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HomeMy WebLinkAboutReso 1999-19695 KESOLUTIONNO. 19695 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA, CALIFORNIA, 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 SPECIAL TAX BONDS OF THE DISTRICT, APPROVING THE FORM OF BOND INDENTURE, BOND PURCHASE AGREEMENT, PRELIMINARY OFFICIAL STATEMENT AND OTHER DOCUMENTS AND AUTHORIZING CERTA1N ACTIONS IN CONNECTION WITH THE ISSUANCE OF SUCH BONDS AND APPROVING MODIFICATIONS TO TABLE 6 OF THE RATE AND METHOD OF APPORTIONMENT OF THE SPECIAL TAX 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"), said Community Facilities District designated as COIVlMUNITY FACILITIES NO. 99-1 (OTAY RANCH SPA ONE-PORTIONS OF VILLAGE ONE, VILLAGE FIVE AND VILLAGE ONE WEST) (the "Community Facilities 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 Act 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, at this time this City Council desires to set forth the general terms and conditions relating to the authorization, issuance and administration of such bonds; and WHEREAS, the forms of the following documents have been presented to and considered for approval by this City Council: A. Bond Indenture by and between the Community Facilities District and U.S. Bank Trust National Association, as fiscal agent (the "Fiscal Agent") setting forth the terms and conditions relating to the issuance and sale of bonds (the "Bond Indenture"); B. Bond Purchase Agreement authorizing the sale of bonds to Stone & Youngberg LLC, the designated underwriter (the "Bond Purchase Agreement "); Resolution 19695 "' Page 2 C. Preliminary Official Statement containing information including but not limited to the Community Facilities District and the bonds, including the terms and conditions thereof(the "Preliminary Official Statement"); and D. Continuing Disclosure Agreement by and between the Community Facilities District and U. S. Bank Trust National Association, as dissemination agent (the "Dissemination Agent"), pursuant to which the Community Facilities District will be obligated to provide ongoing annual disclosure relating to the bonds (the "Continuing Disclosure Agreement"); and WHEREAS, this City Council, with the aid of City staff, has reviewed and considered the 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 bonds as contemplated by this resolution and the documents referred to herein exist, have happened and have been performed or have been ordered to have been preformed in due time, form and manner as required by the laws of the State of California, including the Act and the applicable policies and regulations of the City of Chula Vista; and WHEREAS, the expected development within Zone C of the Community Facilities District as defined in the Rate and Method of Apportionment of Special Tax CRMA") has been modified and such modification of the expected development within such Zone in turn affects Table 6 of the R/vIA which reflects the expected development within Zone C and the corresponding Expected Special Tax Revenue (as defined in the RMA); and WHEREAS, the modification of Table 6 of the R/VIA as proposed to reflect the revised development expectations within Zone C prior to the sale and delivery of the bonds is administrative in nature and will result in a more accurate projection of expected development within such Zone. NOW, THEEFOE, IT IS HEREBY RESOLVED AS FOLLOWS: SECTION 1. Recitals. The above recitals are true and correct. SECTION 2. Determinations. This legislative body hereby makes the following determinations pertaining to the proposed issuance of the Bonds: a) The value of the property within Community Facilities District which will be subject .~. to the special tax to pay debt service on the Bonds will be at least 4 times the principal Resolution 19695 Page 3 amount of the 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 Community Facilities District or a special assessment levied on property within the Community Facilities District (collectively, "Land Secured Bonded Indebtedness"). The value of certain properties to be developed is, however, less than 4 times but more than 3.5 the Land Secured Bond Indebtedness allocable to such properties and the value of one property to be developed 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 Community Facilities 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 3.5 times such amounts. Pursuant to the Goals and Policies, the City Manager has determined, al':~r consultation with the Director of Finance, the City's bond counsel, the City'z _~:~.~ncial advisor and the proposed underwriter of the Bonds, that the value to-debt ratio for such development areas is financially prudent under the circum:;~'nces of the Community Facilities District. Based upon the determination of the '7:: ty Manager which is set forth in the staff report related to this matter, this City Council approves the issuance of the Bonds. c) As to the property within the Community Facilities District for which the value is less than 3 times the Land Secured Bonded Indebtedness allocated to such property, this City Council finds that the Acquisition/Financing Agreement by and between the City and Otay Project LP requires the deposit of cash or a letter of credit prior to the delivery of the Bonds to offset the deficiency in the value of such property and the City Council accepts that form of credit enhancement for such purpose. _ d) The terms and conditions of the Bonds as contained in the Bond Indenture are consistent with and conform to the Goals and Policies. Resolution 19695 Page 4 e) As a result of the current status of development of the property within the Community Facilities District and the relative overall lack of diversity of ownership of property within the Community Facilities District, the private sale of the Bonds will result in a lower overall cost to the Community Facilities District. SECTION 2. Bonds Authorized. Pursuant to the Act, this Resolution and the Bond Indenture, special tax bonds of the Community Facilities 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 1999" (the "Bonds") in an aggregate principal amount not to exceed $23,000,000 are hereby authorized to be issued. 