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HomeMy WebLinkAboutAgenda Item No PFA 2CITY OF LADE CLSIIYORX -_� ` DREAM EXTREME. CITY OF LAKE ELSINORE JOINT REPORT TO CITY COUNCIL AND PUBLIC FINANCING AUTHORITY TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL HONORABLE CHAIRPERSON AND MEMBERS OF THE PUBLIC FINANCING AUTHORITY FROM: THOMAS P. EVANS CITY MANAGER/EXECUTIVE DIRECTOR DATE: OCTOBER 23, 2012 SUBJECT: 1. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE, CALIFORNIA, DECLARING ITS INTENTION TO REFUND THE OUTSTANDING BONDS OF ASSESSMENT DISTRICT NO. 93 -1 (CANYON HILLS); TO LEVY REASSESSMENTS AS SECURITY FOR THE REFUNDING BONDS; AND TO CONTINUE THE LIEN OF THE ORIGINAL ASSESSMENTS ON CERTAIN PARCELS OF PROPERTY IN THE ASSESSMENT DISTRICT 2. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE, CALIFORNIA, MAKING CERTAIN FINDINGS, APPROVING A REPORT OF THE REASSESSMENT ENGINEER AND CONFIRMING THE REASSESSMENT, AUTHORIZING THE ISSUANCE OF CITY OF LAKE ELSINORE ASSESSMENT DISTRICT NO. 93 -1 LIMITED OBLIGATION REFUNDING IMPROVEMENT BONDS, 2012 SERIES A, APPROVING THE ISSUANCE OF THE LAKE ELSINORE PUBLIC FINANCING AUTHORITY LOCAL AGENCY REVENUE REFUNDING BONDS (ASSESSMENT DISTRICT NO. 93 -1), 2012 SERIES B, AND THE EXECUTION AND DELIVERY OF A FISCAL AGENT AGREEMENT, A COMMITMENT AGREEMENT AND PURCHASE CONTRACT, A PURCHASE CONTRACT AND A CONTINUING DISCLOSURE AGREEMENT 3. 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 REFUNDING BONDS (ASSESSMENT DISTRICT NO. 93 -1), 2012 SERIES B IN THE AGENDA ITEM NO. PFA 2 Page 1 of 16 Resolutions Re Refunding Bonds October 23, 2012 Page 2 AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $15,500,000 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 COMMITMENT AGREEMENT AND PURCHASE CONTRACTS FOR THE PURCHASE OF LOCAL OBLIGATIONS OF THE CITY OF LAKE ELSINORE ASSESSMENT DISTRICT NO. 93 -1 LIMITED OBLIGATION REFUNDING IMPROVEMENT BONDS, 2012 SERIES A, AND TAKING OTHER ACTIONS RELATED THERETO Recommendation City: Adopt City Council Resolution No. 2012 -046 declaring the City's intention to refund bonds, to levy reassessments and to continue the lien; and Adopt City Council Resolution No. 2012 -047 authorizing issuance of the refunding bonds and bond documents. PFA Adopt PFA Resolution No. 2012 -002 authorizing issuance of refunding bonds and bond documents. Background On March 9, 1993, the City Council adopted Resolution of Intention No. 93 -10 establishing the Assessment District No. 93 -1 pursuant to the Municipal Improvement Act of 1913 (the "1913 Act "). Assessment District No. 93 -1 was formed to finance a portion of the improvements constructed for Railroad Canyon Road and property owners within Assessment District 93 -1 are subject to an annual assessment. In May 1993, the City authorized the issuance of bonds for the road improvements. Pursuant to Resolution No. 93 -23, the City approved issuance of bonds designated "City of Lake Elsinore Assessment District No. 93 -1 (Cottonwood Hills) Limited Obligation Improvement Bonds, Series A" in the original principal amount of $9,000,000. The City also authorized issuance of the "City of Lake Elsinore Assessment District No. 93 -1 (Cottonwood Hills) Limited Obligation Improvement Bonds, Series B" in the original principal amount of $9,075,000. The bonds are collectively the "1993 District Bonds' and, by way of background, the area currently referred to as Canyon Hills was previously known as Cottonwood Hills. On September 22, 2000, the City Council adopted Resolution No. 2000 -42 authorizing the refunding of the 1993 District Bonds. The 1993 District Bonds were refunded with proceeds from the sale by the City Lake Elsinore Assessment District No. 93 -1 (Canyon Page 2 of 16 Resolutions Re Refunding Bonds October 23, 2012 Page 3 Hills) Limited Obligation Refunding Improvement Bonds, Series 2000 issued in the aggregate principal amount of $19,875,000 (the "2000 District Bonds "). Current interest rates have continued to drop to the point where it may be possible to refund the 2000 District Bonds and substantially reduce the annual debt service obligation. Accordingly, staff requests that the City Council and Public Finance consider refunding the outstanding 2000 District Bonds. Discussion Because of the recession, the bond market has generally has not been receptive to municipal bonds secured by real property assessments unless the development was 100% completed. However, more recently, the bond markets have been receptive to financings where the development was 75% complete. Development within the Canyon Hills development comprising