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Home My WebLink About2008/06/03 Item 7 CITY COUNCIL AGENDA STATEMENT ~('r:::.. CITY OF _!11 (HULA VISTA JUNE 3, 2008, Item r CITY COUNCIL, REDEVELOPMENT AGENCY AND PUBLIC FINANCING AUTHORITY- A. RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA DECLARING THE INTENT TO REFUND THE 2000 TAX ALLOCATION BONDS: AUTHORIZING AND DIRECTING THE ISSUANCE A.ND SALE OF NOT TO EXCEED $24 MILLION PRINCIPAL AMOUNT 2008 TAX ALLOCATION REFUNDING BONDS FOR THE MERGED REDEVELOPMENT PROJECT: APPROVING DOCUMENTS; AUTHORIZING OFFICIAL ACTIONS AND PROVIDING FOR OTHER MATTERS PROPERLY RELATING THERETO (4!5THS VOTE REQUIRED) ITEM TITLE: B. RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING A LOAN REPA YMENT FROM THE REDEVELOPMENT AGENCY TO THE GENERAL FUND (4!5THS VOTE REQUIRED) C. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE SALE OF NOT TO EXCEED $24 MILLION PRINCIPAL AMOUNT 2008 TAX ALLOCATION REFUNDING BONDS FOR THE MERGED REDEVELOPMENT PROJECT D. RESOLUTION OF THE CITY C01JNCIL OF THE CITY OF CHULA VISTA REGARDING ITS INTENTION TO REIMBURSE EXPENDITURES FROM THE PROCEEDS OF TAX-EXEMPT OBLIGATIONS E. RESOLUTION OF THE BOARD OF DIRECTORS OF THE CHULA VISTA PUBLIC FINANCING AUTHORITY AUTHORIZING PURCHASE AND SALE OF TAX ALLOCATION REFUNDING BONDS FOR THE CHULA VISTA MERGED REDEVELOPMENT PROJECT AND APPROVING CERTAIN RELATED DOCUMENTS AND AUTHORIZING CERTAIN OTHER ACTIONS (4!5THS VOTE REQUIRED) SUBMITTED BY: DIRECTOR OF FINANCEJ/~ REVIEWED BY: CITY MANAGER ST -k,r D.-t:.G, 4/5THS VOTE: YES ~ NO c=J 7-1 JUNE 3, 2008, Iteml Page 2 of5 SUMMARY As part of the Fiscal Year 2007/2008 budget balancing process, the Finance Department has been exploring various debt-refunding options, which would generate cash flow savings to the General Fund, With the assistance of Harrell & Co. and EJ. De La Rosa. the following debt refunding option was identified and presented to the City Council on January 22, 2008. - ENVIRONMENTAL REVIEW Not Applicable. RECOMMENDATION A. The Redevelopment Agency adopt Resolutions A and B. B. The Council adopt Resolutions C and D. C. The Public Financing Authority adopt Resolution E. BOARDS/COMMISSION RECOMMENDATION The Finance Director/Treasurer presented the financing plan to the Chula Vista Redevelopment Corporation Board members at the March 13, 2008 meeting at which time the CVRC recommended that the City proceed v.ith the refunding and raising of funds to repay a portion of the outstanding General Fund loan. DISCUSSION As part of the Fiscal Year 2007/2008 budget balancing process, the Finance Department has been exploring various debt-refunding options, which would generate cash flow savings to the General Fund. The recommended refunding would provide for a loan repayment from the Redevelopment Agency of approximately $4.3 million as well as funding for street improvements of approximately $800,000. 2000 Tax Allocation Bonds (TAB) - Refunding In May 2000, the City/Redevelopment Agency approved the issuance of$17.0 million in Merged Project Area Tax Allocation Bonds to repay outstanding interfund loans, raise capital for projects, eliminate deficit balances in the project areas as well as restructure cash flow to provide sufficient funding for staff and operating costs on an ongoing basis. As of June 30, 2007, there was $15.5 million in outstanding bonds with a net interest cost of 5 .32% and a final maturity date of 2030. Based on the financial analysis conducted by the financing team, it appears that through the proposed refunding the Agency could improve cash flow to the Redevelopment Agency by approximately $250,000 armually over the next 6 years. The improved cash flow would be timely because the Legislative Analyst's Office has proposed to the Legislature that it take $1.2 billion from Redevelopment Agencies over the next 5 years to offset the State's obligation to the schools in order to help reduce the State's budget deficit. This proposed refunding would help mitigate the impact of the proposed ERAF payments. The new debt would be an estimated $21.01 million with an estimated net interest cost of 4.75% and the final maturity date extended to 2036, which would take advantage of the entire life of the project area. After refinancing the 2000 Bonds, there would be net bond proceeds of $4,532,000 to be allocated as follows. 7-2 JUNE 3, 2008. Item~ Page 3 of 5 Sources and Use of Funds 2000 TAB Refunding/Restructuring Source of Funds Tax Allocation Bond Proceeds $21,013,000 Use of Funds 2000 Bonds Escrow Fund Increase in Reserve Fund $15,395,000 $300,000 Costs of Issuance! Underwriter! Bond Insurance Contingency Street Improvements General Fund PFDlF. Obligation General Fund Loan Pmt to PFDlF' Reimburse PFDlF for Capital Projects Sub- Total (Net Bond Proceeds) Total $779,000 $7,000 $800,000 $1,337,031 $866,000 $1,528,969 $4,532,000 $21,013,000 RDA Street Improvements On April 4, 2006, Congressman Bob Filner notified the City of Chula Vista that the City was awarded $300,000 in SAFETEA-LU a federal grant. The purpose of the grant is to enhance public infrastructure and provide amenities to support key catalyst projects and future redevelopment activity and to increase walkability and multi-modal transportation in the Third Avenue corridor between E Street and H Street. The Third Avenue Streetscape Masterplan will respond to the urban form objectives and development regulations and design guidelines found in the City's General Plan and Urban Core Specific Plan. This is a "matching fund" program, which requires that the City provide a portion of the funding to complete the project. The implementation of the Third Avenue Streetscape Masterplan will consist of two phases. The first is to incorporate community outreach and design recommendations culminating in the Plan. The second phase will be the construction of the capital improvements. The Redevelopment Agency is proposing to use $800,000 for the second phase of the plan and will retwn at a later date for the appropriation. RDA Loan Repayment to General Fund As of June 30, 2007, the Redevelopment Agency owed the General Fund $25.4 million related to the Town Centre II Certificates of Participation. Beginning in Fiscal Year 2007/2008 the debt service payments have been paid directly by the Redevelopment Agency's Merged Project Area. In order to reduce the outstanding loan and to assist in relieving the City's fiscal stress a loan repayment of $4.3 million ($3.7 million 2000 TABS and $550,000 from the RDA reserves) from the Redevelopment Agency to the General Fund is recommended. ] Fund to payoff outstanding OF loan from PFDIF for its share of the Animal Shelter Project - current outstanding principal $866,000 approved 3/7/2000. 