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HomeMy WebLinkAbout0013_2_Exhibit A - ResolutionRESOLUTION NO. 2016 - _____ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE, CALIFORNIA, ACTING AS THE LEGISLATIVE BODY OF CITY OF LAKE ELSINORE COMMUNITY FACILITIES DISTRICT NO. 2003-2 (CANYON HILLS) AUTHORIZING THE ISSUANCE OF ITS SPECIAL TAX BONDS, SERIES 2016A (IMPROVEMENT AREA D) IN A PRINCIPAL AMOUNT NOT TO EXCEED SIXTEEN MILLION FOUR HUNDRED NINETY-FIVE THOUSAND DOLLARS ($16,495,000) AND APPROVING CERTAIN DOCUMENTS AND TAKING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, the City Council (Council) of the City of Lake Elsinore (City), has heretofore undertaken proceedings and declared the necessity to issue bonds on behalf of City of Lake Elsinore Community Facilities District No. 2003-2 (Canyon Hills) (District) pursuant to the terms and provisions of the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of California (Act); and, WHEREAS, pursuant to Resolution Nos. 2004-6 and 2004-7 adopted by the legislative body of the District on January 13, 2004, certain bond propositions were submitted to the qualified electors within Improvement Area D of the District (Improvement Area D), and were approved by more than two-thirds of the votes cast at the election held on January 13, 2004; and, WHEREAS, the District has issued its $7,505,000 Special Tax Bonds, 2014 Series (Improvement Area D) (2014 Bonds) pursuant to the Fiscal Agent Agreement dated as of January 1, 2014 (Original Fiscal Agent Agreement), by and between the District and Wilmington Trust, N.A., as successor fiscal agent (Fiscal Agent) to MUFG Union Bank, N.A. (formerly known as Union Bank, N.A.); and, WHEREAS, the legislative body of the District desires to issue a second series of bonds for Improvement Area D at this time under the Act to finance certain public facilities which the District is authorized to finance; and, WHEREAS, the District desires to accomplish the financing of certain public facilities through the issuance of bonds in an aggregate principal amount not to exceed $16,495,000 designated as the “City of Lake Elsinore Community Facilities District No. 2003-2 (Canyon Hills) Special Tax Bonds, 2016 Series A (Improvement Area D)” (Bonds); and, WHEREAS, in order to effect the issuance of the Bonds, the District desires to enter into various agreements and approve certain documents in substantially the forms presented herein; and, WHEREAS, based on the appraisal of real property prepared by James B. Harris, MAI (Appraisal) with respect to the Bonds, the value of the real property in Improvement Area D subject to the special tax to pay debt service on the Bonds is more than four times the sum of the principal amount of the Bonds and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act or a special assessment levied on property within Improvement Area D as calculated in the manner set forth in Section 53345.8(a) of the Act; and, Reso. No. 2016-___ Page 2 of 4 WHEREAS, the Council has determined in accordance with Section 53360.4 of the Act that a negotiated sale of the Bonds to Stifel, Nicolaus & Company, Incorporated (Underwriter) in accordance with the terms of the Bond Purchase Agreement for the Bonds to be entered into by the District and the Underwriter (Bond Purchase Agreement) approved as to form by this City Council herein will result in a lower overall cost to the District than a public sale. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS: Section 1. Each of the above recitals is true and correct. Section 2. The issuance of the Bonds is hereby authorized in an aggregate principal amount not to exceed $16,495,000, with the exact principal amount to be determined by the official signing the Bond Purchase Agreement in accordance with Section 5 below. Council hereby determines that it is prudent in the management of the District’s fiscal affairs to issue the Bonds. The Bonds shall mature on the dates and pay interest at the rates set forth in the Bond Purchase Agreement to be executed on behalf of the District in accordance with Section 5 hereof. All other provisions of the Bonds shall be governed by the terms and conditions of the First Supplement to Fiscal Agent Agreement ((First Supplement) and together with the Original Fiscal Agent Agreement, the (Fiscal Agent Agreement)), which First Supplement shall be substantially in the form on file with the Clerk of the City, with such additions thereto and changes therein as the officer or officers executing the same deem necessary to enhance the security for the Bonds, to cure any ambiguity or defect therein, to insert the offering price(s), interest rate(s), selling compensation, principal amount per maturity, redemption dates and prices and such other related terms and provisions as limited by Section 5 hereof or to conform any provisions therein to the Bond Purchase Agreement or the Official Statement delivered to the Underwriter of the Bonds. Approval of such changes shall be conclusively evidenced by the execution and delivery of the First Supplement by one of the following: the Mayor, the Mayor Pro Tem, the City Manager, the Director of Administrative Services, or their written designees (each, an (Authorized Officer) and collectively, the (Authorized Officers)), each of whom is authorized to execute the First Supplement. Capitalized terms used in this Resolution which are not defined herein have the meanings ascribed to them in the Fiscal Agent Agreement. Section 3. The Bonds shall be executed on behalf of the District by the manual or facsimile signature of the Mayor of the City or his or her written designee and be attested by the manual or facsimile signature of the Clerk of the City. In the event that the Mayor of the City is