Assessment District No. 93 -1 is approximately 47% complete. It will take several years to reach the percent completion currently desired by the bond market. However, Canyon Hills has been the most successful development (in terms of housing sales per month) in Riverside County. The Financing Team believes that it may be possible to refund Assessment District 93 -1 bonds issued in 2000 at a substantial reduction in annual debt service costs. If successful, the City's Finance Team has determined it is currently feasible to refinance the 2000 District Bonds at an annual debt service reduction in excess of $260,000 and a total reduction of debt service in excess of $5,500,000. The 2000 District Bonds have an interest rate of 7.0% and it is estimated the new "2012 Bonds" would have an average interest rate of less than 5.2 %. The differential in interest represent a reduction in debt service of 7.4 %. The "rule of thumb" in the finance industry to proceed with refunding is a 3% savings of the refunded bonds. The exact interest rate will not be known until the proposed 2012 Bonds are priced and sold to the underwriter. If approved, this is expected to occur around the end of November or the first of December. The debt service reduction will be achieved through in reduction in the principal amount of the bonds ($15,345,000 for the proposed bonds as opposed to $16,115,000 for the 2000 District Bonds) to be applied to solve some structural problems with the current apportionment of the assessments and an interest rate savings to be applied to a reduction in the annual assessment. The current average assessment on property owners is $445. With the refunding, the average annual assessment would be approximately $318 (a $127 reduction) for a single family residence. The 2012 Bonds have been structured to have level debt service payments. The final maturity date has not been extended. The 2012 Bonds will be sized in an amount Page 3 of 16 Resolutions Re Refunding Bonds October 23, 2012 Page 4 necessary to refinance the District's 2000 Bonds and no new money is included. The 2012 Bonds would be issued by the Public Finance Authority. Documents To Be Approved Approval of the attached Resolutions will authorize the execution of the following financing documents: 1. Commitment Agreement and Purchase Contract 2. Escrow Agreement 3. Indenture 4. Fiscal Agent Agreement 5. Continuing Disclosure Agreement 6. Preliminary Official Statement These documents, along with the Preliminary Assessment Report, are on file with the City Clerk's Office and are available for public review on the City's website at www.lake - elsinore.org. Legal Review Bond Counsel has reviewed the related financing documents and approved them as to form. Fiscal Impact None. Prepared by: James R. Riley Director of Admi Vrative Services Barbara Leibold City Attorney Approved by: Thomas it Evan Interim City Mana xe tive it Attachments: 1. City Council Resolution No. 2012 -046 2. City Council Resolution No. 2012 -047 3. PFA Resolution No. 2012 -002 Page 4 of 16 RESOLUTION NO. 2012-046 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE, CALIFORNIA, DECLARING ITS INTENTION TO REFUND THE OUTSTANDING BONDS OF ASSESSMENT DISTRICT NO. 93 -1 (CANYON HILLS); TO LEVY REASSESSMENTS AS SECURITY FOR THE REFUNDING BONDS; AND TO CONTINUE THE LIEN OF THE ORIGINAL ASSESSMENTS ON CERTAIN PARCELS OF PROPERTY. IN THE ASSESSMENT DISTRICT WHEREAS, the City of Lake Elsinore (the "City ") has previously issued and sold bonds for Assessment District No. 93 -1 (Canyon Hills) (the "Assessment District ") designated "City of Lake Elsinore Assessment District No. 93 -1 (Canyon Hills) Limited Obligation Refunding Improvement Bonds, Series 2000 (the "2000 Bonds ") in the original aggregate principal amount of $19,875,000; and WHEREAS, the City Council has determined that the public interest requires the refunding of the 2000 Bonds as permitted by and pursuant to, proceedings to be conducted in accordance with the Refunding Act of 1984 for 1915 Improvement Act Bonds, Division 11.5 (commencing with Section 9500) of the Streets and Highways Code of the State of California (the "Refunding Act"); NOW, THEREFORE, the City Council of the City of Lake Elsinore, California, does hereby resolve as follows: Section 1. The City Council determines that the public interest requires the refunding of the 2000 Bonds and declares its intention to refund the 2000 Bonds, to issue certain refunding bonds (the "Refunding Bonds ") and to levy reassessments on the parcels of property in the Assessment District as security for the Refunding Bonds, all