7-3 JUNE 3, 2008, Iteml Page4of5 Flow of Funds RDA Loan Repayment to General Fund Loan Repayment from RD A Reserves General fund PfDIf Obligation General Fund Loan Payment to PFDIf' Reimburse PFDIf for Capital Projects Loan Repayment from 2000 TABS $550,000 $1,337,031 $866,000 $1,528,969 $3,732,000 Total Loan Repayment to General Fund $4 282 000 For federal tax purposes bond proceeds need to be spent within three years. Repayment of Agency interfund loans are not treated as expenditures of bond proceeds, for those purposes, expenditures of bond proceeds will be tracked through the timely capital expenditures of repaid funds. DECISION MAKER CONFLICT Staff has reviewed the property holdings of the City Council, Redevelopment Agency and Public Financing Authority members and has found a conflict exists with Council/Agency/Authority members Jerry Rindone, Rudy Ramirez, John McCann and Steve Castaneda who having holdings within 500 feet of the boundaries of the property. which is the subject of this action. The Council Member conflicts are as follows: 1. Council Members McCann, Rindone. and Ramirez have conflicts with Resolutions A, B, C,D&E. 2. Council Member Castaneda has conflicts with Resolutions A, C, D and E. FISCAL IMP ACT Redevelopment Agency Fund There would be a net impact to the RDA reserves of $550,000 in fiscal year 2007/2008 but a cash flow savings over the next six years of$1.5 million due to the refunding of the 2000 TABS. The overall refunding would result in a 1 % net present value cost to the Redevelopment Agency of$125,000 due to the up front cash flow savings and the extension of the maturity. General Fund There would be a positive impact to the General Fund reserves of $550,000 m Fiscal Year 2007/2008 related to the RDA loan repayment. The 2000 TAB refunding would also provide funds for the General Fund obligation related to the PFDIF of approximately $1.3 million. This would save the General Fund approximately $786,000 in interest cost by avoiding an interfund loan. In addition, the payment of the outstanding loan from the PFDIF to the General Fund related to the Animal Shelter would save the General Fund $377,000 in interest costs over the remaining term of the loan (12 years) and provide for budgetary savings of$103,517 beginning in Fiscal Year 2008/2009. 'fund to payoff outstanding GF loan from PFDlF for its share of the Animal Shelter Project - current outstanding principal $866,000 approved 3/712000. 7-4 JUNE 3, 2008, Item-3::.- Page 5 of 5 Public Facilities Development Impact Fund !PFDIF) There would be a positive impact to the PFDIF fund in Fiscal Year 2007/2008 of $3.7 million ($1.3 million General Fund Obligations, $0.9 million Payment of Animal Shelter Loan, $1.5 million in reimbursement for PFDIF projects), which would assist in mitigating the projected cash deficit of $6.0 million at the end of fiscal year 2007/2008. Mitigating the projected cash deficit in the PFDIF fund is critical in order to ensure that the PFDIF allocable share of existing bonded debt service can continue to be met without impacting the General Fund reserves or having to pursue other interfund loan options. 2000 TAB Costs ofIssuance All costs of issuance, including the cost of the underwriter, bond counsel, disclosure documents etc. will be paid from the bond proceeds. The fees are summarized as follows: . Financial Advisor - A fee of $77,000 is contingent on refunding of the bonds plus expenses. . UndernTiter - The fee is .82% of the par amount of the bonds or $ 1 73,000 based on an estimated bond sizing of$21.01 million. . Bond Counsel - A fee of approximately $80,000, which includes $30,000 for disclosure counsel work, based on an existing two-party agreement. . Bond Insurance - $396,000 . Other Costs - $53,000 (rating fees, printing, etc.) A TT ACHMENTS Attachment A - Flow of Funds Attachment B - Debt Service Schedules 2000 TAB Refunding Attachment C - Staff Report 3/7/2000 - Approving the Loan to the General Fund Attachment D - Amortization Schedule for Outstanding Loan - Animal Shelter Prepared by: lviaria Kachadoorian, Director of Finance/Treasurer, 7-5 r- ..... I 0> ~ 2000 TAB Refunding - Net Bond Proceeds 2008 Tax Allocation Bond Refunding Net Proceeds ($4.5 million) I ~ ~ RDA Street Loan Pmt. to Improvement General Fund Projects ($3.7million) ($800,000) I . . . Fund PFDIF Project GF obligation GF Loan Pmt. to improve cash flow towards PFDIF PFDIF Animal ($1.5 million) ($1.3 million) Shelter ($0.9 million) :>0- -1 -1 :>0- n ::r: 3: fTl :z: -1 :>0- MERGED REDEVELOPMENT PROJECT CASHFLOW Existing Debt Service Net 2000 2000 Reserve Repay 2003 Parking 2003 Reserve Available FYE Tax Bonds Earnings/ ERAF COP Earnings/ Balance June 30 Increment Debt Service Release Loan Payments Release for Admin 2008 4,816,600 (1,204,000) 60,000 (225,000) (1,081,630) 37,000 2,402,970 2009 4,961,800 (1,201,000) 60,000 (225,000) (1,061,420) 26,000 2,560,380 2010 5,113,400 (1,201,000) 60,000 (225,000) (1,063,390) 26,000 2,710,010 2011 5,263,400 (1,201,000) 60,000 (225,000) (1,061,370) 26,000 2,862,030 2012 5,421,000 (1,203,000) 60,000 (225,000) (1,071,175) 877,000 3,858,825 2013 5,578,600 (1,205,000) 60,000 (225,000) (227,700) 227,700 4,208,600 2014 5,740,800 (1,204,000) 60,000 (225,000) 4,371,800 2015 5,684,800 (1,142,000) 60,000 (225,000) 4,377,800 2016 5,823,800 (1,141,000) 60,000 (125,000) 4,617,800 2017 5,965,200 (1,138,000) 60,000 4,887,200 2018 6,112,600 (1,139,000) 60,000 5,033,600 ..... 2019 6,259,600 (1,142,000) 60,000 5,177,600 I 2020 6,408,400 (1,139,000) 60,000 5,329,400 ..... 2021 6,562,400 (1,139,000) 60,000 5,483,400 2022 6,720,200 (1,141,000) 60,000 5,639,200 2023 6,877,800 (1,142,000) 60,000 5,795,800 2024 7,039,600 (1,140,000) 60,000 5,959,600 2025 7,206,200 (1,141,000) 60,000 6,125,200 2026 7,375,600 (1,140,000) 60,000 6,295,600 2027 7,546,800 (1,141,000) 60,000 6,465,800 2028 7,725,400 (1,139,000) 60,000 6,646,400 2029 7,903,800 (755,000) 449,000 7,597,800 2030 8,087,600 (753,000) 753,000 8,087,600 2031 8,272,600 8,272,600 :P 2032 7,466,400 7,466,400 --l --l 2033 7,646,200 7,646,200 :P n 2034 7,822,600 7,822,600 :r: 3: 2035 7,986,000 7,986,000 fTl :z 2036 8,150,800 8,150,800 --I co 194,897,200 (27,092,313) 2,522,000 (2,125,000) (6,873,965) 1,297,700 161,268,423 5/6/2008 MERGED REDEVELOPMENT PROJECT CASHFLOW Debt Service - Refunding, New Money to Repay City Loan + Streets, Extend Term to 2036 Net Refunding 2000 Reserve Repay 2003 Parking 2003 Reserve Available FYE Tax Bonds Earnings/ ERAF COP Earnings/ Balance June 30 Increment Debt Service Release Loan Payments Release for Admin 2008 4,816,600 (989,000) 60,000 (225,000) (1,081,630) 37,000 2,617,970 2009 4,961,800 (944,000) 60,000 (225,000) (1,061,420) 26,000 2,817,380 2010 5,113,400 (944,000) 60,000 (225,000) (1,063,390) 26,000 2,967,010 2011 5,263,400 (944,000) 60,000 (225,000) (1,061,370) 26,000 3,119,030 2012 5,421,000 (944,000) 60,000 (225,000) (1,071,175) 877,000 4,117,825 2013 5,578,600 (944,000) 60,000 (225,000) (227,700) 227,700 4,469,600 2014 5,740,800 (1,509,000) 60,000 (225,000) 4,066,800 2015 5,684,800 (1,506,000) 60,000 (225,000) 4,013,800 2016 5,823,800 (1,508,000) 60,000 (125,000) 4,250,800 2017 5,965,200 (1,508,000) 60,000 4,517,200 2018 6,112,600 (1,508,000) 60,000 4,664,600 2019 6,259,600 (1,506,000) 60,000 4,813,600 -.I 2020 6,408,400 (1,509,000) 60,000 4,959,400 I 2021 6,562,400 (1,505,000) 60,000 5,117,400 co 2022 6,720,200 (1,505,000) 60,000 5,275,200 2023 6,877,800 (1,507,000) 60,000 5,430,800 2024 7,039,600 (1,508,000) 60,000 5,591,600 2025 7,206,200 (1,505,000) 60,000 5,761,200 2026 7,375,600 (1,506,000) 60,000 5,929,600 2027 7,546,800 (1,509,000) 60,000 6,097,800 2028 7,725,400 (1,506,000) 60,000 6,279,400 2029 7,903,800 (1,506,000) 60,000 6,457,800 2030 8,087,600 (1,508,000) 60,000 6,639,600 2031 8,272,600 (1,507,000) 60,000 6,825,600 2032 7,466,400 (1,504,000) 60,000 6,022,400 :P 2033 7,646,200 (1,509,000) 60,000 6,197,200 -< -< 2034 7,822,600 (1,506,000) 60,000 6,376,600 :P co 2035 7,986,000 (1,509,000) 60,000 6,537,000 :r: 3: 2036 8,150,800 (1,508,000) 1,508,000 8,150,800 tT1 :z -< 194,897,200 (41,572,313) 3,248,000 (2,125,000) (6,873,965) 1,297,700 147,514,423 "" 5/6/2008 ATTACHMENT C COUNCIL AGENDA ITEM STATEMENT Item 1 Meeting Date 3/7/2000 ITEM TITLE: REVIEWED BY: Resolution Accepting bids and awarding contract for the "Chula Vista Animal Care Facility, at 130 Beyer Way in the City ofChula Vista, CA (GG-158)" project to C & S Doctor, Inc., in the amount of$l,904,856,00, appropriating an additional $70,927 of Public Facilities Development Impact Fee-Corporation Yard (pFDIF-Corp Yard) funds, and appropriating $1,181,960 ofPFDIF-Corp Yard funds as a loan to the General Fund, Director of Public Works ~ Police