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HomeMy WebLinkAboutReso 2003-210RESOLUTION NO. 2003-210 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING (1) THE SALE AND DELIVERY BY THE CHULA VISTA FINANCING AUTHORITY OF THE 2003 REFUNDING CERTIFICATES OF PARTICIPATION (TOWN CENTRE II PARKING PROJECT) IN A PRINCIPAL AMOUNT NOT-TO-EXCEED $13,000,000; (2) THE REFUNDING OF THE CITY'S 1993 CERTIFICATES OF PARTICIPATION; (3) CERTAIN CITY ACTIONS AND DOCUMENTS REQUIRED IN CONNECTION THEREWITH; AND (4) APPROPRIATING $2,250,000 FROM THE GENERAL FUND TO PREPAY THE CAI.~ASE CAPITAL LEASE OBLIGATION WITH REIMBURSEMENT TO FOLLOW OUT OF 2003 CERTIFICATE PROCEEDS WHEREAS, the City of Chula Vista (City) is a municipal corporation and a chartered City duly organ/zed and existing under and pursuant to the Constitution and laws of the State of California (State); and WHEREAS, the City and the Redevelopment Agency of the City of Chula Vista (Agency) have heretofore entered into a Lease Agreement, dated as of March 1, 1993 (1993A Lease Agreement) pursuant to which the Agency agreed to lease to the City certain land; and WHEREAS, the City and the Agency have heretofore entered imo a Lease Agreemem, dated as of December 1, 1993 (1993B Lease Agreement) (together, with the 1993A Lease Agreement, the "1993 Lease Agreements") pursuant to which the Agency agreed to lease to the City (i) Fire Station No. 1, (ii) certain land and improvements constituting the Community Development Office and Legislative Office and (iii) certain land constituting Marina View Park; and WHEREAS, the City has heretofore entered into a Master Lease Agreement, dated April 1, 1997, by and between the City and Cai Lease Public Funding Corporation, as supplemented by the Master Lease Agreement Supplement No. 1, dated as of May 30, 1997 and the Master Lease Agreement Supplement No. 2, dated as of April 24, 1998 (collectively, Equipment Lease), all pursuant to which Cai Lease Public Funding Corporation agreed to lease to the City retain equipment (Equipment Lease Assets); and WHEREAS, the City has previously caused to be executed and delivered the $11,285,000 1993 Refunding Certificates of Participation (Town Centre II Parking Project) (1993A Certificates), which 1993A Certificates were secured by lease payments to be made under and pursuant to the terms the 1993A Lease Agreement; and WHEREAS, the City has previously caused to be executed and delivered the $3,115,000 1993 Certificates of Participation (Town Centre II Parking Project Phase Two) (1993B Certificates) (together, with the 1993A Certificates, 1993 Certificates), which 1993B Certificates were secured by lease payments under and pursuant to the terms the 1993B Lease Agreement; and WHEREAS, the City desires to defease and prepay the 1993 Certificates in order to reduce the City's lease payments; and Resolution 2003-210 Page 2 WHEREAS, the City desires to prepay the Equipment Lease in order to reduce the City's lease payments; and WHEREAS, in order to refinance the 1993 Lease Agreements and defease the 1993 Certificates and prepay the Equipment Lease, the Chula Vista Public Financing Authority, a joint exercise of powers authority (Authority), and the City have determined that it would be in the best interests of the Authority, the City and residents of the City to authorize the preparation, sale and delivery of the 2003 Refunding Certificates of Participation (Town Centre II Parking Project) in an aggregate principal amount not to exceed $13,000,000 (Certificates), which Certificates evidence fractional interests in certain lease payments to be made pursuant to the Lease (as defined below); and WHEREAS, the City expects to prepay the Equipment Lease in the approximate amount of $2,250,000 from available monies of the City prior to the sale and delivery of the Certificates; and WHEREAS, the City desires to reimburse itself for the cost of any such expenditures made with respect to prepaying the Equipment Lease from a portion of the proceeds from the sale of the Certificates; and WHEREAS, in order to facilitate the execution and delivery of the Certificates, the Authority and the City desire to enter into a Site Lease between the City and the Authority (Site Lease) and a Lease/Purchase Agreement between the City and the Authority (Lease), the forms of which have been presented to this City Council at the meeting at which this resolution is being adopted and pursuant to which the City will under the Site Lease lease certain Property (as defined therein) to the Authority and under the Lease the Authority will lease the Property to the City; and WHEREAS, the City will pay certain Lease Payments (as defined in the Lease) which will be pledged to the owners of the Certificates pursuant to a Trust Agreement by and among U.S. Bank National Association (Trustee), the City and the Authority (Trust Agreement), the form of which has been presented to this City Council at the meeting at which this resolution is being adopted; and WHEREAS, in order to facilitate the execution and delivery of the Certificates, the City and Authority desire to enter into a Certificate Purchase Agreement by and among the City, the Authority and US Bancorp Piper Jaffray (Purchase Agreement); and WHEREAS, in order to facilitate the execution and delivery of the Certificates, the City desires to approve and deliver a final Official Statement in the form of the Preliminary Official Statement which has been presented to this City Council at the meeting at which this resolution is being adopted (Preliminary Official Statement); and WHEREAS, in order to refinance the 1993 Lease Agreements and refinance and defease the 1993 Certificates, the City desires to enter into two Escrow Agreements, each between the City, the Agency and BNY Western Trust Company, as Escrow Bank (collectively, Escrow Agreements); 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 Resolution 2003-210 Page 3 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 Council of the City of Chula Vista as follows: SECTION 1. Findings. The City Council hereby specifically f'mds 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 tree and correct and that the refinancing of the 1993 Certificates and the prepayment and refinancing of the Equipment Lease 