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HomeMy WebLinkAboutPFA Agenda Item No. 3CITY OF ^,,i LAKE 41 2LSIIYORE ` DREAM F.XTREME„ JOINT REPORT TO CITY COUNCIL AND PUBLIC FINANCING AUTHORITY TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL CHAIRMAN AND MEMBERS OF THE PUBLIC FINANCING AUTHORITY FROM: ROBERT A. BRADY CITY MANAGER / EXECUTIVE DIRECTOR DATE: OCTOBER 12, 2010 SUBJECT: PUBLIC HEARING - RESOLUTIONS AUTHORIZING THE ISSUANCE OF BONDS AND APPROVING BOND DOCUMENTS FOR COMMUNITY FACILITIES DISTRICT NO. 2003-2 (CANYON HILLS - IMPROVEMENT AREA C) Background In January of 2004, the City adopted the necessary resolutions and ordinances forming Lake Elsinore Community Facilities District (CFD) 2003-2 (Canyon Hills) and authorizing the levy of a special tax. There are 4 improvement areas within the CFD (Improvement Area A through D). Bonds have previously been issued for Improvement Area A and Improvement Area B. Development in Improvement Area C consists of 440 single family residential lots. The first home sales occurred in November 2007. As of August 1, 2010, 168 homes have been completed including 7 model homes, 51 homes are under construction. There are 221 finished lots or blue top lots where vertical construction has not commenced. Discussion Bonds In order to finance necessary public facilities and payment of development impact fees, the developer has requested that the City and Public Finance Authority authorize the issuance of bonded indebtedness. The requested maximum authorization is $13,000,000. The Financing Team is recommending that bonds be issued in two phases. The first phase financing would be approximately $7,500,000. There are two resolutions for consideration and are attached. The resolutions approve the following bond documents: AGENDA ITEM NO.3 Page 1 of 6 Resolutions Authorizing The Issuance of Bonds October 12, 2010 Page 2 1. Fiscal Agent Agreement 2. Commitment Agreement and Purchase Contract 3. Purchase Contract 4. Continuing Disclosure Agreement 5. Indenture of Trust 6. Preliminary Official Statement Special Tax The annual CFD tax amount, when combined with all other property taxes applicable to the project, was estimated to be within the 2% total tax rate policy as set forth in the City's CFD guidelines at the time formation of the CFD. The final tax rate will be determined at the time of the second phase financing. Due to the volume of the documents comprising the Bond Issuance, the City Council and Authority Board will be provided with a copy separately from the Agenda. A copy of the documents relating to this issue are on file in the City Clerk's office and will also be available to any member of the public upon request. Fiscal Impact There is no fiscal impact to the City or the Authority. Repayment of the bonds will be by way of special taxes levied on property within Improvement Area C of the CFD. Responsibility for the construction of the improvements is born by the developer. The cost of acquiring the improvements is paid by the CFD bond proceeds. Recommendations City: Adopt the attached City Resolution authorizing issuance of bonds and authorize bond documents. PFA: Adopt the attached PFA Resolution authorizing issuance of bonds and authorize bond documents. Prepared by: James R. Rile Director of Ad trative Services Approved by: Robert A. Brady City Manager/Executive Director Page 2 of 6 RESOLUTION NO. 2010-04 PFA A RESOLUTION OF THE BOARD OF DIRECTORS OF THE LAKE ELSINORE PUBLIC FINANCING AUTHORITY APPROVING THE ISSUANCE OF LAKE ELSINORE PUBLIC FINANCING AUTHORITY LOCAL AGENCY REVENUE BONDS (CANYON HILLS IA C) 2010 SERIES A IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $8,000,000 PURSUANT TO AN INDENTURE OF TRUST, AUTHORIZING THE SALE OF SUCH BONDS UPON CERTAIN TERMS AND CONDITIONS, APPROVING AN OFFICIAL STATEMENT, APPROVING THE EXECUTION OF A PURCHASE CONTRACT AND A COMMITMENT AGREEMENT AND PURCHASE CONTRACT FOR THE PURCHASE AND SALE OF LOCAL OBLIGATIONS OF THE CITY OF LAKE ELSINORE COMMUNITY FACILITIES DISTRICT NO. 2003-2 (CANYON HILLS) AND TAKING OTHER ACTIONS RELATED THERETO WHEREAS, the Lake Elsinore Public Financing Authority (the "Authority") is a joint exercise of powers authority duly organized and existing under and pursuant to that certain Joint Exercise Powers Agreement by and between the City of Lake Elsinore (the "City") and the Redevelopment Agency of the City of Lake Elsinore (the "Agency'), under the provisions of Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the "Act'), and is authorized pursuant to Article 4 of the Act to borrow money for the purpose of financing the acquisition of bonds, notes and other obligations to provide financing and refinancing for capital improvements of member entities of the Authority; and WHEREAS, the City Council of the City of Lake Elsinore, as the legislative body of the City of Lake Elsinore Community Facilities District No. 2003-2 (Canyon Hills) (the "District'), has authorized the issuance of City of Lake Elsinore Community Facilities District No. 2003-2 (Canyon Hills) Special Tax Bonds, 2010 Series (Improvement Area C) (the "Local Obligations") for the purpose of financing the purchase, construction, expansion or rehabilitation of certain real and other tangible property with an estimated useful life of five years or longer, including public infrastructure facilities which the City or the District is authorized by law to construct, own or operate, which are necessary to meet increased demands placed upon the City as a result of development or rehabilitation occurring within the District (the "Facilities"); and WHEREAS, for the purpose of assisting the City and the District in financing the Facilities, the Authority has determined to issue its Local Agency Revenue Bonds (Canyon Hills IA C) 2010 Series A (the 'Bonds"); and WHEREAS, the Authority intends to use a portion of the proceeds of the Bonds to purchase the Local Obligations