Chief City Manager ~t'> (4/5ths Vote: YesX No-J SUBMITTED BY: On February 9, 2000, the Director of Public Works received sealed bids for the "Chula Vista Animal Care Facility 130 Beyer Way, in the City ofChula Vista, CA (GG-158)" project. The work to be done includes construction ofan animal shelter, including earthwork, on and off-site utilities, paving, fire protection, mechanical, electrical and incidental work. RECOMMENDATION: That Council approve a resolution accepting bids and awarding the contract for the "Chula Vista Animal Care Facility, at 130 Beyer Way in the City ofChula Vista, CA (GG-158)" project to C & S Doctor, Inc., in the amount $1,904,856.00, appropriating an additional $70,927 of Public Facilities Development Impact Fee-Corporation Yard (PFDIF-Corp Yard) funds, and appropriating S 1,181 ,960 of PFDIF -Corp Yard funds as a loan to the General Fund, to be repaid Over a term of 20 years at the interest rate earned by the City's Investernnt Pool. BOARDS/COMMISSIONS RECOMMENDATION: Not applicable. BACKGROUND: On July IS, 1997, the City Council approved the construction of a new Animal Shelter and appropriated funds for the design and construction documents required to build the facility. Subsequently, the City purchased property in the Southwest Redevelopment Area at 4th Avenue and Beyer. On September 15,1998, the City Council approved il contract with Sutro and Company for financial advisory services to assist in formulating and implementing a financing plan for the anintal care facility and other capital improvement projects. On October 6, 1998, the City Council approved a contract with architectural firms Jackson and Ryan from Texas, and Eric Davy from San Diego for the design of the new animal shelter in south Chula Vista, Design of the new facility is nearing completion and construction is expected to begin later this year, 7-9 Page 2, Item Meeting Date 3/7/2000 1 On May 18, 1999, the City Council approved the preliminary financing plan and proposed design for construction of the new animal care facility. On January 25, 2000, the City Council approved the rejecting of bids and the re-advertisement of the project as a result of inconsistencies with the bid proposals, per Resolution No. 2000-026. DISCUSSION: The existing animal shelter is currently outdated and under capacity to serve the City's projected population growth. The animal shelter is being relocated from Otay Valley Road to the intersection of Beyer Way and Fourth Avenue. The project is to construct a 7,800 square foot building with offices and medical facilities. The animal shelter will include 84 kennel spaces and petting areas. The work generally includes grading of the existing site, construction of the building, landscaping and the construction of all appurtenances as may be necessary to render the project complete and workable, however equipment and furniture costs are not included. A pre-bid meeting was held on November 2, 1999, in order to review the contract requirements and to receive questions regarding the specifications in the bid documents. The contractors present raised several concerns during the meeting, and issues were addressed through Addendums #1 and #2. On December I, 1999, fourteen (14) sealed bid proposals for the project were received. However, based on the bid proposals submitted by the Contractors, it was apparent that the Contractors did not fully understand the requirements of the bid alternates. Due to the inconsistencies all bids were rejected. The project was re-advertised on January 29, 2000 with modifications to the bid specifications and the deletion of five of the six the bid alternates. Bids were received from 12 contractors as follows: Bid Amount I $1,904,856.00 I I Contractor 11. C & S Doctor, Inc., San Diego, CA 2. Golden Springs Construction Inc., Santee, CA I 1,975,877.00 I 3. EMS, Carlsbad, CA 1,977,000.00 4. Universal Construction & Maintenance, San Pedro, CA 2,010,000.00 5. Kenai Construction Company Inc., San Diego, CA 2, I 08,000.00 6. KV AAS Construction, San Diego, CA 2,125,000.00 7. Greer Construction Company, San Diego, CA 2,149,000.00 8. ALCO Construction Inc., Laguna Niguel, CA 2,157,013.00 9. Mesa Construction Projects Inc., San Diego, CA 2,189,293.00 7-10 Page 3, Item ? Meeting Date 31712000 I Contractor Bid Amount 10, The Augustine Company, San Diego, CA 2,270,277.00 11, Har Construction Inc., National City, CA 2,282,000,00 12, Erickson-Hall Construction Company, Escondido, CA 2,294,000,00 Staff received bids for the proposed work. The low bid, submitted by C & S Doctor, Inc., is below the Architect's estimate of$2,100,000.00 by $195,144.00 or 9.3%. The Architect's estimate was based on bids received for similar proj ects, It is our opinion that staff received adequate bids for the proj ect. The bid prices from the previous fourteen (14) bid proposals that were rejected ranged from $1.8 million to $2.7 million with a difference of $900,000 compared to a range difference of $390,000 for the 12 recent bidders. Although the $1,904,856 bid price of the contract increased $105,900 from the previous bid that was rejected ($1,799,000), stafffeels that the most recent bids reflected a more quantified bid, based on the more narrow range of the bid proposals. The project specifications required that all contractors have the relevant experience in doing a silnilar project. We have contacted the references provided by C & S Doctor, Inc, and determined that they have the relevant experience necessary to complete this project as defined in the specification. In addition, we have verified their license and the Subcontractors and determined that it is current and in good standing. We therefore recommend that the contract for the "Chula Vista Animal Care Facility, at 130 Beyer Way in the City ofChula Vista, CA (GG-158)" project be awarded to C & S Doctor, Inc., San Diego, CA. C & S Doctor, Inc, is currently completing work on the construction of the Otay Recreation Center, located at 3554 Main Street. The performance of C & S Doctor, Inc, on the project has been satisfactory, despite working simultaneously on a similar project with Fallbrook High School for the construction of a gymnasium, The construction of the Animal Care Facility is to begin work on March 27, 2000 and last for 180 working days, The project is scheduled to be completed on December 11, 2000, Included in the construction oftbe Animal Care Facility are three (3) banks of28 kennels eacb for a total of 84 kennels, Current findings indicate that there will be enough capacity to accommodate the current animal volume. The City will continue to pursue opportunities that will enable the sale of its animal control services to other jurisdictions, Should sufficient revenues materialize through contract with other cities or other opportunities, staff will return to Council with a recommendation to complete a fourth bank of kennels. Disclosure Statement A copy of the contractor's Disclosure Statement is attached, 7-11 Page 4, Item 7 Meeting Date 3/7/2000 Prevailing Wa~e Statement This project is funded through PFDIP-Corp Yard. Based on the current project funding guidelines, no prevailing wage requirements were necessary as part of the bid documents. Environmental Status The City's Environmental Review Coordinator has reviewed the work involved in this project. A Notice of Determination was approved on April 27, 1998. Fin.n.cial Statement FUNDS REQUIRED FOR CONSTRUCTION A. Contract Amount $1,904,856.00 C. Contingencies (10%) $190,000.00 D. Material Testing $25,000.00 E. Staff Cost (Design, Inspection, Administration) $50,000.00 TOTAL FUNDS REQUIRED FOR CONSTRUCTION $2,169,856.00 FUNDS AVAILABLE FOR CONSTRUCTION A. Animal Shelter Expansion/Relocation - 2109158563 $870,000.00 (GG-158) - Projects Accounts B. Animal Shelter Expansion/Relocation In - Kind General Fund $33,475.00 C. Additional In-Kind General Fund Services Needed $81,525.00 D. Additional Appropriation from the PFDIF-Corporation Yard Fund $70,927.00 E. Loan from Public Facilities DIF-Corp Yard to General Fund $1,113,929.00 TOTAL FUNDS AVAILABLE FOR CONSTRUCTION $2,169,856,00 FISCAL IMPACT: The Animal Shelter is included as a component of the Corporation Yard in the Public Facilities Development Impact Fee (PFDIF). Listed below are the estimated Animal Shelter costs, followed by the funding sources and amounts needed for the project. In the 1999-00 CIP budget, the estimated construction costs were $2,021,838, which is $148,081 lower than the current projected construction costs of$2,169,856. The costs are higher due to having a 10% versus 5% contingency ($95,000 additional), a $15,000 increase in anticipated material testing costs, and approximately $40,000 in higher staff costs. Additional funding of$68,031 is needed also to cover the City's share of the entire project costs, and not just for the construction cost. 7-12 Animal Shelter Costs Land Acquisition Architectural Services Project Management Staff Services General Administration FurniturelEquipment Construction (from previous table) TOTAL COSTS Animal Shelter Funding Development Share (PFDIF): Land Acquisition (100%) Remaining Costs (48.5%) TOTAL PFDIF funds appropriated Additional funds to appropriate TOTAL PFDIF Share City Share (General Fund): Land Acquisition (0%) Remaining Costs (51.5%) TOTAL General Fund In-Kind Services Additional In-Kind Services Additional funds to appropriate TOTAL General Fund Share TOTAL FUNDING Page 5, Item 7 Meeting Date 3/7/2000 $ 670,000 $ 174,000 $ 65,000 $ 31,350 $ 78,162 $2.169.856 $3,188,368 $ 670,000 $1.221.408 (3,188,368-670,000 = 2,518,368 x .485) $1,891,408 $1,820,481 $ 70.927 $1,891,408 $ 0 $1.296.960 (2,518,368 x .515) $1,296,960 $ 33,475 $ 81,525 $1.181.960 (As a loan from PFDIF to Gen Fund) $1,296,960 $1,891,408 $1.296.960 $3,188,368 As shown in the funding costs, an appropriation of$70,927 from the PFDIF-Corp Yard is needed to fund the remaining Development Share obligation. An additional $81,525 is shown as General Fund In-Kind Services for staff costs associated with design, inspection, and administration, as well as project management. The total General Fund In-Kind Services is $115,000, with $50,000 for the Public Works staff costs, and $65,000 for the Police staff project management costs. In addition, an appropriation of an additional $1,181,960 from the PFDIF-Corp Yard is needed, as a loan to the General Fund, to cover the City's share of the cost. (Of this amount, $1,113,929 is needed for the share of the construction cost, per the table on page 3.) The Finance Director and Special Projects 7-13 Page 6, Item 7 Meeting Date 3/7/2000 Manager have recommended that the General Fund portion be funded with a loan from the PFDIF- Corporation Yard component, to be paid back, with interest, over a 20-year period. The annual impact to the General Fund over the 20 years would be roughly $100,000 per year, including a total interest cost of $864,416 over the term of the loan.. This proposal is consistent with earlier actions whereby the General Fund loaned funds to the PFDIF, and was paid back with interest. This proposal is different from the project submittal in the 1999-00 ClP Budget, where it was initially proposed to fund the City share with bond proceeds, to be paid back, with interest, from Residential Construction Tax funds. By using an inter-fund loan, the project will have no bond issuance costs and lower financing costs, thereby reducing the financial impact to the City and the PFDIF. Exhibit: Contractor's Disclosure Statement H:\HOME\ENGlNEER\AGENDA\GG 158BAS. WPD March 1,2000 (5:00pm) 7-14 Loan Amortization Schedule ...... I ~ 0'1 loan amount Annual interest rate Loon period in years Number of payments per year Start date of loan Optional extra payments Enter values I Loan summa 1- - Scheduled payment i Scheduled number of payments Actual number of payments Total early payments Total interest Lender name: I GF Animal Shelter loan from Corp Yard DIF ~ Reso 2000-077 Pm! No. Payment Dote 1 2 3 4 5 o 7 8 9 10 11 12 13 14 15 10 17 18 19 20 03/07/2001 $ 03/07/2002 03/07/2003 03/07/2004 03/07/2005 03/0712006 03/07/2007 03/07/2008 03/07/2009 03/07/2010 03/07/2011 03/07/2012 03/07/2013 03/07/2014' 03/07/2015 03/07/2016 03/07/2017 03/07/2018 03/07/2019 03/07/2020 Beginning Balance 1,181,960,00 $ 1.150,021.87 1,116,149.58 1,080,225.97 1,042,126,83' 1,001,720.41 958,866,97 913,418,33 865,217,33 814,097.20 759,881,37 702,382,10 041,400,80 570,72QAl 508,135.34 435,390.39 358,240.01 276,417.40 189,639.62 97,606.57 Scheduled Payment 103,517.62 $ 103,517.62 103,517.62 103,517.02 103,517.62 . 103,517.62 103,517,02 103,517.62 103,517,62 103,517,62 103,517,62 103,517.62 103,517,62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 Extra Payment Total Payment $ 103,517.62 $ 103,517.62 103,517.02 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517.62 103,517,62 103,517,62 103,517.62 103,517.62 97,606.57 Principal 31,938.13 $ 33,872.30 35,923,61 38,099.14 40,406.42 42,853.44 45,448.64 48,201.01 51,120.06 54,215.89 57,499.21 60,981.36 64,674.3~ 6~,591.07 72,744.95 77,150.38 81,822.61 86,777.79 92,033.05 91,695,52 Interest 71,579.50 69,645,32 67,594.02 65,418.48 63,111.io 60,664.19 58,068.98 55,316.61 52,397.56 49,301.73 46,018.42 42,536.20 38,843.23 34,920.55 30,772.68 26,367.24 21,695.02 10,739,84 11,484,58 5,911,05 Ending Cumulative Balance Interest $1,1 50,021.87 1,116,149.58 1,080,225.97 1,042,126.83 1,001,720.41 958,806.97 913,418,33 865,217,33 814,097.26 759,881.37 702,382,16 641,40080 576,726.41 508,135.34 435,390,39 358,240,01 276,417.40 189,639.62 . 97,606.57 0,00 $ 71,579.50 141,224.82 208,818.84 274,237.33 337,348,53 398,012,71 456,081. 70 511,398,31 563)95,87 013,097.60 659,116,02 701,652.28 740,495,52 775,422,07 806,194.74 832,561.99 854,257.00 870,996,84 882,481.41 888,392.47 :P -i -i :P n :r: 3: m :z -i c::> RDA RESOLUTION NO. 2008- RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA DECLARING THE INTENT TO REFUND THE 2000 TAX ALLOCATION BONDS; AUTHORIZING AND DIRECTING THE ISSUANCE AND SALE OF NOT TO EXCEED $24 MILLION PRINCIPAL AMOUNT 2008 TAX ALLOCATION REFUNDING BONDS FOR THE MERGED REDEVELOPMENT PROJECT; APPROVING DOCUMENTS; AUTHORIZING OFFICIAL ACTIONS AND PROVIDING FOR OTHER MATTERS PROPERLY RELATING THERETO WHEREAS, the Redevelopment Agency of the City of Chula Vista (the "Agency") is a redevelopment agency duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the provisions of the Community Redevelopment Law of the State of California (Part I of Division 24 of the Health and Safety Code of the State of California, commencing with Section 33000) (the "Redevelopment Law"), including the power to issue bonds for any of its corporate purposes, including the purpose of refunding bonds previously issued by the Agency; and WHEREAS, a Redevelopment Plan for the Town Centre II Redevelopment Project Area in the City of Chula Vista (the "Town Centre II Redevelopment Project") has been adopted and subsequently amended in compliance with all requirements of the Redevelopment Law; and WHEREAS, a Redevelopment Plan for the Otay Valley Road Redevelopment Project Area in the City of Chula Vista (the "Otay Valley Road Redevelopment Project") has been adopted and subsequently amended in compliance with all requirements of the Redevelopment Law; and WHEREAS, a Redevelopment Plan for the Southwest Redevelopment Project Area in the City of Chula Vista (the "Southwest Redevelopment Project") has