pursuant to the Refunding Act. It is further the intention of the City Council to continue the liens of the existing reassessments levied on parcels of property in the Assessment District, which secure the payment of the principal of and interest of the 2000 Bonds, as security for the payment of the unpaid installments of such reassessments and the penalties and interest thereon, including the installments of such reassessments which have been posted to and are to be collected on the tax assessment roll for the 2012 -13 fiscal year and all unpaid and delinquent installments of such reassessments which were posted to the tax assessment roll for prior fiscal years. Section 2. The City Manager is authorized and directed to have Francisco & Associates, Inc., the firm employed by the City to assist the City in the reassessment proceedings which are to be conducted pursuant to the Refunding Act (the "Reassessment Engineer "), prepare and file with the City Clerk a report containing all of the matters required by Section 9523 of the Streets and Highways Code of the State of California (the 'Report"). The Reassessment Engineer shall further assume that the maximum interest rate on the Refunding Bonds will be a percent to be determined by the underwriter for the Refunding Bonds with the approval of the City Manager. Upon receipt of the Report, the City Clerk shall present it to the City Council for consideration. 77958659.2 Page 5 of 16 Section 3. The maximum rate of interest on the Refunding Bonds shall not exceed 6.75% per annum. Section 4. The City staff shall determine and make a recommendation to the City Council as to whether it is in the best interests of the City and the owners of parcels of property in the Assessment District as to which annual installments of the reassessments thereon are unpaid and delinquent to include such delinquent installments, and the penalties and interest thereon, in the reassessments which will be levied on such parcels as security for the payment of the principal of and interest on the Refunding Bonds. Section 5. The City Council determines, pursuant to Section 8769 of the Streets and Highways Code of the State of California, that the City will not obligate itself to advance available funds from City moneys to cure any deficiency which may occur in the bond redemption fund for the Refunding Bonds. Section 6. The provisions of Part 11.1 of the Improvement Bond Act of 1915, providing an alternative procedure for the advance payment of assessments and the calling of bonds, shall apply to the reassessments and Refunding Bonds. Section 7. The City Manager, the Director of Administrative Services, the City Clerk and all other officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all other actions, including the publication of any notices necessary or desirable in order to consummate the transactions as described herein. Certification and any of the other duties and responsibilities assigned to the City Clerk pursuant to this Resolution may be performed by an Assistant or a Deputy City Clerk with the same force and effect as if performed by the City Clerk hereunder. Section 8. This Resolution shall take effect from and after the date of its passage and adoption. 77958659.2 0) Page 6 of 16 PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Lake Elsinore, California, this 23rd day of October, 2012. BRIAN TISDALE MAYOR ATTEST: VIRGINIA BLOOM CITY CLERK APPROVED AS TO FORM: BARBARA ZEID LEIBOLD CITY ATTORNEY CITY OF LAKE ELSINORE 77958659.2 J Page 7 of 16 Page 8 of 16 RESOLUTION NO. 2012 -047 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE, CALIFORNIA, MAKING CERTAIN FINDINGS, APPROVING A REPORT OF THE REASSESSMENT ENGINEER AND CONFIRMING THE REASSESSMENT, AUTHORIZING THE ISSUANCE OF CITY OF LAKE ELSINORE ASSESSMENT DISTRICT NO. 93 -1 LIMITED OBLIGATION REFUNDING IMPROVEMENT BONDS, 2012 SERIES A, APPROVING THE ISSUANCE OF THE LAKE ELSINORE PUBLIC FINANCING AUTHORITY LOCAL AGENCY REVENUE REFUNDING BONDS (ASSESSMENT DISTRICT NO. 93 -1), 2012 SERIES B, AND THE EXECUTION AND DELIVERY OF A FISCAL AGENT AGREEMENT, A COMMITMENT AGREEMENT AND PURCHASE CONTRACT, A PURCHASE CONTRACT AND A CONTINUING DISCLOSURE AGREEMENT WHEREAS, The City of Lake Elsinore (the "City ") has previously issued and sold bonds for Assessment District No. 93 -1 (Canyon Hills) (the "Assessment District ") designated "City of Lake Elsinore Assessment District No. 93 -1 (Canyon Hills) Limited Obligation Refunding Improvement Bonds, Series 2000" (the "2000 Bonds") in the original aggregate principal amount-of $19,875,000; and