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HomeMy WebLinkAboutReso 1993-16982 RESOLUTION NO. 16982 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING PROCEEDINGS TO REFINANCE 1987 CERTIFICATES OF PARTICIPATION, AUTHORIZING EXECUTION OF RELATED SECOND AMENDED AND RESTATED LEASE AGREEMENT AND TRUST AGREEMENT, APPROVING DELIVERY AND SALE OF NOT TO EXCEED $11,500,000 PRINCIPAL AMOUNT OF REFUNDING CERTIFICATES OF PARTICIPATION, ELECTING TO GUARANTEE LEASE PAYMENTS FROM MOTOR VEHICLE IN LIEU FEES AND APPROVING RELATED AGREEMENTS AND MATTERS WHEREAS, the Redevelopmerit Agency of the City of Chula Vista (the "Agency") has heretofore entered into a Site Lease, dated as of September 1, 1987 (the "Site"), with Homart Development Company (the "Developer") whereby the Developer has leased to the Agency certain land located in the Town Centre II Redevelopment Project Area of the Agency (the "Lease Parcel") on which have been constructed certain public parking improvements; and, WHEREAS, in order to provide funds for the payment of the rental obligations of the Agency under the Site Lease, the Agency has heretofore leased the Lease Parcel to the City of Chula Vista (the "City") pursuant to the Lease Agreement dated as to September 1, 1987 (the "1987 Lease") and the Agency has assigned and transferred certain of its rights under the 1987 Lease to First Interstate Bank of California (the "1987 Trustee") pursuant to that certain Assignment Agreement dated as of September 1, 1987, by and between the Agency as assignor and the 1987 Trustee as assignee, and in consideration of such assignment the 1987 Trustee has executed and delivered $9,835,000 aggregate principal amount of certificates of participation {the "1987 Certificates"}, each evidencing a direct, undivided and fractional interest in the Lease Payments paid by the City under the 1987 Lease; and, WHEREAS, the Agency and the City have determined at this time that as a result of favorable financial market conditions it is in the best interests of the Agency and the City to advance refund and defease the obligations of the City under the 1987 Lease and the 1987 Certificates, and to that end the Agency and the City have proposed to amend the 1987 Lease pursuant to the Second Amendment to Lease Agreement dated as of February 1, 1993 (the "Lease Amendment"), known as document number C093-025, a copy of which is on file in the office of the City Clerk; and, WHEREAS, for such purposes the Agency proposes to assign and transfer to First Interstate Bank of California as trustee (the "Trustee") certain of its rights under the 1987 Lease as amended pursuant to the Lease Agreement (the "Lease Agreement"), and in consideration of such assignment and the execution of the Trust Agreement dated as a January 1, 1993 by and among the Agency, the City and the Trustee, the Trustee has agreed to execute and deliver 1993 Refunding Certificates of Participation (Town Centre II Parking Project) in the aggregate principal amount of not to exceed $11,500,000, each evidencing a direct, undivided fractional interest in the Lease Payments to be made by the City under the Lease Agreement; and, Resolution No. 16982 Page 2 WHEREAS, the firm of Dean Witter Reynolds, Inc. (the "Underwriter") has assisted the City and the Agency in structuring the proposed financing as herein described and has informed the City and the Agency that it intends to submit an offer to purchase the Certificates, and the Underwriter has presented to the City a form of Certificate Purchase Contract for the purchase of the Certificates (the "Purchase Contract"); and, WHEREAS, the City Council wishes at this time to authorize all proceedings relating to the refinancing of the Lease Parcel and the execution and delivery of all agreements and documents relating thereto. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista as follows: SECTION 1. Approval of Lease Agreement. The City Council hereby approves the amendment and restatement of the 1987 Lease in full pursuant to the Lease Amendment in substantially the form on file with City Clerk together with any changes therein or additions thereto deemed advisable by the Director of Finance, provided that the execution thereof by the Mayor shall be conclusive evidence of the approval of any such changes therein or additions thereto. The City Council hereby authorizes and directs the Mayor to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Lease Amendment for and in the name of the City. The lease of the Lease Parcel shall be upon the terms and conditions set forth in the Lease Agreement. SECTION 2. Approval of Trust Agreement. The City Council hereby approves the Trust Agreement in substantially the form on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the Director of Finance, provided that the execution thereof by the Mayor shall be conclusive evidence of the approval of any such changes therein or additions thereto. The City Council hereby authorizes and directs the Mayor to execute, and the City Clerk to attest and affix the seal of the City to, said form of the Trust Agreement, known as document number C093-030, a copy of which is on file in the office of the City Clerk, for and in the name of the City. SECTION 3. Amendment of Related Financing Agreements. The City Council hereby approves the amendment of the following leases and agreements relating to the 1987 certificates and the Lease Parcel: a. the Operating Lease, dated as of September 1, 987, by ~., and between the City and the Developer, relating to the operation and maintenance of the Lease Parcel by the Developer, known as document number C093-031, a copy of Resolution No. 16982 Page 3 which is on file in the office of the City Clerk; and, b. the Sales Tax Guaranty dated as of September 1, 1987, by and among the Agency, the City and the Developer, relating to the guarantee by the Developer of certain amounts of sales