEMENT AND OTHER DOCUMENTS, AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION WITH THE ISSUANCE OF SUCH BONDS WHEREAS, the City Council did previously conduct proceedings to form and did form a community facilities district pursuant to the terms and provisions of the "Mello-Roos Community Facilities Act of 1982," being Chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of California (the "Act") and the City of Chula Vista Community Facilities District Ordinance enacted pursuant to the powers reserved by the City of Chula Vista under Sections 3, 5 and 7 of Article XI of the Constitution of the State of California (the "Ordinance") (the Act and the Ordinance may be referred to collectively as the "Community Facilities District Law"), said Commtmity Facilities District designated as COMMUNITY FACILITIES NO. 99-1 (OTAY RANCH SPA ONE-PORTIONS OF VILLAGE ONE, VILLAGE FIVE AND VILLAGE ONE WEST) (the "District") for the purpose of financing the acquisition of certain public improvements; and WHEREAS, this City Council has previously declared its intention to issue bonds to finance the acquisition of such improvements, such bonds be issued pursuant to the terms and provisions of the Community Facilities District Law and the City of Chula Vista Statement of Goals and Policies Regarding the Establishment of Community Facilities Districts, as amended to date (the "Goals and Policies"); and WHEREAS, this City Council previously authorized the issuance of the $23,000,000 City of Chula Vista Community Facilities District No. 99-1 (Otay Ranch Spa One Portions of Village One, Village Five and Village One West) Special Tax Bonds, Series 1999 (the "Series 1999 Bonds") and approved a Bond Indenture, dated as of December 1, 1999 (the "Bond Indenture"), by and between the District and U.S. Bank Trust National Association, as fiscal agent (the "Fiscal Agent"), to establish the terms and conditions pertaining to the issuance, sale, delivery and administration of the Series 1999 Bonds; and WHEREAS, subsequent to the issuance of the Series 1999 Bonds, this City Council approved a First Supplemental Bond Indenture, dated as of February 1, 2000 (the "First Supplement Bond Indenture"), by and between the District and the Fiscal Agent to amend the Bond Indenture; and WHEREAS, subsequent to the approval of the First Supplemental Bond Indenture, this City Council approved a Restated Bond Indenture, dated February 15, 2000, and effective as of Resolution 2001-340 Page 2 March 1, 2000 (the "Restated Bond Indenture"), by and between the District and the Fiscal Agent, to consolidate the Bond Indenture and the First Supplemental Bond Indenture into a single document and to further amend such document; and WHEREAS, the provisions of the Restated Bond Indenture establish the terms and conditions pursuant to which the District may authorize the issuance of Parity Bonds (as such term is defined in the Restated Bond Indenture); and WHEREAS, at this time this City Council desires to set forth and establish the terms and conditions pertaining to the issuance, sale, delivery and administration of the Series 2001 Bonds (as defined below); and, WHEREAS, in order to implement the issuance, sale, delivery and administration of the Series 2001 Bonds, the forms of the following documents have been presented to and considered for approval by this City Council: A. First Supplemental Restated Bond Indenture by and between the District and the Fiscal Agent amending the Restated Bond Indenture to establish the terms and conditions relating to the issuance, sale, delivery and administration of the Series 2001 Bonds on a parity with the Series 1999 Bonds (the "First Supplemental Restated Bond Indenture"); B. Bond Purchase Agreement authorizing the sale of the Series 2001 Bonds to Stone & Youngberg, LLC, the designated underwriter (the "Bond Purchase Agreement"); C. Preliminary Official Statement containing information including but not limited to the District and the Series 2001 Bonds, including the terms and conditions thereof (the "Preliminary Official Statement"); and D. Continuing Disclosure agreement by and between the District and U.S. Bank Trust National Association, as dissemination agent (the "Dissemination Agent"), pursuant to which the District will be obligated to provide ongoing annual disclosure relating to the Series 2001 Bonds (the "Continuing Disclosure Agreement"); and WHEREAS, this City Council, with the aid of City staff, has reviewed and considered the First Supplemental Restated Bond Indenture, the Bond Purchase Agreement, the Continuing Disclosure Agreement and the Preliminary Official Statement and finds those documents suitable for approval, subject to the conditions set forth in this resolution; and WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Series 2001 Bonds as contemplated by this resolution and the documents referred to herein exist, have happened and have been performed or shall, by the adoption of this resolution, been ordered to have been preformed in due time, form and manner as