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HomeMy WebLinkAboutReso 2006-141 RESOLUTION NO. 2006-141 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA ACTING IN ITS CAPACITY AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 07-1 (OTA Y RANCH VILLAGE ELEVEN), AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF A SECOND SERIES OF BONDS OF THE DISTRICT, APPROVING THE FORM OF FIRST SUPPLEMENTAL BOND INDENTURE, BOND PURCHASE AGREEMENT, PRELIMINARY OFFICIAL STATEMENT AND OTHER DOCUMENTS RELATED TO THE ISSUANCE OF THE BONDS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION WITH THE ISSUANCE OF THE BONDS WHEREAS, the City Council of the City of Chula Vista (City Council), previously conducted proceedings to form and formed 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 ofthe State of California (Act) and the City ofChula Vista Community Facilities District Ordinance enacted pursuant to the powers reserved by the City ofChula Vista under Sections 3,5 and 7 of Article XI of the Constitution of the State of California (Ordinance) (the Act and the Ordinance may be referred to collectively as the "Community Facilities Otay Ranch Village Eleven) (District) for the purpose of financing the acquisition or construction of certain public improvements; and WHEREAS, this City Council previously declared its intention to issue bonds for the District in an aggregate principal amount not to exceed $45,000,000 to finance the acquisition or construction 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 (Goals and Policies); and WHEREAS, on April 20, 2004, the City Council, acting as the legislative body of the District, adopted a resolution authorizing the issuance of the District's 2004 Special Tax Bonds (the "2004 Bonds") in the aggregate principal amount of $32,000,000 and approved the form of a Bond Indenture, dated as of March 1,2004 (Indenture), by and between the District and U.S. Bank Trust National Association, as fiscal agent (Fiscal Agent), establishing the terms and conditions pertaining to the issuance, sale, delivery and administration of the 2004 Bonds; and WHEREAS, on May 4, 2004, the District issued, sold and delivered the 2004 Bonds in the aggregate principal amount of$28,050,000 (2004 Bonds); and WHEREAS, the provisions of the Indenture establish the terms and conditions pursuant to which the District may authorize the issuance of Parity Bonds (as such term is defined in the Indenture) in an aggregate principal amount not to exceed $16,950,000; and Resolution No. 2006-141 Page 2 WHEREAS, at this time this City Council desires to set forth and establish the terms and conditions pertaining to the issuance, sale, delivery and administration of the District's 2006 Special Tax Bonds (2006 Bonds) on a parity with the 2004 Bonds; and WHEREAS, the forms of the following documents have been presented to and considered for approval by the City Council: A. First Supplemental Bond Indenture by and between the District and the Fiscal Agent amending and supplementing the Indenture to set forth the terms and conditions relating to the issuance and sale of2006 Bonds (First Supplemental Bond Indenture); B. Bond Purchase Agreement authorizing the sale of the 2006 Bonds to Stone & Youngberg LLC, the designated underwriter (Underwriter) (Bond Purchase Agreement); C. Preliminary Official Statement containing information concerning the District and the Bonds (Preliminary Official Statement); and D. Continuing Disclosure Agreement by and between the District and NBS Government Finance Group, as dissemination agent (Dissemination Agent), pursuant to which the District will be obligated to provide ongoing annual disclosure relating to the 2006 Bonds (Continuing Disclosure Agreement); and WHEREAS, the City Council, with the aid of City staff, has reviewed and considered the First Supplemental 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 2006 Bonds on a parity with the 2004 Bonds as contemplated by this Resolution and the documents referred to in this Resolution 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, the applicable policies and regulations of the City of Chula Vista and the Indenture. NOW, THEREFORE, BE IT RESOLVED AS FOLLOWS: SECTION 1. Recitals. The above recitals are true and correct. SECTION 2. Determinations. The City Council makes the following determinations pertaining to the proposed issuance of the 2006 Bonds: Resolution No. 2006-141 Page 3 (a) 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 principal amount of the 2006 Bonds and the principal amount of all other bonds outstanding, including but not limited to the 2004 Bonds, that are secured by a special tax levied pursuant to the Act on property within the District or a special assessment levied on property within the District (collectively, "Land Secured Bonded Indebtedness"). The Act authorizes the City Council, acting as the legislative body of the District, to sell the 2006 Bonds only if the City Council has determined prior to the award of the sale of the 2006 Bonds that the value of such properties within the District will be at least 3 times the amount of such Land Secured Indebtedness. The value of the property within the District, which will be subject to the special tax to pay debt service on the 2006 Bonds, is at least 4 times the amount of the Land Secured Bonded Indebtedness. The Goals and Policies further provide that the full cash value of each development area for which no final subdivision map has been filed must also be at least 4 times the Land Secured Bonded Indebtedness allocable to each such property. The full cash value of each development area for which no final subdivision map has been filed is at least 4 times the Land Secured Bonded Indebtedness allocable to each such property . These determinations are based upon the full cash value of such properties and development areas 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). These determinations were made in a manner consistent with the Goals and Policies. (b) The terms and conditions of the 2006 Bonds as contained in the Indenture, as amended and supplemented by the First Supplemental 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 overall lack of diversity of ownership of property in 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 Community Facilities District Law, this Resolution and the Indenture, as amended and supplemented by the First Supplemental Bond Indenture, the City Council authorizes the issuance of the 2006 Bonds, designated as the "City of Chula Vista Community Facilities District No. 07-1 (Otay Ranch Village Eleven) 2006 Special Tax Bonds," in an aggregate principal amount not to exceed $16,955,000 on a parity with the 2004 Bonds. 