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HomeMy WebLinkAboutReso 1999-19503 RESOLUTION NO. 19503 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. 97-3 (OTAY RANCH MCMILLIN SPA ONE), AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF SPECIAL TAX BONDS OI= THE DISTRICT, APPROVING THE FORM OF BOND INDENTURE, BOND PURCHASE CONTRACT AND OTHER DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the CITY COUNCIL of the CITY OF CHULA VISTA, CALIFORNIA ("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 COMMUNITY FACILITIES NO. 97-3 (OTAY RANCH MCMILLIN SPA ONE) (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 to be issued pursuant to the terms and provisions of the Act; 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, there have been presented to and considered and ready for approval by this City Council the forms of the following documents: A. Bond Indenture by and between the 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"); C. Preliminary Official Statement containing information including but not limited to the District and the type of bonds, including 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 annual disclosure relating to the and 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 Resolution 19503 Page 2 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 performed 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. NOW, THEREFORE, 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 (as defined below): (a) The overall 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 four (4) times the principal 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 or a special assessment levied on property within the District. The value of the property within each planning area within the District, with the exception of R- 46 (the "R-46 Property") and those parcels owned by McMillin Otay Ranch, LLC (the "McMillin Property"), will be at least four (4) times the principal amount of the Bonds allocable to each such planning area and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act within each such planning area or a special assessment levied on property within each such planning area. The value of R-46 Property and the value of the McMillin Property will be at least three (3) times the principal amount of the Bonds allocable to each such property and the principal amount of all other bonds outstanding that are secured by a special tax levied within each such property pursuant to the Act or a special assessment levied on property within each such property. This determination is based upon the full cash value as shown upon an appraisal of the subject property prepared by Bruce 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 City of Chula Vista Statement of Goals and Policies Regarding the Establishment of Community Facilities Districts, as amended to date (the "Goals and Policies"). The overall value-to-debt ratio satisfies the policy of the City contained in the Goals and Policies related to the minimum required 4 to 1 value-to-debt ratio. The value-to-debt ratios of the R-46 Property and the McMillin Property is less than 4 to 1 but greater than 3 to 1 for each property. The City Council hereby determines, based upon a determination by the City Manager, after consultation with the Finance Director, bond counsel, Stone & Youngberg LLC, as underwriter of the Bonds, and Fieldman, Rolapp & Associates, as the financial advisor to the City and District for the Bonds, that the value-to-debt ratio of less than 4:1 for the R-46 Property and the McMillin Property is financially prudent under the circumstances of the District. The City Council determination is based upon those factors specified in the staff report upon which the determination and recommendation of the City Manager are based. T Resolution 19503 Page 3 The overall value-to-debt ratio satisfies the policy of the City contained in the Goals and Policies related to the minimum required 4 to 1 value-to-debt ratio. The value-to-debt ratios of the R-46 Property and the McMillin Property is less than 4 to 1 but greater than 3 to 1 for each property. The City Council, upon a determination by the City Manager, after consultation with the Finance Director, bond counsel, Stone & Youngberg LLC, as underwriter of the Bonds, and Fieldman, Rolapp & Associates. (b) The terms and conditions of the Bonds as contained in the Bond Indenture are consistent with and conform to the Goals and Policies. (c) As a result of the current status of development of the property within the District and the relative lack of diversity of ownership of property within the District, the private sale of the Bonds will result in a lower overall cost to the District. SECTION 3. Bonds Authorized. Pursuant to the Act, this Resolution and the Bond Indenture, special tax bonds of the District designated as "City of Chula Vista Community Facilities District No. 97-3 (Otay Ranch McMillin Spa One) 1999 Special Tax Bonds" (the "Bonds") in an aggregate principal amount not to exceed ~ 12,260,000 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 4. Authorization and Conditions. The City Manager, the Deputy City Manager and 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 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 ~12,260,000, an annual interest rate on the Bonds in excess of seven percent per year and a purchase price for the Bonds not less than ninety eight and twenty-five one hundredths percent of the par amount of the Bonds (excluding original issue discount, if any) plus such portion of the cost of underwriter's counsel disclosure services as may be approved by the Director of Finance. 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 & Brewer LLP, the District's bond counsel. SECTION 5. Bond Indenture. The proposed form of Bond Indenture by and between the 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 District, subject to the provisions of Section 4 above permitting additions and changes to be made to such document. SECTION 6. Official Statement and Continuina Disclosure Aareement. 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 an Authorized Officer. P. ursuant to Rule 15c2-12 under the Securities Resolution 19503 Page 4 Exchange Act of 1934 (the "Rule") an Authorized Officer is authorized to determine when Preliminary Official Statement is deemed final, and an 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 an 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 Underwriter (as defined below) as the initial purchaser of the Bonds. The form of Continuing Disclosure Agreement by and between the 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 District, subject to Section 4 above permitting additions and changes to be made to such document. SECTION 7. Sale of Bonds. This City Council hereby authorizes and approves the sale of the Bonds by negotiation to Stone & Youngberg LLC (the "Underwriter") subject to the pricing parameters set forth in Section 4 above. 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 Section 4 above permitting additions and changes to be made to such document, SECTION 8. Bonds Prepared and Delivered. Upon the execution of the Bond Purchase Agreement, the Bonds shall be prepared, authenticated and delivered, all in accordance with the applicable terms of the Bond Act and the 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 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 9. Actions. All actions heretofore taken by the officers and agents of the City with respect to the establishment of the 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 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 10. Effective Date. This resolution shall take effect from and after its adoption. Presented by Approved as to form by Resolution 19503 Page 5 PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 22nd day of June, 1999, by the following vote: AYES: Councilmembers: Davis, Padilia, Salas and Horton NAYS: Councilmembers: None ABSENT: Councilmembers: Moot ABSTAIN: Councilmembers: None M ATTEST: Susan Bigelow, City ClerL~ ~ ' 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. 19503 was duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 22nd day of June, 1999. Executed this 22"d day of June, 1999. Susan Bigelow, City Clerk