WHEREAS, Pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds, Division 11.5 (commencing with Section 9500) of the Streets and Highways Code of the State of California (the 'Refunding Act'), the City Council of the City (the "City Council") has adopted a resolution of intention to refund the 2000 Bonds and to levy reassessments (the 'Reassessments ") as security for the refunding bonds; and WHEREAS, Pursuant to the Refunding Act and the Resolution of Intention, Francisco & Associates, Inc. (the 'Reassessment Engineer ") has prepared and filed with the City Clerk a report containing the matters required by the Refunding Act, and such report (the "Report") has been presented to the City Council for consideration; and WHEREAS, The City Council has determined that it is in the best interests of the City and the owners of property within the Assessment District that the 2000 Bonds be defeased, refunded and redeemed, and that refunding bonds be issued pursuant to the Refunding Act for that purpose; and WHEREAS, In order to accomplish the defeasance, refunding and redemption of the 2000 Bonds, it is proposed that the City will issue not to exceed $15,500,000 aggregate principal amount of refunding bonds to be designated "City of Lake Elsinore Assessment District No. 93 -1 Limited Obligation Refunding Improvement Bonds, 2012 Series A" (the 'Bonds ") to be secured by reassessments on property within the Assessment District, which Bonds will be purchased by the Lake Elsinore Public Financing Authority (the "Authority "); and 77958655.2 1 Page 9 of 16 WHEREAS, the Authority intends to issue its Local Agency Revenue Refunding Bonds (Assessment District No. 93 -1), 2012 Series B (the "Authority Bonds "), the proceeds of which will be used to purchase the Bonds; and WHEREAS, proposed forms of a Fiscal Agent Agreement, a Commitment Agreement and Purchase Contract, a Purchase Contract and a Continuing Disclosure Agreement have been presented to the City Council and are on file with the City Clerk; NOW, THEREFORE, the City Council of the City of Lake Elsinore, California, does hereby resolve as follows: Section 1. The City Council hereby finds that all of the conditions set forth in Section 9525 of the Refunding Act are satisfied, including that (a) each estimated annual installment of principal and interest on the Reassessments (other than any amounts added to such annual installments due to delinquencies if determined to be included) is less than the corresponding annual installment of principal and interest on the portion of the original reassessment pertaining to the 2000 Bonds by the same percentage for all subdivisions of land within the Assessment District; (b) the number of years to maturity of the Bonds is not more than the number of years to the last maturity of the 2000 Bonds; and (c) the principal amount of the Reassessments (other than and amounts added to such principal amount due to delinquencies if determined to be included) on each subdivision of land is less than the unpaid principal amount of the portion of the original reassessment pertaining to the 2000 Bonds by the same percentage for each corresponding subdivision of land within the Assessment District. Section 2. The City Council hereby finally approves and adopts the Report and confirms the reassessments contained therein. The Reassessment Engineer's itemized total costs and expenses in connection therewith contained in the Report are finally adopted and approved. The diagram showing the Assessment District, and the boundaries and dimensions of the respective subdivisions which have been given a separate number upon said diagram (the "Diagram "), are finally approved and confirmed as the Diagram of the properties to be reassessed to pay the costs and expenses of the refunding. Section 3. The City Clerk shall deliver to the City Engineer, acting as the superintendent of streets, the Reassessments, together with the Diagram, and the City Engineer shall record the same in his office, and such recordation shall constitute the reassessment roll. The City Clerk shall sign a Notice of Reassessment, provide for the filing of the Diagram with the Riverside County Recorder and thereupon record the Notice of Reassessment with the Riverside County Recorder. Section 4. The City Council hereby authorizes the issuance of the Bonds in the aggregate principal amount not to exceed $15,500,000. Section 5. The City Council hereby approves the Fiscal Agent Agreement in substantially the form on file with the City Clerk. The Mayor, the City Manager, the Director of Administrative Services, and any designee of any of them (each, a 77958655.2 