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 refinancing the 1993 Lease Agreements and 1993 Certificates and prepaying and refinancing the Equipment Lease through the preparation, sale and delivery of Certificates in an mount not to exceed $13,000,000 in accordance with the provisions of the Trust Agreement. SECTION 3. Reimbursement; Appropriation. The City Council hereby expresses the intention of the City to reimburse itself with proceeds of the Certificates for the costs of the City of prepaying the Equipment Lease on or about June 1, 2003 in the approximate amount of $2,250,000; and hereby appropriates $2,250,000 from the General Fund for such purpose. SECTION 4. Site Lease and Lease. The forms of the Site Lease and Lease presented to this meeting and on ~e with the City Clerk (Clerk) are hereby approved. Each of the Mayor of the City (Mayor), the City Manager of the City (City Manager) and the Director of Finance of the City (Director of Finance) or their designees (collectively, 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 and the Lease in substantially the forms on file with the Clerk, with such changes therein as the Authorized Officer or Authorized Officers executing such documents may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof by one or more of such Authorized Officers. SECTION 5. Appointment. U.S. Bank National Association is appointed trustee (Trustee) under the Trust Agreement (defined below). SECTION 6. Trust Agreement. The form of the Trust 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 Authority and the Tmstee the Trust Agreement in substantially said form, with such changes therein as the Authorized Officer or Authorized Officers executing the Trust Agreement may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof by one or more such Authorized Officers. SECTION 7. Assignment Agreement. The Assignment Agreement dated June 1, 2003 between the Trustee and the Authority in the form on file with the Clerk is hereby approved for execution and delivery by the Authority. SECTION 8. Bond Insurance. The Director of Finance and her 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 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 Certificates. Resolution 2003-210 Page 4 SECTION 9. Preliminary Official Statement. The form of the Preliminary Official Statement, presented to this meeting and on file with the Clerk, is hereby approved. The Director of Finance and her 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 Officer executing said document may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 10. Purchase Agreement. The form of the Certificate Purchase Agreement (Purchase Agreement), by and among the City, the Authority and US Bancorp Piper Jaffray (Underwriter) presented to this meeting and on file with the Clerk and the sale of the Certificates to the Underwriter pursuant thereto upon the terms and conditions set forth therein is hereby approved, and subject to such approval and subject to the provisions hereof, the Authorized Officers are each hereby authorized and directed to evidence the City's acceptance of the offers made by the Purchase Agreement by executing and delivering the Purchase Agreement in said form with such changes therein as the Authorized Officer or Authorized Officers executing the same may approve and such matters as are authorized by this resolution, such approval to be conclusively evidenced by the execution and delivery thereof by any one of the Authorized Officers; provided, however, that the Certificate Purchase Agreement shall be executed only if the principal amount of the Cortificates does not exceed $13,000,000 and the Underwriter's discount (exclusive of original issue discount) does not exceed 1% of the principal amount of the Certificates and the execution and delivery of the Certificates results in interest savings to the City. SECTION 11. Continuing Disclosure Agreement. The form of the Continuing Disclosure Agreement between the City and the Trustee (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 the Authorized Officer or Authorized Officers executing such document may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 12. Escrow Agreements. The forms of the Escrow Agreements, each dated as of June 1, 2003 (collectively, Escrow Agreements), each between the City, the Agency and BNY Western Trust Company, as Escrow Bank, presented to this meeting and on file with the Clerk, are 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 Escrow Bank the Escrow Agreements in substantially said form, with such changes therein as such Authorized Officer or Authorized Officers executing such document may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 13. Attestations. The Clerk, or such other 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 Agreemem, the Continuing Disclosure Agreement, the Site Lease, the Certificate Purchase Agreement, the Escrow Agreement and the Official Statement. Resolution 2003-210 Page 5 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 documents terminating or mending any of the agreements executed in connection with the 1993 Certificates, documents relating to 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 Escrow Agreements, 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 Director of Finance, or her designee, that there are limitations or restrictions on the ability of the City to lease any portion of the Property as contemplated by the Site Lease and the Lease or that only a portion of the Property is required to effect the execution and delivery of the Certificates, the Director of Finance, or her designee, may designate the portion of the Property to be leased and the 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 ('O'/bC-~Mari~ Kachadooriah2 Finahce Director Ann Moore City Attorney Resolution 2003-210 Page 6 PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 20th day of May, 2003, by the following vote: ATTEST: Councilmembers: Councilmembers: Councilmembers: AYES: NAYS: ABSENT: Davis, Rindone, Salas, McCann and Padilla None None 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. 2003-210 was duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 20th day of May, 2003. Executed this 20th day of May, 2003. Susan Bigelow, City Cledh