not available to execute the Bonds, any other Authorized Officer is authorized to execute the Bonds. Wilmington Trust, N.A. is hereby appointed to act as fiscal agent, registrar and transfer agent for the Bonds. Section 4. The covenants set forth in the Fiscal Agent Agreement are hereby approved, shall be deemed to be covenants of the Council and shall be complied with by the District and its officers. The Fiscal Agent Agreement shall constitute a contract between the District and the Owners of the Bonds. Section 5. The form of the Bond Purchase Agreement presented at this meeting is hereby approved and each of the Authorized Officers is hereby authorized to execute the Bond Purchase Agreement, with such additions thereto and changes therein relating to dates and numbers as are necessary to conform the Bond Purchase Agreement to the dates, amounts and interest rates applicable to the Bonds as of the sale date. Approval of such additions and Reso. No. 2016-___ Page 3 of 4 changes shall be conclusively evidenced by the execution and delivery of the Bond Purchase Agreement by one or more of such Authorized Officers; provided, however, that the Bond Purchase Agreement shall be signed only if the Underwriter’s discount (exclusive of original issue discount) does not exceed 1.00% of the principal amount of the Bonds and only if the true interest cost on the Bonds does not exceed 5.00% per annum. Each of the Authorized Officers is authorized to determine the day on which the Bonds are to be priced in order to attempt to produce the lowest borrowing cost for the District and may reject any terms presented by the Underwriter if determined not to be in the best interest of the District. Section 6. The form of the Continuing Disclosure Certificate presented at this meeting is hereby approved and each of the Authorized Officers is hereby authorized and directed to execute the Continuing Disclosure Certificate in the form hereby approved, with such additions therein and changes thereto as the officer or officers executing the same deem necessary to cure any defect or ambiguity therein, with such approval to be conclusively evidenced by the execution and delivery of such agreement. Section 7. The form of the Preliminary Official Statement presented at this meeting is hereby approved and the Underwriter is hereby authorized to distribute the Preliminary Official Statement to prospective purchasers of the Bonds in the form hereby approved, together with such additions thereto and changes therein as are determined necessary by the Authorized Officers to make such Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 of the Securities and Exchange Commission. Each of the Authorized Officers is hereby authorized to execute a final Official Statement in the form of the Preliminary Official Statement, together with such changes as are determined necessary by the Authorized Officers, to make such Official Statement complete and accurate as of its date. The Underwriter is further authorized to distribute the final Official Statement for the Bonds and any supplement thereto to the purchasers of the Bonds upon the execution of the final Official Statement as described above. Section 8. In accordance with the requirements of Section 53345.8 of the Act, based on the Appraisal, the legislative body of the District hereby determines that the value of the real property in Improvement Area D subject to the special tax to pay debt service on the Bonds is more than four times the principal amount of the Bonds and the principal amount of all other bonds outstanding that are secured by a special tax levied pursuant to the Act or a special assessment levied on property within Improvement Area D, all as calculated in the manner provided in Section 53345.8(a) of the Act. Section 9. Each Authorized Officer is authorized to provide for all services necessary to effect the issuance of the Bonds. Such services shall include, but not be limited to, printing the Bonds, obtaining legal services, paying agent services and any other services deemed appropriate as set forth in a certificate of such Authorized Officer. Each Authorized Officer is authorized to pay for the cost of such services, together with other costs of issuance, from Bond proceeds deposited pursuant to the Fiscal Agent Agreement. Section 10. The Authorized Officers, the Clerk of the City and the other officers and staff of the City and the District responsible for the fiscal affairs of the District are hereby authorized and directed to take any actions and execute and deliver any and all documents as are necessary to accomplish the issuance, sale and delivery of the Bonds in accordance with the provisions of this Resolution and the fulfillment of the purposes of the Bonds as described in the Fiscal Agent Agreement, including providing certificates to the Underwriter as to the accuracy of any Reso. No. 2016-___ Page 4 of 4 information relating to the District which is included within the Official Statement. Any document authorized herein to be signed by the Clerk of the City may be signed by a duly appointed deputy clerk. PASSED AND ADOPTED at a Regular meeting of the City Council of the City of Lake Elsinore, California, held on July 26, 2016. Brian Tisdale, Mayor ATTEST: Susan M. Domen, MMC City Clerk APPROVED AS TO FORM: Barbara Leibold City Attorney STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF LAKE ELSINORE ) I, Susan M. Domen, MMC, City Clerk of the City of Lake Elsinore, California, do hereby certify that Resolution No. 2016-___ was adopted by the City Council of the City of Lake Elsinore, California, at the regular meeting of July 26, 2016, and that the same was adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: Susan M. Domen, MMC City Clerk