tax to be generated by the relating shopping center, known as document number C093-032, a copy of which is on file in the office of the City Clerk; in each case pursuant to the respective forms of the amendments thereof on file with the City Clerk together with any changes therein or additions thereto deemed advisable by the Director of Finance, provided that the execution thereof by the Mayor shall he conclusive evidence of the approval of any such changes therein or additions thereto. The City Council hereby authorizes and directs the Mayor to execute, and the City Clerk to attest and affix the seal of the City to, each of said amendments for and in the name of the City. SECTION IV. Sale of Certificates. The City Council hereby approves the sale of the Certificates by negotiation with the Underwriter, pursuant to the Purchase Contract by and between the City and the Underwriter in substantially the form on file with the City Clerk together with any changes therein or additions thereto approved by the Director of Finance. The Purchase Contract shall be executed in the name and on behalf of the City by the Director of Finance, who is hereby authorized and directed to execute and deliver said form of Purchase Contract on behalf of the City upon submission of a proposal by the Underwriter to acquire the Certificates; provided, however, that such proposal is acceptable to the Director of Finance. The City Council hereby determines that the minimum level of net present value savings for the refunding of the 1987 Certificates shall be three and one-half percent (3½4) of the aggregate outstanding principal amount of the 1987 Certificates; and the Certificates, known as document number C093-033, a copy of which is on file in the office of the City Clerk, shall not be sold to the Underwriters unless such minimum level of net present value savings can be achieved. SECTION V. Election to Guarantee from Motor Vehicle in Lieu Fees. In accordance with the provisions of Section 37351.5 of the California Government Code, the City Council hereby elects to guarantee the lease payments required to be made under the Lease Agreement from moneys credited to the Motor Vehicle License Fee Account in the Transportation Tax Fund to which the City is entitled under Chapter 5 (commencing with Section 11001) of Part 5 of Division 2 of the California Revenue and Taxation Code. The Mayor, the City Manager or the Director of Resolution No. 16982 Page 4 Finance shall, prior to execution of the Lease Agreement, provide notice to the State Controller of such election, which notice shall include a schedule for payments to be made by the City under the Lease Agreement and shall identify the Trustee as the Trustee selected by the City for the purposes of such section. In the event that, for any reason, the funds otherwise available to the City will not be sufficient to make any payment under the Lease Agreement at the time that payment is required, the Mayor, the City Manager of the Director of Finance shall so notify the Trustee which shall immediately communicate that information to the affected owners of the Certificates and to the State Controller. SECTION VI. Official Statement. The City Council hereby approves the preparation of, and hereby authorizes the Mayor to deem final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 except for permitted omissions, a preliminary form of Official Statement describing the Certificates. Distribution of such preliminary Official Statement by the Underwriter is hereby approved. The City Manager is hereby authorized and directed to approve any changes therein or additions thereto deemed advisable by the City Manager and approved by the City Attorney, and to execute the final form of the Official Statement in the name and on behalf of the City. The City Council hereby authorizes the distribution of the final Official Statement by the Underwriter. SECTION VII. Engagement of Special Counsel. In connection with the delivery of the Certificates and the documents relating thereto, the City Council hereby authorizes the engagement of Jones Hall Hill & White, A Professional Law Corporation, to act as special legal counsel to the City upon the terms and conditions set forth in the existing agreement with said firm dated August 1, 1985. SECTION VIII. Official Actions. The Mayor, the City Manager, the Director of Finance, the City Clerk and any and all other officers of the City are hereby authorized and directed, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, including but not limited to an escrow deposit and trust agreement relating to the refunding of the City's obligations under the 1987 Lease and the corresponding refinancing of the 1987 Certificates, which they, or any of them, may deem necessary or advisable in order to consummate any of the transactions contemplated by the documents approved pursuant to this Resolution. Resolution No. 16982 Page 5 SECTION IX. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. Presented by ~aiio fo by/,~ Lyman Christopher · Bruce M. Boogaard Director of Finance City Attorney T Resolution No. 16982 Page 6 PASSED, APPROVED and ADOPTED by the City Council of the City of Chula Vista, California, this 9th day of February, 1993, by the following vote: YES: Councilmembers: Fox, Hotton, Moore, Rindone NOES: Councilmembers: None ABSENT: Councilmembers: Nader ABSTAIN: Councilmembers: None Je , pro_R~empore ATTEST: Vicki C. Soderquist, _~ uty City Clerk STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) ss. CITY OF CHU/A VISTA ) I, Vicki C. Soderquist, Deputy City Clerk of the City of Chula Vista, California, do hereby certify that the foregoing Resolution No. 16982 was duly passed, approved, and adopted by the City Council at a joint City Council/Redevelopment Agency meetin9 held on the 9th day of February, 1993. Executed this 9th day of February, 1993. Vicki ~. S\oderquist, ~uty City Clerk