been adopted and subsequently amended in compliance with all requirements of the Redevelopment Law; and WHEREAS, by ordinances of the City Council of the City of Chula Vista, the City has duly taken action to merge the Town Centre II Redevelopment Project, the Otay Valley Road Redevelopment Project and the Southwest Redevelopment Project into a single project area for financial purposes pursuant to the Redevelopment Law, and as so merged and subsequently amended in compliance with all requirements of the Redevelopment Law, such project areas are referred to herein as the Merged Redevelopment Project; and WHEREAS, the Agency has previously issued its $17,000,000 principal amount 2000 Tax Allocation Bonds (Merged Redevelopment Project) (the "2000 Bonds") pursuant to an Indenture of Trust by and between the Agency and U.S. Bank National Association (the "2000 Indenture"); and J:\AttomeyIRESOIFINANCE\AUlhorizin!l issuance of Bonds (Agencyl_06-03-08.doc DOCSOC/1268583v7/024212-00 1 0 7-16 RDA Resolution No. 2008- Page 2 WHEREAS, in order to take advantage of prevailing market conditions and/or restructure debt service for cash flow purposes, the Agency has determined at this time to issue its not to exceed principal amount $24 million Redevelopment Agency of the City of Chula Vista, 2008 Tax Allocation Refunding Bonds (Merged Redevelopment Project) (the "2008 Bonds") pursuant to the provisions of the Redevelopment Law for the purpose of providing funds to refund the 2000 Bonds and, in an amount up to $5 million, to reimburse costs of capital relating to certain certificates of participation of the City, to repay certain loans made by the City to the Agency, to payor repay the costs of redevelopment activity of the Agency for the Merged Redevelopment Project, or other costs of financing and refinancing the Merged Redevelopment Project; and WHEREAS, the 2008 Bonds shall be secured by a pledge of available tax increment of the Agency for the Merged Redevelopment Project, and exclusive of all tax increment chargeable to such housing fund to the extent not expressly pledged to the repayment of the 2008 Bonds in the Indenture, and on a basis junior to certain existing obligations of the Agency to the extent set forth in the Indenture; and WHEREAS, proceeds of the 2008 Bonds will be used (i) to payor repay costs of redevelopment activity of the Merged Redevelopment Project; (ii) to refund the 2000 Bonds; (iii) to reimburse costs of capital relating to certain certificates of participation of the City, (iv) to repay certain loans made by the City to the Agency, (v) to establish a reserve account for such 2008 Bonds; and (vi) to pay a portion ofthe costs of issuing such 2008 Bonds; and WHEREAS, (a) the 2008 Bonds shall be sold to the Chula Vista Public Financing Authority for concurrent resale to E.J. De La Rosa & Co., Inc. (the "Underwriter") pursuant to a Bond Purchase Agreement and a Preliminary Official Statement for the 2008 Bonds, in accordance with Article 4 of Chapter 5 of Division 7 of Title I of the California Government Code (the "JPA Law") (b) a portion of the net proceeds of the 2008 Bonds, together with other available moneys, will be applied to the prepayment and defeasance of the 2000 Bonds and any related obligations, pursuant to the terms of the Escrow Agreement approved pursuant to Section 6 hereof or other arrangements approved herein, and (c) the Agency will undertake to provide certain continuing disclosures pursuant to the Continuing Disclosure Agreement approved pursuant to Section 5 hereof, each in the form on file with the Executive Director, subject to completion as approved pursuant to this resolution; and WHEREAS, the Agency wishes at this time to declare its intent to refund the 200 Tax Allocation Bonds, and to authorize the issuance of the 2008 Bonds for the purpose of providing funds to refund the 2000 Bonds and to finance or refinance redevelopment activities and to pay certain other costs related to the issuance of such 2008 Bonds. NOW, THEREFORE, the Redevelopment Agency ofthe City ofChula Vista does hereby resolve and declare as follows: SECTION I. The Redevelopment Agency of the City of Chula Vista declares its intent to refund the outstanding 2000 Tax Allocation Bonds. J:\AltomeyIRESOIF1NANCE\AUlhorizing issuance of Bonds (Agencyl_06-03-08.doc DOCSOC/ 1268583v7/024212-00 10 7-17 RDA Resolution No. 2008- Page 3 SECTION 2. The sale of the 2008 Bonds in an aggregate principal amount of not to exceed twenty four million dollars ($24 million) (or such lesser amount as may be specified in the Bond Purchase Agreement as approved by the Chair) for purposes referenced in the recitals hereto is hereby approved. SECTION 3. The Preliminary Official Statement with respect to the 2008 Bonds (the "Preliminary Official Statement"), in the form presented herewith, with such changes, insertions and omissions as the officer or officers executing said documents may require or approve, is hereby approved, such approval to be conclusively evidenced by the execution and delivery thereof. The Executive Director of the Agency is hereby authorized to sign a certificate pursuant to Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 relating to the Preliminary Official Statement. The Underwriter is hereby authorized to distribute copies of said Preliminary Official Statement to persons who may be interested in the initial purchase of the 2008 Bonds. The Chair or Executive Director of the Agency are hereby authorized and directed to execute, approve and deliver the final Official Statement in substantially the form of the Preliminary Official Statement, upon execution as authorized below. The Underwriter is hereby directed to deliver copies of any final Official Statement to all actual initial purchasers of the 2008 Bonds. SECTION 4. The Indenture of Trust between the Agency and U.S. Bank National Association for the 2008 Bonds (the "Indenture") is hereby approved in substantially the form presented, together with such changes thereto as may be approved by the Executive Director on the advice of bond counsel, the Executive Director's execution thereof to be conclusive evidence of such approval. SECTION 5. The Bond Purchase Agreement (the "Bond Purchase Agreement") by and among the Agency, the Chula Vista Public Financing Authority (the "Authority"), and the Underwriter providing for the sale of the 2008 Bonds to the Authority for concurrent resale to the Underwriter is hereby approved in substantially the form presented, together with such changes thereto as shall be approved by the Executive Director of the Agency upon the advice of bond counsel, the Executive Director's execution thereof to be conclusive evidence of such approval. In no event shall such Bond Purchase Agreement provide (i) for underwriter's discount (exclusive of original issue discount) in excess of eighty-two hundredths of one percent (0.82%) of the principal amount of the 2008 Bonds, (ii) for an interest rate in excess of six and one half percent (6.5%) per annum in the case of the 2008 Bonds, or (iii) for principal amounts allocated to purposes materially in excess of the amounts referenced in the recitals hereto and Section I hereof. SECTION 6. The form of the Continuing Disclosure Certificate applicable to the 2008 Bonds, respectively, (the "Continuing Disclosure Certificate") is hereby approved in substantially the form presented, together with such changes thereto as may be approved by the Executive Director of the Agency upon the advice of bond counsel, the Executive Director's execution thereof to be conclusive evidence of approval. j:\Atlomey\RESO\FINANCE\Authorizing issuance of Bonds (Agency)_ 06-0J-08.doc DOCSOC/1268583v7/024212-00 1 0 