pursuant to a Commitment Agreement and Purchase Contract (the "Commitment Agreement and Purchase Contract") to be entered into between the Authority and the District; and Page 3 of 6 Resolution No. 2010-04 PFA Page 2 of 4 WHEREAS, the City, as one of the members of the Authority, has heretofore held a public hearing pursuant to Section 6586.5 of the Act and in connection therewith has approved the Authority's financing of the Facilities and has found and determined that (i) the Facilities are to be located within the boundaries of the City and (ii) there are significant public benefits arising from the Authority's issuance of the Bonds to finance the Facilities, including, but not limited to, employment benefits from undertaking the acquisition of the Facilities in a timely fashion, as contemplated by Section 6586 of the Act; NOW, THEREFORE, the Board of Directors of the Lake Elsinore Public Financing Authority does hereby resolve as follows: Section 1. The foregoing recitals are true and correct and the Authority hereby so finds and determines. Section 2. The Authority hereby approves the issuance of the Bonds in the aggregate principal amount not to exceed $8,000,000, pursuant to the Indenture of Trust (the "Indenture"), in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any one of the Chairman, the Executive Director and the Secretary of the Authority, and each of them, and any designee of any of them (collectively, the "Authorized Officers"), is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Indenture, with such insertions and changes as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. Section 3. The Authority hereby authorizes the sale of the Bonds to the Underwriter pursuant to and in accordance with the Purchase Contract, in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any one of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Purchase Contract, with such insertions and changes as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. The underwriter's discount for the Bonds specified in the Purchase Contract shall not exceed 2.0%, exclusive of original issue discount. The Bonds shall bear interest at a rate or rates not to exceed 7.0% per annum. The maturity date of the Bonds shall not extend beyond 40 years from their issuance date. Section 4. The Authority hereby approves the form of the Preliminary Official Statement (the "Preliminary Official Statement"), in substantially the form on file with the Authority Secretary, with such changes and modifications as shall be necessary or appropriate for completion to the satisfaction of the Executive Director of the Authority, and approval by Fulbright & Jaworski L.L.P., the Authority's Disclosure Counsel. The Page 4 of 6 Resolution No. 2010-04 PFA Page 3 of 4 Executive Director is authorized and directed, on behalf of the Authority to deem the Preliminary Official Statement "final" pursuant to Rule 15c2-12 under the Securities and Exchange Act of 1934. The Authority further approves distribution of the Preliminary Official Statement by the Underwriter to persons who may be interested in purchasing the Bonds. The Board hereby approves the final Official Statement (the "Official Statement") describing the Bonds. Distribution of the final Official Statement by the Underwriter is hereby approved. The Executive Director, subject to approval by the Authority's Disclosure Counsel, is hereby authorized and directed to approve any changes in or additions to the final form of the Official Statement to conform to the requirements of the Purchase Contract and the Indenture, as applicable. Section 5. The Authority hereby approves the purchase of the Local Obligations pursuant to the Commitment Agreement and Purchase Contract in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Any one of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Commitment Agreement and Purchase Contract, with such insertions and changes as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. Section 6. Any one of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the Authority, to evaluate and select one or more municipal bond insurers for all or any portion of the Bonds and to execute and deliver such contracts and agreements with such bond insurers as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. Section 7. The Authorized Officers, the other officers and employees of the Authority, the members of the Authority's Board of Directors, Bond Counsel, Disclosure Counsel and the other consultants to and agents of the Authority, are each hereby authorized and directed to do all things and take all actions necessary or desirable to effectuate the transactions contemplated by this Resolution, and to execute such other assignments, agreements, certificates, receipts, endorsements, orders, opinions and other documents in connection with such transactions, including, without limitation, closing documents in connection with the issuance of the Bonds, and all actions heretofore taken by the officers, employees and agents of the Authority in connection with the issuance of the Bonds are hereby ratified, approved and confirmed in every respect. Page 5 of 6 Resolution No. 2010-04 PFA Page 4 of 4 Section 8. This Resolution shall become effective immediately upon adoption. PASSED, APPROVED AND ADOPTED at a regular meeting of the Board of Directors of the Lake Elsinore Public Financing Authority this 12th day of October, 2010. DARYL HICKMAN CHAIRMAN ATTEST: CAROL COWLEY SECRETARY STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF LAKE ELSINORE ) I, CAROL COWLEY, Secretary of the Lake Elsinore Public Financing Authority, hereby certify that Resolution No. 2010-04 PFA was adopted by the Board of Directors of the Lake Elsinore Public Financing Authority, at a regular meeting held on the 12th day of October, 2010, and that the same was adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: CAROL COWLEY SECRETARY Page 6 of 6