Loading...
HomeMy WebLinkAboutReso 2005-221 RESOLUTION NO. 2005-221 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA, AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF LIMITED OBLIGATION REFUNDING BONDS FOR REASSESSMENT DISTRICT NO. 2005-1, APPROVING THE FORMS OF BOND INDENTURE, REFUNDING BONDS PURCHASE AGREEMENT, BOND PURCHASE AGREEMENT AND ESCROW AGREEMENT AND AUTHORIZING OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, the City Council of the City of Chula Vista, has undertaken proceedings pursuant to the "Refunding Act of 1984 for 1915 Improvement Act Bonds" (the "Refunding Act"), being Division 11.5 of the Streets and Highways Code of the State of California., and has previously adopted a resolution approving a report prepared and submitted pursuant to the provisions of the Refunding Act (the "Reassessment Report") and conditionally confirming reassessments upon lands within a reassessment district known and designated as Reassessment District No. 2005-1 (the "Reassessment District"); and WHEREAS, such proceedings provide for the issuance of Limited Obligation Refunding Bonds (defined below) pursuant to the Refunding Act to represent the unpaid reassessments within such Reassessment District; and WHEREAS, at this time, but subject to the final confirmation of the reassessments to be incorporated in a final Assessment Engineer's Report and the recordation of the reassessment diagram and notice of reassessment, this legislative body desires to set forth all formal terms and conditions relating to the issuance and sale of such Limited Obligation Refunding Bonds pursuant to the Act as modified by that certain resolution of the City Council adopted on June 7, 2005 and entitled "A Resolution of the City Council of the City of Chula Vista Authorizing and Directing Compliance with the 'Refunding Act of 1984 for 1915 Improvement Act Bonds,' as Modified in this Resolution, in Connection with the Issuance of Limited Obligation Refunding Bonds for the Purpose of Refunding Certain Assessment District Bonds" (the "Refunding Act Resolution"); and WHEREAS, a portion of the proceeds of the Limited Obligation Refunding Bonds shall be used to retire, in advance of their scheduled maturities, that portion of the Limited Obligation Refunding Bonds, City of Chula Vista Reassessment District of 1995 (the "Prior Limited Obligation Refunding Bonds") equal to the remaining unpaid reassessments levied for the Reassessment District of 1995 within Assessment District No. 87-1 (East "H" Street) and Assessment District No. 88-2 (Otay Lakes Road) the bonds of which were refunded from the proceeds of the Prior Limited Obligation Refunding Bonds; and WHEREAS, in order to provide the most cost effective refunding of the Prior Limited Obligation Refunding Bonds, the City Council desires and requests that the Chula Vista Public Financing Authority (the "Authority") issue, sell and deliver its Refunding Revenue Bonds, Resolution No 2005-221 Page 2 Series 2005A in an aggregate principal amount not to exceed $150,000,000 (the "Authority Bonds") to provide funds to purchase, among other refunding bonds to be issued by the City or by certain community facilities districts established by the City (collectively, the "Community Facilities Districts"), the Limited Obligation Refunding Bonds; and WHEREAS, for the purposes of the sale and delivery of the Limited Obligation Refunding Bonds, there are now on file with the City Clerk copies of the forms of the Bond Indenture by and between the City and U.S. Bank National Association, as fiscal agent, establishing the terms and conditions pertaining to the issuance of the Limited Obligation Refunding Bonds (the "Bond Indenture"); the Refunding Bonds Purchase Agreement by and between the Authority, the City and the Community Facilities Districts related to, among other things, the sale of the Limited Obligation Refunding Bonds to the Authority (the "Refunding Bonds Purchase Agreement"); the Escrow Agreement by and between the City and U.S. Bank National Association, as escrow agent (the "Escrow Agreement") and the Bond Purchase Agreement among the Authority, the City, the Community Facilities Districts and Stone & Youngberg LLC, as underwriter, related to the sale of the Authority Bonds (the "Bond Purchase Agreement"); and reference is hereby made thereto for further particulars; and WHEREAS, this City Council has reviewed and considered such Bond Indenture, Refunding Bonds Purchase Agreement, the Escrow Agreement and the Bond Purchase Agreement 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 Limited Obligation Refunding Bonds and the levy of the reassessments 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 Refunding Act and the Refunding Act Resolution. NOW, THEREFORE, BE IT RESOLVED AND DETERMINED: SECTION I. Recitals. The above recitals are true and correct. SECTION 2. Bonds Authorized. Pursuant to the Refunding Act as modified by the Refunding Act Resolution, this Resolution and the Bond Indenture, limited obligation refunding bonds of the City for the Reassessment District designated as "City of Chula Vista Reassessment District No. 2005-1 Limited Obligation Refunding Bonds" (the "Limited Obligation Refunding Bonds") in an aggregate principal amount not to exceed the unpaid reassessments levied with the Reassessment District are hereby authorized to be issued. The date, manner of payment, interest rate or rates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms, covenants and conditions of the Limited Obligation Refunding Bonds shall be as provided in the Bond Indenture as finally executed. The interest payment dates for such Limited Obligation Refunding Bonds shall, pursuant to the Refunding Act Resolution, be March I and September I and such bonds shall mature on September I as specified in the Bond Indenture. Resolution No 2005-221 Page 3 SECTION 3. Authorization and Conditions. The City Manager or the Director of Finance and each of their specified designees (the "Authorized Officers"), acting for and on behalf of the City, are, and each of them is, hereby authorized and directed to execute and deliver the various documents and instruments described in this Resolution with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve as being in the best interests of the City subject to any limiting conditions contained herein and further subject to the approval thereof as to form by the City Attorney or her specified designee and Best Best & Krieger LLP, the City's bond counsel. 