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 Bonds shall be as provided in the Bond Indenture as finally executed. SECTION 3. Authorization and Conditions. The Director of Finance or such other official of the City as may be designated by this City Council (an "Authorized Officer") is hereby authorized and directed to execute and deliver the final form of the various documents and instruments described in this Resolution, provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $23,000,000, an annual interest rate on the Bonds in excess of seven and a quarter percent (7.25%) per year and a purchase price for the Bonds not less than ninety eight percent (98.25%) of the par amount of the Bonds (excluding original issue discount, if any). The approval of such additions or changes shall be conclusively evidenced by the execution and delivery of such documents or instruments by the Authorized Officer, upon consultation with and review by the City Attorney and Brown Diven & Hessell LLP, the Community Facilities District's bond counsel. SECTION 4. Bond Indenture. The form of Bond Indenture by and between the Community Facilities District and the Fiscal Agent, with respect to the Bonds as presented to this City Council 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 Community Facilities 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 Director of Finance or, in the absence of the Director of Finance, another Authorized Officer. Pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule") the Director of Finance or, in the absence of the Director of Finance, another Authorized Officer is authorized to determine when Preliminary Official Statement is deemed final, and the Director of Finance or such other Authorized Official is hereby authorized and directed to provide written certificatiou thereof. The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Director of Finance or, in the absence of the Director of Finance, another -- Resolution 19695 Page 5 Authorized Officer pursuant to the Rule, shall be conclusive evidence of the approval of the final Official Statement by the Community Facilities 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 Bond s. The form of Continuing Disclosure Agreement by and between the Community Facilities District and the Dissemination Agent as presented to this City Council 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 Community Facilities District, subject to the provisions of Section 3 above. SECTION 6. Sale of Bonds. This City Council hereby authorizes and approves the negotiated sale of the Bonds to Stone & Youngberg LLC (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 Community Facilities District upon the execution thereof by the Underwriter, subject to the provisions of Section 3 above. SECTION7. BondspreparedandDeliveredUpontheexecutionoftheBondPurchaseAgreement, the Bonds shall be prepared, authenticated and delivered, all in accordance with the applicable terms of the Act and the Bond Indenture, and any Authorized Officer and other responsible City officials, acting for and on behalf of the Community Facilities District, are hereby authorized and directed to take such actions as are required under the Bond Purchase Agreement and the Bond Indenture to complete all actions required to evidence the delivery of the 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 with respect to the establishment of the Community Facilities District and the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the City, acting for and on behalf of the Community Facilities 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 Bonds in accordance with the Act, this Resolution, the 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. Amendment of Table 6 of the RMA. This legislative body hereby approves the amendment of Table 6 of the RMA for the Community Facilities District to read as set forth in Exhibit "A" incorporated herein by this reference as if set forth in full. Resolution 19695 Page 6 SECTION 10. Effective Date. This resolution shall take effect from and after its adoption. Presented by Approved as to form by PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 30m day of November, 1999, by the following vote: AYES: Councilmembers: Davis, Moot, Padilla, Salas and Horton NAYS: Councilmembers: None ABSENT: Councilmembers: None S h~/Mayo~r' ' ' ATTEST: Susan Bigelow, City Clerk STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) CITY OF CHLrLA VISTA ) I, Susan Bigelow, City Clerk of Chula Vista, California, do hereby certify that the foregoing Resolution No. 19695 was duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 30"' day of November, 1999. Executed this 30m day of November, 1999. Susan Bigelow, City Clerk