7-18 RDA Resolution No. 2008- Page 4 SECTION 7. The form of the Escrow Agreement providing for the defeasance of the 2000 Bonds (the "Escrow Agreement") among the Agency, the Authority, and U.S. Bank National Association (or other entity as may be selected by the Executive Director to act as escrow bank), as Escrow Agent, is hereby approved in substantially the form presented, together with such changes thereto as may be approved by the Executive Director of the Agency upon the advice of bond counsel, the Executive Director's execution thereof to be conclusive evidence of such approval. The Executive Director may direct the Trustee to provide for the repayment of one or more loans made by the City to the Agency pursuant to separate instructions. SECTION 8. All actions heretofore taken by the officers and agents of the Agency with respect to the issuance of the 2008 Bonds are hereby approved, confirmed, and ratified. The Chair, the Executive Director, the Secretary, the Treasurer, or any of their written designees (the "Authorized Officers") and any and all other proper officers of the Agency are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions which they, or any of them, may deem necessary or advisable in order to consummate the purchase of the 2008 Bonds from the Agency and the sale and delivery of the 2008 Bonds to the Underwriter and to carry out the transactions contemplated by this resolution, the Indenture, the Escrow Agreement, the Continuing Disclosure Agreement, the Bond Purchase Agreement, and the terms of any bond insurance and reserve surety bond commitments authorized hereunder. Such actions may include execution and delivery by the Authorized Officers, or any of them, of any agreements or other instruments with the City confirming subordination by the City of any and all lien, right or interest of the City to tax increment revenues related to (i) payment of statutory pass-throughs, if any, payable to the City by the Agency pursuant to Health and Safety Code Sections 33607.5, 33607.7 or any related statutes or, (ii) payments pursuant to any other loan, cooperation or other agreements between the Agency and the City or the subordination of any required payments by the Agency to the City to the lien and pledges provided pursuant to the Indenture for the 2008 Bonds and any related obligations, to the extent determined by the Executive Director upon the advice of the City Attorney to be reasonably necessary or convenient to facilitate the sale and delivery of the 2008 Bonds, the Authorized Officer's execution thereof to be conclusive evidence of such approval. Without limiting the foregoing, the Authorized Officers, acting singly, are each authorized to (i) solicit bids on a municipal bond insurance policy and/or surety for reserve, (ii) negotiate the terms of such policy or policies, (iii) finalize, if appropriate, the form of such policy or policies with a municipal bond insurer, and (iv) if it is determined that the policy or policies will result in net savings for the Agency, pay the insurance premium of such policy or policies from the proceeds of the issuance and sale of the 2008 Bonds. SECTION 9. The Agency finds each and all of the Recitals provided herein are true and correct and are a substantive part of this Resolution. SECTION 10. The Secretary of the Agency shall certify as to the approval of this Resolution and copies of the final form of the documents approved herein shall be placed in the Secretary of the Agency's records and in the offices of the Agency. J:\Altomey\RESO\FINANCE\Aulhorizing issuance of Bonds (Agencyl_06-03-08.doc DOCSOC/1268583v7 /024212-0010 7-19 RDA Resolution No. 2008- Page 5 SECTION 11. This Resolution shall take effect upon adoption. Presented by Maria Kachadoorian Director of Finance J:\Altomey\RESOIF'INANCE\Authorizing issuance of Bonds (Agencyl_06-03-08.doc DOCSOC/1268583v7/024212-00 1 0 Approved as to form by J" " (/ i (_ ' v ~\ i d-LVJ -Moore 'v " I CA\gency,Attorney ~v- v 7-20 RDA RESOLUTION NO. 2008- RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA APPROVING A LOAN REP A YMENT FROM THE REDEVELOPMENT AGENCY TO THE GENERAL FUND WHEREAS, as of June 30, 2007, the Redevelopment Agency of the City of Chula Vista (the "Agency") owed $25.4 million to the general fund of the City of Chula Vista, due to the Town Centre II Certificates of Participation; and WHEREAS, beginning in fiscal year 2007-2008, the Town Centre II Certificates of Participation debt service payments have been paid directly by the Agency, with funds from the Agency's Merged Project Area; and WHEREAS, in order to reduce the outstanding loan balance and to assist in relieving the City's fiscal stress, staff is recommending the Agency make a loan repayment in the amount of $4.282 million to the City's general fund; and WHEREAS, staff recommends that the loan repayment be funded partially from RDA reserves, and partially from the bond proceeds from the refunding of the 2000 Tax Allocation Bonds. NOW, THEREFORE, BE IT RESOLVED that the Redevelopment Agency of the City of Chula Vista does hereby approve a loan repayment in the amount of $4,282,000 from the Redevelopment Agency to the general fund of the City of Chula Vista. Maria Kachadoorian Director of Finance Approved as to form by l ., 1)~j( ) i . 1/" Il"," L>--c. / ~..)'v.'/I'. y >"ore'~' . cy Attorney . j/ Presented by J:\Atlomey\RESO\FlNANCE\Approving Loan Repayment (AgencYL 06-03-08.DOC DOCSOC/1269139v5/024212-00 1 0 7-21 RESOLUTION NO. 2008- RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE SALE OF NOT TO EXCEED $24 MILLION PRINCIPAL AMOUNT 2008 TAX ALLOCATION REFUNDING BONDS FOR THE MERGED REDEVELOPMENT PROJECT WHEREAS, the Redevelopment Agency of the City of Chula Vista (the "Agency") is a redevelopment agency duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the provisions of the Community Redevelopment Law of the State of Califomia (Part I of Division 24 of the Health and Safety Code of the State of Califomia, commencing with Section 33000) (the "Redevelopment Law"), including the power to issue bonds for any of its corporate purposes, including the purpose of refunding bonds previously issued by the Agency; and WHEREAS, a Redevelopment Plan for the Town Centre No. II Redevelopment Project Area in the City of Chula Vista (the "Town Centre No. II Redevelopment Project") has been adopted and subsequently amended in compliance with all requirements of the Redevelopment Law; and WHEREAS, a Redevelopment Plan for the Otay Valley Road Redevelopment Project Area in the City of Chula Vista (the "Otay Valley Road Redevelopment Project") has been adopted and subsequently amended in compliance with all requirements of the Redevelopment Law; and WHEREAS, a Redevelopment Plan for the Southwest Redevelopment Project Area in the City of Chula Vista (the "Southwest Redevelopment Project") has been adopted and subsequently amended in compliance with all requirements of the Redevelopment Law; and WHEREAS, by ordinances of the City Council of the City of Chula Vista, the City has duly taken action to merge the Town Centre No. II Redevelopment Project, the Otay Valley Road Redevelopment Project and the Southwest Redevelopment Project into a single project area for financial purposes pursuant to the Redevelopment Law, and as so merged and subsequently amended in compliance with all requirements of the Redevelopment Law, such project areas are referred to herein as the Merged Redevelopment Project; and WHEREAS, the Agency has adopted its resolution entitled: RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA DECLARING ITS INTENT TO REFUND THE 2000 TAX ALLOCATION BONDS; AUTHORIZING AND DIRECTING THE ISSUANCE AND SALE OF NOT TO EXCEED $24 