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HomeMy WebLinkAboutCC Reso No 2017-130 Authorizing the Issuance of Improvement Area B 2017 Special Tax Bonds (CFD 2003-2)RESOLUTION NO. 2017 -130 A 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 IMPROVEMENT AREA B 2017 SPECIAL TAX BONDS IN A PRINCIPAL AMOUNT NOT TO EXCEED SEVEN MILLION NINE HUNDRED SEVENTY -FIVE THOUSAND DOLLARS ($7,975,000), AND APPROVING CERTAIN DOCUMENTS AND TAKING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH Whereas, the City Council of the City of Lake Elsinore (City), located in Riverside County, California (hereinafter sometimes referred to as the "legislative body of the District "), has heretofore undertaken proceedings to form City of Lake Elsinore Community Facilities District No. 2003 -2 (Canyon Hills) (District) and designate Improvement Area B therein (Improvement Area B) 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, the District is authorized to finance certain public facilities and other governmental facilities that are necessary to meet increased demands placed upon the City as a result of development or rehabilitation occurring within the District, which facilities may be physically located outside the boundaries of the District (Facilities); and, Whereas, the District has previously issued its $20,570,000 Special Tax Bonds (Improvement Area B) 2006 Series A (2006 Bonds) to finance certain Facilities; and, Whereas, the District previously issued its $25,795,000 City of Lake Elsinore Community Facilities District No. 2003 -2 (Canyon Hills) Improvement Area B 2015 Special Tax Refunding Bonds (2015 Bonds) to refund the outstanding 2006 Bonds and to finance additional Facilities; and, Whereas, the 2015 Bonds were issued pursuant to a Bond Indenture dated as of March 1, 2015 (2015 Indenture), by and between the District and Wilmington Trust, National Association as successor trustee thereunder (Trustee), and were sold to the Lake Elsinore Public Financing Authority in connection with the issuance of the Lake Elsinore Public Financing Authority Local Agency Revenue Refunding Bonds, Series 2015; and, Whereas, the legislative body of the District now desires to finance additional Facilities through the issuance of bonds in an aggregate principal amount not to exceed $7,975,000 designated as the "City of Lake Elsinore Community Facilities District No. 2003 -2 (Canyon Hills) Improvement Area B 2017 Special Tax Bonds" (2017 Bonds); and, Whereas, the legislative body of the District has determined in accordance with Section 53360.4 of the Code that a negotiated sale of the 2017 Bonds to the Lake Elsinore Facilities Financing Authority (Authority) in accordance with the terms of the Local Obligations Purchase Agreement to be entered into by and between the Authority and the District (Bond Purchase Agreement) approved as to form by this legislative body herein will result in a lower overall cost to the District than a public sale; and, Reso. No. 2017 -130 Page 2of5 Whereas, the Authority, for the purpose of acquiring the 2017 Bonds has authorized the issuance of its Local Agency Revenue Bonds Series 2017 (Authority Bonds); and, Whereas, in order to affect the issuance of the 2017 Bonds, the legislative body of the District desires to enter into a First Supplement to Bond Indenture, dated as of December 1, 2017 (First Supplement to Bond Indenture), with Wilmington Trust, National Association, as Trustee, in substantially the form presented herewith; and, Whereas, Kitty Siino & Associates, Inc., a state - certified real estate appraiser, as defined in Section 11340 of the California Business and Professions Code, has delivered to the City an appraisal report, dated October 12, 2017 (Appraisal), which was made in a manner consistent with City's policies for community facilities district financings; and, Whereas, the legislative body of the District has duly noticed and held a public hearing and hereby determines that it is prudent in the management of its fiscal affairs to issue the 2017 Bonds and that the issuance of the 2017 Bonds will result in significant public benefits of the type described in Government Code Section 6586; and, Whereas, the District has determined to adopt the City's Debt Management Policy adopted by the City Council of the City on July 11, 2017, as the debt management policy of the District. Now, Therefore, the City Council, acting as the legislative body of the District, does hereby resolve, order and determine as follows: Section 1. Each of the above recitals is true and correct. Section 2. The legislative body of the District is authorized pursuant to the Act to issue the 2017 Bonds for the benefit of the District for purposes set forth herein and to take the necessary steps to finance the Facilities. Section 3. The issuance of the 2017 Bonds in an aggregate principal amount not to exceed $7,975,000 is hereby authorized with the exact principal amount to be determined by the official signing the Bond Purchase Agreement in accordance with Section 6 below. The legislative body of the District hereby determines that it is prudent in the management of its fiscal affairs to issue the 2017 Bonds. The 2017 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 6 hereof. The 2017 Bonds shall be governed by the terms and conditions of the 2015 Indenture, as supplemented by the First Supplement to Bond Indenture, presented at this meeting. The First Supplement to Bond Indenture shall be prepared by Bond Counsel to the District and executed by one or more of the Mayor, the City Manager, the Assistant City Manager, or their written designees (collectively, the "Authorized Officers ") substantially in the form presented at this meeting, with such additions thereto and changes therein as the officer or officers executing the same deem necessary 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 6 hereof, to conform any provisions therein to the Bond Purchase Agreement and the Official Statement for the Authority Bonds. Approval of such changes shall be conclusively evidenced by the execution and delivery of the First Supplement to Bond Indenture by one or more Authorized Officers. Capitalized terms used in this Resolution which are not defined herein have the meanings ascribed to them in the 2015 