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 Indenture, as amended and supplemented by the First Supplemental Bond Indenture as finally executed. Resolution No. 2006-141 Page 4 The City Council authorizes the 2006 Bonds to be issued on a parity with the 2004 Bonds subject to the satisfaction of all conditions precedent of the 2004 Bonds. The City Council authorizes and directs the Director of Finance to determine when all conditions for the issuance of the 2006 Bonds on a parity with the 2004 Bonds have been satisfied and to certify to the satisfaction of such conditions as required pursuant to the Indenture. SECTION 4. Authorization and Conditions. The City Council authorizes and directs the City Manager, the Director of Finance and such other official or officials of the City as may be designated in writing by this City Councilor the City Manager (each, an "Authorized Officer") to execute and deliver the final form of the various documents and instruments described in this Resolution, with such additions or changes as the Authorized Officer may deem necessary and advisable provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $16,950,000, an annual interest rate on the 2006 Bonds in excess of five and seventy five hundredths percent (5.75%) per year and an underwriter's discount in excess of one and seventy five hundredths percent (1.75%) of the par amount ofthe 2006 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 an Authorized Officer, upon consultation with and review by the City Attorney and Best Best & Krieger LLP, the District's bond counsel. SECTION 5. First Supplemental Bond Indenture. The City Council approves the form of First Supplemental Bond Indenture by and between the District and the Fiscal Agent as presented to this City Council and on file with the City Clerk. The City Council authorizes and directs an Authorized Officer to complete and execute the First Supplemental Bond Indenture on behalf of the District, subject to the provisions of Section 4 above. SECTION 6. Official Statement and Continuing Disclosure Agreement. The City Council 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 or additions 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 (Rule), the City Council authorizes the Director of Finance or, in the absence of the Director of Finance, another Authorized Officer to determine when the Preliminary Official Statement is deemed final, and authorizes and directs the Director of Finance or such other Authorized Official to provide written certification that the Preliminary Official Statement is final. The execution of the final Official Statement, which shall include such changes and additions deemed advisable by the Director of Finance or, in the absence of the Director of Finance, another 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 authorizes the distribution of the final Official Statement by the Underwriter as the initial purchaser of the Bonds. The City Council approves the form of the 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. The City Council authorizes and directs an Authorized Officer to complete and execute the Continuing Disclosure Agreement on behalf ofthe Community Facilities District, subject to the provisions of Section 4 above. Resolution No. 2006-141 Page 5 SECTION 7. Sale of Bonds. The City Council authorizes and approves the negotiated sale of the Bonds to the Underwriter. The City Council approves the form of the Bond Purchase Agreement and authorizes and directs an Authorized Officer to execute the Bond Purchase Agreement on behalf of the Community Facilities District upon the execution of that Agreement by Underwriter, subject to the provisions of Section 4 above. 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 Community Facilities District Law and the Indenture, as amended and supplemented by the First Supplemental Bond Indenture. The City Council authorizes and approves any Authorized Officer and other responsible City officials, acting for and on behalf of the Community Facilities District, to take such actions as are required under the Bond Purchase Agreement and the Indenture, as amended and supplemented by the First Supplemental Bond Indenture, to complete all actions required to evidence the delivery of the 2006 Bonds upon the receipt ofthe purchase price ofthe 2006 Bonds from the Underwriter. SECTION 9. Actions. The City Council approves, confirms and ratifies all actions previously taken by the officers and agents of the City with respect to the issuance and sale of the 2006 Bonds. The City Council authorizes and directs the proper officers of the City, acting for and on behalf of the District, 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 2006 Bonds in accordance with the Community Facilities District Law, this Resolution, the Indenture, as amended and supplemented by the First Supplemental Bond Indenture, the Bond Purchase Agreement, the Continuing Disclosure Agreement, and any certificate, agreement, contract, and other document described in the documents pursuant to this Resolution. SECTION 10. Effective Date. This resolution shall take effect from and after its adoption. Presented by Approved as to form by ~ .~AAu0duL Leah Browder Acting Engineering Director ~~~~\\~~;l Ann Moore City Attorney Resolution No. 2006-141 Page 6 PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 9th day of May 2006 by the following vote: AYES: Councilmembers: Castaneda, Chavez, McCann, and Rindone NAYS: Councilmembers: None ABSENT: Councilmembers: Padilla ~&J~v- Stephen C. PadIlla, Mayor ATTEST: ~ ~ tLu ---=3.& ~ Susan Bigelow, MMC, City rk 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. 2006-141 was duly passed, approved, and adopted by the City Council at a regular meeting ofthe Chula Vista City Council held on the 9th day of May 2006. Executed this 9th day of May 2006. ~-k-LL>- r.==<,~ ~ Susan Bigelow, MMC, City Cler