MILLION PRINCIPAL AMOUNT 2008 TAX ALLOCATION REFUNDING BONDS FOR THE MERGED REDEVELOPMENT PROJECT; J:\Altomey\RESQ\FINANCE\Approving sale of Bonds (CityL06.0)-08,DOC DOCSOCI1269139v5/024212-00 I 0 7-22 Resolution No. 2008- Page 2 APPROVING DOCUMENTS; AUTHORIZING OFFICIAL ACTIONS AND PROVIDING FOR OTHER MATTERS PROPERLY RELATING THERETO ; and WHEREAS, the Agency has previously issued its $17,000,000 principal amount 2000 Tax Allocation Bonds (Merged Redevelopment Project) (the "2000 Bonds") pursuant to an Indenture of Trust by and between the Agency and U.S. Bank National Association (the "2000 Indenture"); and WHEREAS, in order to take advantage of prevailing market conditions and/or restructure debt service for cash flow purposes, the Agency has determined to issue its not to exceed $24 million Redevelopment Agency of the City of Chula Vista, 2008 Tax Allocation Refunding Bonds (Merged Redevelopment Project) (the "2008 Bonds") pursuant to the provisions of the Redevelopment Law for the purpose of providing funds to refund the 2000 Bonds and, in an amount up to $5 million, to reimburse costs of capital relating to certain certificates of participation of the City, to repay certain loans made by the City to the Agency, to payor repay the costs of redevelopment activity of the Agency for the Merged Redevelopment Project, or other costs of financing and refinancing the Merged Redevelopment Project. NOW, THEREFORE, the City Council of the City of Chula Vista does hereby resolve and declare as follows: SECTION 1. Approval of Issuance of the 2008 Bonds. The City Council hereby approves the issuance of the 2008 Bonds for the purposes referenced in the recitals hereto, pursuant to the terms of the Agency resolution referenced in the recitals hereof and the accompanying Indenture (as such term is defined in the Agency resolution). This City Council hereby finds and determines that use of the proceeds of the 2008 Bonds (or any debt refinanced thereby) outside the Project Area or any Component Area, is and will be of benefit to the Merged Redevelopment Project, to the extent it occurs or has occurred. SECTION 2. Further Acts. The Mayor and City Manager of the City and any other appropriate official of the City are hereby authorized and directed to take any and all necessary and desirable steps to accomplish the delivery of the bonds referenced above, including execution of any and all other documents or agreements necessary to deliver the 2008 Bonds in a timely and expeditious manner including without limitation, the negotiation, execution and delivery of instruments or agreements confirming understandings or making any further assurances relative to existing arrangements among the parties or otherwise in furtherance of the delivery of the 2008 Bonds. Such instruments may include agreements confirming subordination by the City of any and all lien, right or interest of the City to tax increment revenues related to (i) payment of statutory pass-throughs, if any, payable to the City by the Agency pursuant to Health and Safety Code Sections 33607.5, 33607.7 or any related statutes or (ii) payments pursuant to any other loan, cooperation or other agreements between the Agency and the City or the subordination of any required payments by the Agency to the City to the lien and pledges provided pursuant to the Indenture for the 2008 Bonds and any related obligations, to the extent determined by the City Manager upon the advice of the City Attorney to be reasonably necessary J:\Attomey\RESO\FINANCElAppro\ling sale of Bonds (Cily)~ 06-03-08.DOC DOCSOC/1269139v5/024212-00 1 0 7-23 Resolution No. 2008- Page 3 or convenient to facilitate the sale and delivery of the 2008 Bonds, the authorized officer's execution thereof to be conclusive evidence of such approval. The City Clerk is authorized to attest the final form of such documents. SECTION 3. Effective Date. This Resolution shall take effect upon adoption. Presented by Approved as to form by ~ ~~/ auJ' " ,,' \jJt. i . \. u . . eft [,Ann o. re J I /\ cC-ity Atforney , Maria Kachadoorian Director of Finance J:\AttomeyIRESO\FINANCE\Approving sale of Bonds (CilYJ_06-03-08.DOC DOCSOC1l269139v5/024212-0010 7-24 RESOLUTION NO. 2008- RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA REGARDING ITS INTENTION TO REIMBURSE EXPENDITURES FROM THE PROCEEDS OF TAX-EXEMPT OBLIGATIONS WHEREAS, the City Council of the City ofChula Vista (the "City") desires to reimburse its General Fund to finance the costs of capital improvements eligible to be funded from amounts in the City's Public Facilities Development Impact Fee Fund (the "Project"); WHEREAS, the City intends to reimburse its expenditures for and to finance the acquisition of the Project or portions of the Project with the proceeds of obligations to be issued by the Redevelopment Agency of the City of Chula Vista, the interest upon which is excluded from gross income for federal income tax purposes (the "Obligations"); and WHEREAS, prior to the issuance of the Obligations the City desires to incur certain expenditures with respect to the Project from available monies of the City which expenditures are desired to be reimbursed by the City from a portion of the proceeds of the sale of the Obligations; NOW, THEREFORE, the City Council of the City of Chula Vista DOES HEREBY RESOLVE, ORDER AND DETERMINE AS FOLLOWS: SECTION 1. The City hereby states its intention and reasonably expects to reimburse the Project costs incurred prior to the issuance of the Obligations with proceeds of the Obligations. Those Project costs will include capital improvements eligible to be funded from amounts in the City's Public Facilities Development Impact Fee Fund. SECTION 2. The reasonably expected maximum principal amount of the Obligations is $5,000,000. . SECTION 3. This resolution is being adopted not later than 60 days after the payment of the original expenditures with respect to the Project (the "Expenditures Date or Dates"). SECTION 4. Except as described below, the expected date of issue of the Obligations will be within eighteen months of the later of the Expenditure Date or Dates and the date the Project is placed in service; provided, the reimbursement may not be made more than three years after the Expenditure Date. SECTION 5. Proceeds of the Obligations to be used to reimburse for Project costs are not expected to be used, within one year of reimbursement, directly or indirectly to pay debt service with respect to any obligation (other than to pay current debt service coming due within the next succeeding one year period on any tax-exempt obligation of the City (other than the ]:\AtLomey\RESO\FINANCEIJntenlion to Reimburse (CiIYL 06-03-08.doc 7-25 Resolution No. 2008- Page 2 Obligations, the 2004 Certificates and the 2006 Certificates)) or to be held as a reasonably required reserve or replacement fund with respect to an obligation of the City or any entity related in any manner to the City, or to reimburse any expenditure that was originally paid with the proceeds of any obligation, or to replace funds that are or will be used in such manner. SECTION 6. This resolution is consistent with the budgetary and financial circumstances of the City, as of the date hereof. No monies from sources other than the Obligation issue are, or are reasonably expected to be reserved, allocated on a long-term basis, or otherwise set aside by the City (or any related party) pursuant to their budget or financial policies with respect to the Project costs. To the best of our knowledge, this City Council is not aware of the previous adoption of official intents by the City that have been made as a matter of course for the purpose of reimbursing expenditures and for which tax-exempt