required by the laws of the State of California, including the Community Facilities District Law and the Goals and Policies. NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: SECTION 1. Recitals. The above recitals are true and correct. Resolution 2001-340 Page 3 SECTION 2. Determinations. This legislative body hereby makes the following determinations pertaining to the proposed issuance of the Series 2001 Bonds (as defined below): A. The value of the property within District which will be subject to the special tax to pay debt service on the Bonds will be at least 4 times the principal amount of the Series 1999 Bonds, the Series 2001 Bonds and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act on property within the District or a special assessment levied on property within the District (collectively, "Land Secured Bonded Indebtedness"). The value of certain properties to be developed is, however, is less than 3 times the Land Secured Bonded Indebtedness allocable to such property. The foregoing determinations are based upon the full cash value of such properties as shown upon an appraisal of the subject properties prepared by Bruce W. Hull & Associates, a state certified real estate appraiser, as defined in Business and Professions Code Section 11340(c). Such determination was made in a manner consistent with the Goals and Policies. B. The Goals and Policies generally require that the full cash value of the properties within the District subject to the levy of the special taxes must be at least 4 times the Land Secured Bonded Indebtedness allocable to such properties. Based upon the appraised values of these properties, this provision of the Goals and Policies has been satisfied. The Goals and Policies further provide that the full cash value of each development area for which no final subdivision maps have been filed must also be at least 4 times the Land Secured Bonded Indebtedness allocable to each such property. As stated in (a) above, the full cash value of certain of the development areas is less than 4 times the Land Secured Bonded Indebtedness allocable to such properties but greater than 2.9 times such amounts. Pursuant to the Goals and Policies, the City Manager has determined, after consultation with the Assistant City Manager, the City's bond counsel, the City's financial advisor and Stone & Youngberg, LLC, the proposed underwriter of the Series 2001 Bonds (the "Underwriter"), that the value-to-debt ratio for such properties is financially prudent under the circumstances of the District. Based upon the determination of the City Manager that is set forth in the staff report related to this matter, this City Council approves the issuance of the Series 2001 Bonds. C. The terms and conditions of the Series 2001 Bonds as contained in the Restated Bond Indenture, as amended by the First Supplemental Restated Bond Indenture to provide for the issuance of the Series 2001 Bonds, are consistent with and conform to the Goals and Policies. D. As a result of the current status of development of the property within the District and the relative overall lack of diversity of ownership of property within a significant portion the District, the private sale of the Series 2001 Bonds to the Underwriter will result in a lower overall cost to the District. SECTION 2. Series 2001 Bonds Authorized. Pursuant to the Community Facilities District Law, this Resolution and the First Supplemental Restated Bond Indenture and the Restated Bond Indenture, special tax bonds of the District designated as "City of Chula Vista Community Facilities District No. 99-1 (Otay Ranch Spa One-Portions Of Village One, Village Five And Village One West) Special Tax Bonds, Series 2001" (the "Series 2001 Bonds") in an aggregate principal amount not to exceed $20,000,000 are hereby authorized to be issued on a parity with Resolution 2001-340 Page 4 the Series 1999 Bonds subject to the satisfaction of the conditions provided for in the Restated Bond Indenture for the issuance of Parity Bonds. The date, manner of payment, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms, covenants and conditions of the Series 2001 Bonds shall be as provided in the Restated Bond Indenture, as amended by the First Supplemental Restated Bond Indenture. SECTION 3. Authorization and Conditions. The Assistant City Manger and such other official or officials of the City as may be designated by this City Council to act for and on behalf of the District (an "Authorized Officer") are each hereby individually authorized and directed to execute and deliver the final form of the various documents and instruments described in this Resolution, with such additions thereto or changes therein as such Authorized Officer may deem necessary and advisable provided that no additions or changes shall authorize an aggregate principal amount of Series 2001 Bonds in excess of $20,000,000, an annual interest rate on the Bonds in excess of seven percent (7.00%) per year and a purchase price for the Bonds not less than ninety-eight and twenty five