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. SECTION 4. Bond Indenture. The form of Bond Indenture with respect to the Limited Obligation Refunding Bonds on file in the City Clerk's office is hereby approved. SECTION 5. Sale of Limited Obligation Refunding Bonds. This City Council hereby authorizes and approves the sale of the Limited Obligation Refunding Bonds by negotiation to the Authority. The form of the Refunding Bonds Purchase Agreement on file in the City Clerk's office is hereby approved. Notwithstanding the foregoing, the authorization to execute the Refunding Bonds Purchase Agreement is subject to the satisfaction of the following conditions precedent: (a) that the aggregate principal amount of the Limited Obligation Refunding Bonds is equal to or less than the aggregate amount of the unpajd reassessments within the Reassessment District, (b) that the final maturity of the Limited Obligation Refunding Bonds shall not exceed the final maturity of the Prior Limited Obligation Refunding Bonds, (c) that the maximum annual interest rate to be pajd on the Limited Obligation Refunding Bonds shall not exceed five and one half percent (5.5%) per annum with the actual rate or rates to be set forth in the Bond Indenture as executed, and (e) that either (i) the net present value savings resulting from the defeasance and refunding ofthe Prior Limited Obligation Refunding Bonds shall be at least three percent (3.00%) of the principal amount of the Prior Limited Obligation Refunding Bonds or (ii) if such minimum level of present value of savings is not achieved, the City Manger has determined, in his professional judgment following consideration of the recommendation of the Director of Finance, that such refunding will result in such a level of annual savings that such refunding will nevertheless be in the best interests of the property owners within the Reassessment District. SECTION 6. Escrow Agreement. The form of the Escrow Agreement on file in the City Clerk's office is hereby approved. SECTION 7. Bond Purchase Agreement. The form of the Bond Purchase Agreement on file in the City Clerk's office is hereby approved. SECTION 8. Costs of Issuance. "Designated costs of issuing the refunding bonds" for purposes of Subsection 9600(b) and Section 96 I 4 ofthe Refunding Act are the items specified in paragraphs (I) through and including (5) of subsection (a) of Section 9600 of the Refunding Act, and "Costs ofIssuance" as such phrase is used in the Bond Indenture shall mean such designated costs of issuing the Limited Obligation Refunding Bonds. Resolution No 2005-221 Page 4 SECTION 9. Bonds Prepared and Delivered. Upon the execution of the Refunding Bonds Purchase Agreement, the Limited Obligation Refunding Bonds shall be prepared, authenticated and delivered, all in accordance with the applicable terms of the Refunding Act and the Bond Indenture, and the Authorized Officers, and each of them, and other responsible City officials are hereby authorized and directed to take such actions as are required under the Refunding Bonds Purchase Agreement and the Bond Indenture to complete all actions required to evidence the delivery of the Limited Obligation Refunding Bonds upon the receipt of the purchase price thereof from the Authority. . SECTION 10. Annual Reassessment Installments. A copy of the resolution confirming the reassessments and the reassessments, which reassessments shall constitute the security for the Limited Obligation Refunding Bonds, shall be delivered to the Treasurer and the Treasurer shall keep or cause to be kept the record showing the several installments of principal and interest on the reassessments which are to be collected each year during the term of the Limited Obligation Refunding Bonds. An annual portion of each reassessment, together with annual interest on said reassessment, shall be payable in the same manner and at the same time and in the same installment as the general property taxes of the County of San Diego and shall be payable and become delinquent at the same time and in the same proportionate amount. Each year the annual installments shall be submitted to the County Auditor for purposes of collection. SECTION II. Actions. All actions heretofore taken by the officers and agents of the City with respect to the establishment of the Reassessment District and the sale and issuance of the Limited Obligation Refunding Bonds are hereby approved, confirmed and ratified, and the proper officers of the City 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 Limited Obligation Refunding Bonds in accordance with the Refunding Act, this Resolution, the Bond Indenture, the Refunding Bonds Purchase Agreement, the Escrow Agreement and the Bond Purchase Agreement and any certificate, agreement, contract, and other document described in the documents herein approved. SECTION 12. Effective Date. adoption. This resolution shall take effect from and after its Prepared by Approved as to form ) Maria Kachadoorian Finan e Director ~~ Ann Moore City Attorney Resolution No 2005-221 Page 5 PASSED, APPROVED, and ADOPTED by the City Council of the City ofChula Vista, California, this 28th day of June, 2005, by the following vote: AYES: Councilmembers: Castaneda, Davis, McCann, Rindone, and Padilla NAYS: Councilmembers: None ABSENT: Councilmembers: None J4ICi2rL 0- Stephen C. Padilla, Mayor ATTEST: ~.11 ,O-.--t-l~'~ A ~ Susan Bigelow, MMC, City Cler 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. 2005-221 was duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 28th day of June, 2005. Executed this 28th day of June, 2005. -:: dll/'Dlr~d Susan Bigelow, MMC, City rk .O---J