obligations have not been issued. SECTION 7. The limitations described in Section 3 and Section 4 do not apply to (a) costs of issuance of the Obligations, (b) an amount not in excess of the lesser of $100,000 or five percent (5%) of the proceeds of the Obligations, or (c) any preliminary expenditures, such as architectural, engineering, surveying, soil testing, and similar costs other than land acquisition, site preparation, and similar costs incident to commencement of construction, not in excess of twenty percent (20%) of the aggregate issue price of the Obligations that finances the Project for which the preliminary expenditures were incurred. SECTION 8. This resolution is adopted as official action of the City in order to comply with Treasury Regulation S 1.150-2 and any other regulations of the Internal Revenue Service relating to the qualification for reimbursement of City expenditures incurred prior to the date of issue of the Obligations, is part of the City's official proceedings, and will be available for inspection by the general public at the main administrative office of the City. SECTION 9. All the recitals in this Resolution are true and correct and this City Council so finds, determines and represents. Presented by Approved as to form by ~cv ) Maria Kachadoorian Director of Finance J:\AltomeyIRESO\FINANCE\lntenlion 10 Reimburse (CitYJ_06-03-08.doc 7-26 PF A RESOLUTION NO. 2008- RESOLUTION OF THE BOARD OF DIRECTORS OF THE CHULA VISTA PUBLIC FINANCING AUTHORITY AUTHORIZING PURCHASE AND SALE OF TAX ALLOCATION REFUNDING BONDS FOR THE CHULA VISTA MERGED REDEVELOPMENT PROJECT AND APPROVING CERTAIN RELATED DOCUMENTS AND AUTHORIZING CERTAIN OTHER ACTIONS WHEREAS, the City of Chula Vista (the "City") and the Chula Vista Redevelopment Agency (the "Agency") have entered into a Joint Exercise of Powers Agreement (the "Agreement"), creating the Chula Vista Public Financing Authority (the "Authority"); and WHEREAS, the Agency has adopted its resolution entitled: RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA DECLARING THE INTENT TO REFUND THE 2000 TAX ALLOCATION BONDS; AUTHORIZING AND DIRECTING THE ISSUANCE AND SALE OF NOT TO EXCEED $24 MILLION PRINCIPAL AMOUNT 2008 TAX ALLOCATION REFUNDING BONDS FOR THE MERGED REDEVELOPMENT PROJECT; APPROVING DOCUMENTS; AUTHORIZING OFFICIAL ACTIONS AND PROVIDING FOR OTHER MA TIERS PROPERLY RELATING THERETO ; and WHEREAS, the Agency has previously issued its $17,000,000 principal amount 2000 Tax Allocation Bonds (Merged Redevelopment Project) (the "2000 Bonds") pursuant to an Indenture of Trust by and between the Agency and U.S. Bank National Association (the "2000 Indenture"); and WHEREAS, in order to take advantage of prevailing market conditions and/or restructure debt service for cash flow purposes, the Agency has determined to issue its not to exceed $24 million Redevelopment Agency of the City of Chula Vista, 2008 Tax Allocation Refunding Bonds (Merged Redevelopment Project) (the "2008 Bonds") pursuant to the provisions of the Community Redevelopment Law of the State of California (Part 1 of Division 24 of the Health and Safety Code of the State of California, commencing with Section 33000) (the "Redevelopment Law"), for the purpose of providing funds to refund the 2000 Bonds and, in an amount up to $5 million, to reimburse costs of capital relating to certain certificates of participation of the City, to repay certain loans made by the City to the Agency, to payor repay the costs of redevelopment activity of the Agency for the Merged Redevelopment Project, or other costs of financing and refinancing the Merged Redevelopment Project; and J:\Allomey\RESO\FJNANCE\AUlhorizing SPA (AulhorilYL 06-03-08.DOC DOCSOC/1269234v3/024212-00 1 0 7-27 PF A Resolution No. 2008- Page 2 WHEREAS, pursuant to Article 4 of Chapter 5 of Division 7 of Title I of the Government Code of the State of California (the "Law") and the Agreement, the Authority is authorized to purchase bonds issued by the Agency; and WHEREAS, pursuant to the Law and the Agreement, the Authority is further authorized to sell bonds so purchased to public or private purchasers at public or negotiated sale; and WHEREAS, the Authority desires to purchase from the Agency the 2008 Bonds, solely from the proceeds received from the Authority's concurrent sale of the 2008 Bonds to EJ. De La Rosa & Co., Inc. (the "Underwriter"); and WHEREAS, the proceeds of the 2008 Bonds will be used, among other things, to refund the 2000 Bonds to the extent determined by the Agency pursuant to its authorizing resolution of even date herewith. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Chula Vista Public Financing Authority, as follows: SECTION I. The foregoing recitals are true and correct and this Authority so finds and determines. SECTION 2. The Bond Purchase Agreement (the "Bond Purchase Agreement") by and among the Agency, the Authority and the Underwriter providing for the sale of the 2008 Bonds to the Authority for concurrent resale to the Underwriter is hereby approved in substantially the form presented, together with such changes thereto as shall be approved by the Executive Director of the Agency upon the advice of bond counsel, the Authority Executive Director's execution thereof to be conclusive evidence of such approval. With respect to the 2008 Bonds, in no event shall such Bond Purchase Agreement provide (i) for underwriter's discount (exclusive of original issue discount) in excess of eighty-two hundredths of one percent (0.82%) of the principal amount of the 2008 Bonds, (ii) for an interest rate in excess of six and one half percent (6.5%) per annum in the case of the 2008 Bonds, or (iii) for principal amounts allocated to purposes materially in excess of the amounts referenced in the recitals hereto. SECTION 3. The form of the Escrow Agreement providing for the defeasance of the 2000 Bonds (the "Escrow Agreement") among the Agency, the Authority, and U.S. Bank National Association (or other entity as may be selected by the Executive Director to act as escrow bank), as Escrow Agent, is hereby approved in substantially the form presented, together with such changes thereto as may be approved by the Executive Director of the Agency upon the advice of bond counsel, the Executive Director's execution thereof to be conclusive evidence of such approval. SECTION 4. All actions heretofore taken by the officers and agents of the Authority with respect to the issuance of the 2008 Bonds or the consummation of the transactions contemplated by the Escrow Agreement, the Bond Purchase Agreement or this resolution are hereby approved, confirmed and ratified. The Chair, Executive Director, Secretary and Treasurer of the Authority and any and all other officers of the Authority are hereby authorized and J:\Altomey\RESO\FINANCElAuthorizing SPA (AUlhoriIYL06-03-08.DQC DOCSOC1l269234v31024212-00 1 0 7-28 PFA Resolution No. 2008- Page 3 directed, for and in the name and on behalf of the Authority, to do any and all things, to execute any and all agreements and take any and all other actions which they, or any of them, may deem necessary or advisable in order to consummate the purchase of the 2008 Bonds from the Agency and the sale and delivery of the 2008 Bonds to the Underwriter pursuant to the Bond Purchase Agreement approved herein, and to facilitate the refunding of the portion of the 2000 Bonds to be refunded with the proceeds of the 2008 Bonds. SECTION 5. This resolution shall take effect from and after its adoption. Presented by Approved as to form by Maria Kachadoorian Chief Financial Officer ~'.1) I n Moore , . ut29rity Alto J:\AttomeyIRESOIFINANCE\Aulhorizing BPA (Aulhoriiyl_ 06-03-08DOC DOCSOC/1269234v3/024212-00 1 0 7-29