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HomeMy WebLinkAboutRA Reso No. 2013-02RESOLUTION NO. LERA 2013 -02 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE LAKE ELSINORE RECREATION AUTHORITY APPROVING THE ISSUANCE OF LAKE ELSINORE RECREATION AUTHORITY LEASE REVENUE REFUNDING BONDS (PUBLIC FACILITIES PROJECT) SERIES 2013 IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $15,000,000, AND APPROVING AN INDENTURE, A SITE AND FACILITY LEASE, A LEASE AGREEMENT, AN ASSIGNMENT AGREEMENT, A BOND PURCHASE CONTRACT, AN ESCROW AGREEMENT, A PRELIMINARY OFFICIAL STATEMENT AND A FINAL OFFICIAL STATEMENT IN CONNECTION THEREWITH, AND AUTHORIZING THE TAKING OF CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, the Lake Elsinore Recreation 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 Authority has previously issued its Variable Rate Revenue Refunding Bonds, 2000 Series A (Public Facilities Project) (the 'Prior Bonds "), which payments of principal of and interest (but not any premium) on the Prior Bonds are supported by an irrevocable direct -pay letter of credit (the "Letter of Credit") issued by Union Bank of California, N.A. (the "Credit Entity "); and WHEREAS, the Credit Entity has notified the Authority of its intent not to renew the Letter of Credit upon its expiration on August 8, 2013; and WHEREAS, the Authority desires to refund the Prior Bonds and has determined to issue its Lease Revenue Refunding Bonds (Public Facilities Project) Series 2013 (the "Bonds ") for such purpose; and WHEREAS, the City will lease to the Authority certain properties of the City comprising three fire stations and certain parks within the City limits (the "Leased Property ") pursuant to a Site and Facility Lease (the "Site Lease "); and WHEREAS, the Authority, concurrently with the execution of the Site Lease, will lease the Leased Property back to the City pursuant to a Lease Agreement (the "Lease "), in consideration for Base Rental payments equal to the principal and interest coming due on the Bonds; Resolution No. LERA 2013 -02 Page 2 of 4 NOW, THEREFORE, the Board of Directors of the Lake Elsinore Recreation 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 $15,000,000 pursuant to the Indenture (the "Indenture "), in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting. Subject to satisfaction of the express condition set forth in Section 11 herein, any one of the Chairperson, 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 approves the Site Lease, 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 Site Lease, 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 4. The Authority hereby approves the Lease, 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 Lease, 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 5. The Authority hereby approves the Assignment 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 Assignment 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. Resolution No. LERA 2013 -02 Page 3 of 4 Section 6. The Authority hereby authorizes the sale of the Bonds to the Underwriter pursuant to and in accordance with the Bond 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 Bond 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 Bond Purchase Contract shall not exceed 1.5 %, exclusive of original issue discount. The true interest cost on the Bonds shall not exceed 6.00 %. The maturity date of the Bonds shall not extend beyond the final maturity date of the Prior Bonds. Section 7. The Authority hereby approves 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 8. The Authority hereby approves the form of the Preliminary Official Statement (the "Preliminary Official Statement "), in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, with such changes and modifications as shall be necessary or appropriate for completion to the satisfaction of any Authorized Officer. Any one of the Authorized Officers 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. Any one of the Authorized Officers is authorized and directed to execute and deliver a final Official Statement in substantially the form of the Preliminary Official Statement hereby approved, with such additions thereto and changes therein as are consistent with this Resolution and recommended or approved by disclosure counsel to the Authority and approved by an Authorized Officer, such approval to be conclusively evidenced by the execution and delivery thereof. Section 9. 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. Resolution No. LERA 2013 -02 Page 4 of 4 Section 10. 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. Section 11. The issuance, sale and delivery of the Bonds shall be conditioned upon the effectiveness of the First Amendment to Consolidated and Restated Reimbursement Agreement, by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the City. Section 12. 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 Recreation Authority this _250 day ofJune, 2013. Am- M VIRGINIfl}1. B SECRETARY APPROVED AS TO FORM: BARBARA Z ID LEIBOLD COUNSEL TO AUTHORITY STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF LAKE ELSINORE ) I, Virginia J. Bloom, City Clerk of the City of Lake Elsinore, California, hereby certify that LERA Resolution No. 2013 -02 was adopted by the City Council of the City of Lake Elsinore, California, at a regular meeting held on the 25 day of June 2013, and that the same was adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN Council Member Manos, Council Member Tisdale, Hickman, Mayor Pro Tern Johnson and Mayor Magee None None None Council Member