2 Page 10 of 16 'Responsible Officer "), are hereby authorized to execute the Fiscal Agent Agreement in substantially the form presented hereto, with such revisions, amendments and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer. Section 6. The City Council hereby approves the Continuing Disclosure Agreement, in substantially the form on file with the City Clerk. Any Responsible Officer is hereby authorized to execute the Continuing Disclosure Agreement, in substantially the form presented hereto, with such revisions, amendments and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer. Section 7. The City Council hereby approves the Commitment Agreement and Purchase Contract, in substantially the form on file with the City Clerk. Any Responsible Officer is hereby authorized to execute the Commitment Agreement and Purchase Contract, in substantially the form presented hereto, with such revisions, amendments and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer, provided that, the Bonds shall bear interest at a rate not to exceed 6.75 %. Section 8. The City Council hereby approves the sale of the Authority Bonds to the Underwriter pursuant to and in accordance with the Purchase Contract, in substantially the form on file with the City Clerk, Any Responsible Officer is hereby authorized to execute the Purchase Contract, with such revisions, amendments and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer. Section 9. The City Manager, the Director of Administrative Services, the City Clerk and all other officers of the City are hereby authorized and directed, for and in the name and on behalf of the City and the District, to do any and all things and take any and all other actions, including the publication of any notices necessary or desirable in connection with the sale of the Bonds and execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds and the consummation of the transactions as described herein. Section 10. This Resolution shall take effect from and after the date of its passage and adoption. 77958655.2 3 Page I 1 of 16 PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Lake Elsinore, California, this 23rd day of October, 2012. ATTEST: VIRGINIA BLOOM CITY CLERK APPROVED AS TO FORM: BARBARA ZEID LEIBOLD CITY ATTORNEY CITY OF LAKE ELSINORE 77958655.2 0 BRIAN TISDALE MAYOR Page 12 of 16 RESOLUTION NO. PFA- 2012 -002 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 REFUNDING BONDS (ASSESSMENT DISTRICT NO. 93-1),2012 SERIES B IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $15,500,000 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 COMMITMENT AGREEMENT AND PURCHASE CONTRACTS FOR THE PURCHASE OF LOCAL OBLIGATIONS OF THE CITY OF LAKE ELSINORE ASSESSMENT DISTRICT NO. 93 -1 LIMITED OBLIGATION REFUNDING IMPROVEMENT BONDS, 2012 SERIES A, 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 previously issued the City of Lake Elsinore Assessment District No. 93 -1 (Canyon Hills) Limited Obligation Refunding Improvement Bonds, Series 2000 (the "2000 District Bonds "); and WHEREAS, the City has authorized the issuance of City of Lake Elsinore Assessment District No. 93 -1 Limited Obligation Refunding Improvement Bonds, 2012 Series A (the "Local Obligations ") for the purpose of refunding the 2000 District Bonds; and WHEREAS, for the purpose of assisting the City in refunding the 2000 District Bonds, the Authority has determined to authorize the issuance of its Local Agency Revenue Refunding Bonds (Assessment District No. 93 -1), 2012 Series B (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 City and cause the refunding of the 2000 District Bonds; 77958649.2 1 Page 13 of 16 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 $15,500,000, 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 6.0% 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 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 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. 77958649.2 2 Page 14 of 16 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. The Authority hereby approves the Escrow Agreement (the "Escrow Agreement "), 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 Escrow Agreement, 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 7. 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 8. 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. 77958649.2 3 Page 15 of 16 Section 9. 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 23rd day of October, 2012. ATTEST: VIRGINIA BLOOM SECRETARY APPROVED AS TO FORM: BARBARA ZEID LEIBOLD COUNSEL TO AUTHORITY 77958649.2 MELISSA A. MELENDEZ CHAIR Page 16 of 16