Indenture, as supplemented by the First Supplement to Bond Reso. No. 2017 -130 Page 3 of 5 Indenture. The District hereby determines that the execution and delivery of the First Supplement to Bond Indenture is not materially adverse to the interests of the owners of the 2015 Bonds. Section 4. The 2017 Bonds shall be executed on behalf of the District by the manual or facsimile signature of the Mayor of the City, and the seal of the District, or a facsimile thereof, shall be impressed or imprinted thereon and attested with the manual or facsimile signature of the City Clerk. Wilmington Trust, National Association is hereby appointed to act as Trustee for the 2017 Bonds. Section 5. The covenants set forth in the 2015 Indenture, as supplemented by the First Supplement to Bond Indenture to be executed in accordance with Section 3 above are hereby approved, shall be deemed to be covenants of the City Council in its capacity as the legislative body of the District and shall be complied with by the District and its officers. Section 6. The form of the Bond Purchase Agreement presented herewith is hereby approved; and any one of the Authorized Officers is hereby authorized and directed, for and in the name of the District, to execute and the City Clerk, or her written designee, is authorized to attest to the Bond Purchase Agreement substantially in the form approved, with such additions thereto and changes therein as may be approved or required by an Authorized Officer, including changes relating to dates and numbers as are necessary to conform the Bond Purchase Agreement to the dates, amounts and interest rates applicable to the 2017 Bonds as of the sale date. Approval of such additions and changes shall be conclusively evidenced by the execution and delivery of the Bond Purchase Agreement; provided, however, that the Bond Purchase Agreement shall be signed only if the true interest cost on the 2017 Bonds is less than 5 percent. Section 7. The form of the Preliminary Official Statement for the Authority Bonds presented at this meeting is hereby approved, and the underwriter of the Authority Bonds is hereby authorized to distribute the Preliminary Official Statement to prospective purchasers of the Authority Bonds in the form hereby approved, together with such additions thereto and changes therein as are determined necessary or desirable 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 ( "Rule 15c2 -12 "), including, but not limited to, such additions and changes as are necessary to make all information set forth therein accurate and not misleading. Any one 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, and their written designees, to make such Official Statement complete and accurate as of its date. The underwriter of the Authority Bonds is further authorized to distribute the final Official Statement for the Authority Bonds and any supplement thereto to the purchasers thereof upon its execution on behalf of the District as described above. Section 8. In accordance with the requirements of Section 53345.8 of the Act, the legislative body of the District hereby determines that the value of the real property in Improvement Area B subject to the special tax to pay debt service on the 2017 Bonds, as set forth in the Appraisal, is at least three times the principal amount of the 2017 Bonds, the outstanding principal amount of the 2015 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 B. Section 9. The form of the Continuing Disclosure Certificate presented at this meeting is hereby approved; and each of the Authorized Officers is authorized to execute the Continuing Disclosure Certificate in the form hereby approved, with such additions thereto and changes therein as the Reso. No. 2017 -130 Page 4 of 5 officers executing the same deem necessary to comply with the requirements of Rule 15c2 -12 and to cure any ambiguity or defect therein. Approval of such changes shall be conclusively evidenced by the execution and delivery of the Continuing Disclosure Certificate by one or more of such officers. Section 10. The City Manager, the Assistant City Manager, the City Clerk or their written designee, are authorized to provide for all services necessary to affect the issuance of the 2017 Bonds. Such services shall include, but not be limited to, obtaining legal services, Trustee services and any other services deemed appropriate as set forth in a certificate of the City Manager, the Assistant City Manager, the City Clerk or their written designee. The City Manager, the Assistant City Manager, the City Clerk, or their written designee, are authorized to pay for the cost of such services, together with other Costs of Issuance from 2017 Bond proceeds. Section 11. The City Manager, the Assistant City Manager, the City Clerk and all other officers of the City 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 2017 Bonds in accordance with the provisions of this Resolution, the fulfillment of the purposes of the 2017 Bonds as described in the First Supplement to Bond Indenture, including the execution of one or more cash or letter of credit depository agreements with the developer owning property within Improvement Area B and Wilmington Trust, National Association relating to any security provided by such developer with respect to the special taxes to be levied within Improvement Area B. Any document authorized herein to be signed by the City Clerk may be signed by a duly appointed deputy clerk. Section 12. The District hereby adopts the City's Debt Management Policy, as amended, supplemented and restated from time to time, as the debt management policy of the District pursuant to California Government Code Section 8855. Section 13. This Resolution shall take effect immediately upon its adoption. Passed and Adopted on this 28th day of November 2017. Hobert E. Mag Mayor Attest: Susan M. Domen, MMC City Clerk Reso. No. 2017 -130 Page 5 of 5 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. 2017 -130 was adopted by the City Council of the City of Lake Elsinore, California, at the Regular meeting of November 28, 2017, and that the same was adopted by the following vote: AYES: Council Members Manos, Hickman and Tisdale; Mayor Pro -Tem Johnson and Mayor Magee NOES: None ABSENT: None ABSTAIN: None Susan M. Domen, MMC City Clerk