hundredths percent (98.25%) of the par amount of the Series 2001 Bonds (excluding original issue discotmt, if any). The approval of all such additions or changes shall be conclusively evidenced by the execution and delivery of such documents or instruments by an Authorized Officer, upon consultation with and review by the City Attorney and Best Best & Krieger LLP, the District's bond counsel. SECTION 4. First Supplemental Restated Bond Indenture. The form of First Supplement Restated Bond Indenture with respect to the Series 2001 Bonds as presented to this City Cotmcil and on file with the City Clerk is hereby approved. An Authorized Officer is hereby authorized and directed to cause the same to be completed and executed on behalf of the District, subject to the provisions of Section 3 above. SECTION 5. Official Statement and Continuing Disclosure Agreement. The City Council hereby approves the form of the Preliminary Official Statement as presented to this City Council and on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the Assistant City Manager or, in the absence of the Assistant City Manager, another Authorized Officer. Pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule") the Assistant City Manager or, in the absence of the Assistant City Manager, another Authorized Officer is authorized to determine when Preliminary Official Statement is deemed final, and the Assistant City Manager or such other Authorized Official is hereby authorized and directed to provide written certification thereof. The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Assistant City Manager or, in the absence of the Assistant City Manager, another Authorized Officer pursuant to the Rule, shall be conclusive evidence of the approval of the final Official Statement by the District. The City Council hereby authorizes the distribution of the final Official Statement by the Underwriters (as defined below) as the initial purchasers of the Series 2001 Bonds. The form o-i' Continuing Disclosure Agreement by and between the District and the Dissemination Agent as presented to this City Cotmcil and on file with the City Clerk is hereby approved. An Authorized Officer is hereby authorized and directed to cause the same to be completed and executed on behalf of the District, subject to the provisions of Section 3 above. Resolution 2001-340 Page 5 SECTION 6. Sale of Series 2001 Bonds. This City Council hereby authorizes and approves the negotiated sale of the Series 2001 Bonds to the Underwriter. The form of the Bond Purchase Agreement is hereby approved and an Authorized Officer is hereby authorized and directed to execute the Bond Purchase Agreement on behalf of the District upon the execution thereof by the Underwriter, subject to the provisions of Section 3 above. SECTION 7. Series 2001 Bonds Prepared and Delivered. Upon the execution of the Bond Purchase Agreement, the Series 2001 Bonds shall be prepared, authenticated and delivered, all in accordance with the applicable terms of the Act and the Restated Bond Indenture, as amended by the First Supplemental Restated Bond Indenture, and any Authorized Officer and other responsible City officials, acting for and on behalf of the District, are hereby authorized and directed to take such actions as are required under the Bond Purchase Agreement and the Restated Bond Indenture, as amended by the First Supplemental Restated Bond Indenture, to complete all actions required to evidence the delivery of the Series 2001 Bonds upon the receipt of the purchase price thereof from the Underwriter. SECTION 8. Actions. All actions heretofore taken by the officers and agents of the City, acting for and on behalf of the District, with respect to the issuance, sale and delivery of the Series 2001 Bonds are hereby approved, confirmed and ratified, and the proper officers of the City, acting for and on behalf of the District, are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements, contracts, and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Series 2001 Bonds in accordance with the Community Facilities District Law, this Resolution, the Restated Bond Indenture, as amended by the First Supplemental Restated Bond Indenture, the Bond Purchase Agreement, the Continuing Disclosure Agreement, and any certificate, agreement, contract, and other document described in the documents herein approved. SECTION 9. Effective Date. This resolution shall take effect from and after its adoption. Presented by Approved as to form by Jffhn P. Lipp~tt Jo13~. raheny l~ublic Works Director Ciffy Attorney Resolution 2001-340 Page 6 PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 2na day of October, 2001, by the following vote: AYES: Councilmembers: Davis, Padilla, Salas and Horton NAYS: Councilmembers: None ABSENT: Councilmembers: Rindone Shirley Horton, Mayor 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. 2001-340 was duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 2nd day of October, 2001. Executed this 2nd day of October, 2001~ Susan Bigelow, City Clerk