Loading...
HomeMy WebLinkAboutFFA Reso No. 2021-2 Issuance of Local Agency Refunding BondsRESOLUTION NO. FFA 2021-2 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE LAKE ELSINORE FACILITIES FINANCING AUTHORITY, RIVERSIDE COUNTY, CALIFORNIA, AUTHORIZING THE ISSUANCE OF ITS LOCAL AGENCY REVENUE REFUNDING BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED TWELVE MILLION FIFTY THOUSAND DOLLARS ($12,050,000) AND APPROVING CERTAIN DOCUMENTS AND TAKING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH Whereas,the Lake Elsinore Facilities Financing Authority (the “Authority”) is a joint exercise of powers authority duly organized and existing 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 (the “Bond Law”) 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 other local agencies; and, Whereas,the City of Lake Elsinore Community Facilities District No. 2006-1 (Summerly) (“CFD No. 2006-1”) previously issued the $3,200,000 City of Lake Elsinore Community Facilities District No. 2006-1 (Summerly) Special Tax Bonds, 2015 Series (Improvement Area B) (the “Prior CFD No. 2006 IA B Bonds”) in connection with the issuance of the Lake Elsinore Public Financing Authority’s (the “Lake Elsinore PFA”) Local Agency Revenue Bonds (Summerly IA B), 2015 Series A (the “Prior Lake Elsinore PFA Bonds”); and, Whereas,CFD No. 2006-1 previously issued the $3,785,000 City of Lake Elsinore Community Facilities District No. 2006-1 (Summerly) Special Tax Bonds, Series 2016B (Improvement Area FF) (the “Prior CFD No. 2006-1 IA FF Bonds”); and, Whereas,the City of Lake Elsinore Community Facilities District No. 2007-4 (Makenna Court) (“CFD No. 2007-4”) previously issued the $2,645,000 City of Lake Elsinore Community Facilities District No. 2007-4 (Makenna Court) Special Tax Bonds, Series 2018 (the “Prior CFD No. 2007-4 Bonds”); and, Whereas,Community Facilities District No. 2015-5 of the City of Lake Elsinore (Trieste) (“CFD No. 2015-5,” together with CFD No. 2006-1 and CFD No. 2007-4, the “Community Facilities Districts”) previously issued the $2,240,000 Community Facility District No. 2015-5 of the City of Lake Elsinore (Trieste) Special Tax Bonds, Series 2017 (the “Prior CFD No. 2015-5 Bonds” and, together with the Prior CFD No. 2006-1 IA B Bonds, the Prior CFD No. 2006-1 IA FF Bonds, and the Prior CFD No. 2007-4 Bonds, the “Prior Bonds”); and, Whereas,as a result of favorable conditions in the municipal bond market, the Authority, the Lake Elsinore PFA and each of the Community Facilities Districts desire to refund the Prior Bonds and the Prior Lake Elsinore PFA Bonds; and, Whereas,the Authority, for the purpose of acquiring special tax refunding bonds of each of the Community Facilities Districts (and with respect to CFD No. 2006-1, special tax refunding obligations of Improvement Area B and Improvement Area FF therein) (the “Local Obligations”), the proceeds of which will be utilized to defease and refund the Prior Bonds and, with respect to the Prior CFD No. 2006-1 IA B Bonds, the Prior Lake Elsinore PFA Bonds, has determined to issue its Local Agency Revenue Refunding Bonds Series 2021B (the “Authority Bonds”) pursuant             Res. No. FFA No. 2021-2 Page 2 of 5 to and secured by the Indenture (as defined below) providing for the issuance of the Authority Bonds, all in the manner provided therein; and, Whereas,the Authority Bonds will be secured by debt service payments paid with respect to the Local Obligations, the payment of which will be secured by special tax liens on taxable property within the respective Community Facilities Districts or Improvement Areas therein, as applicable; and, Whereas,for this financing there has been filed with the Secretary of the Board of Directors of the Authority the forms of the following documents to be executed by the Authority with respect to the issuance of the Authority Bonds, which documents the Board desires to approve for execution as described herein: (1) The Indenture of Trust, dated as of August 1, 2021 (the “Indenture”), by and between the Authority and Wilmington Trust, National Association, as Trustee; (2) The Bond Purchase Agreement, to be dated the date of sale, by and between Stifel, Nicolaus & Company, Incorporated, as underwriter (the “Underwriter”) and the Authority (the “Bond Purchase Agreement”); (3) The Local Obligations Bond Purchase Agreement, to be dated the date of sale, by and among the Authority and the Community Facilities Districts (the “Local Bond Purchase Agreement”); (4) The Preliminary Official Statement for the Authority Bonds (the “Preliminary Official Statement”); and (5) The Continuing Disclosure Agreement executed and delivered by the Authority (the documents described in (1) through (4) above and the Continuing Disclosure Agreement are collectively referred to herein as the “Authority Documents”). Whereas, the Community Facilities Districts have held duly noticed public hearings regarding the issuance of the Local Obligations and determined that such financings will result in significant public benefits of the type described in Section 6586 of the Bond Law; and, Whereas, the Authority has determined and hereby finds that the issuance of the Authority Bonds and the acquisition of the Local Obligations will result in significant public benefits of the type described in Section 6586 of the Bond Law. NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE LAKE ELSINORE FACILITIES FINANCING AUTHORITY, DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1.Each of the above recitals is true and correct and is adopted by the Board of Directors. Section 2.The Authority Bonds shall be issued in an aggregate principal amount not to exceed $12,050,000 with the exact principal amount to be determined by the official signing the Bond Purchase Agreement in accordance with Section 4 below. The Authority 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 Authority in accordance with Section 4 below. The Authority Bonds shall be issued under the terms of the Indenture, the form of which is on file with the Secretary of             Res. No. FFA No. 2021-2 Page 3 of 5 the Board of Directors. The form of the Indenture presented at this meeting is hereby approved and each of the Chair and the Vice Chair of the Board of Directors, the Executive Director and the Treasurer, or their respective written designees (collectively, the “Authorized Officers”), is hereby authorized to execute the Indenture, in the form hereby approved, with such additions thereto and changes therein as the officer or officers executing the same deem necessary to accomplish the issuance of the Authority Bonds as contemplated by this Resolution. Approval of such changes shall be conclusively evidenced by the execution and delivery of the Indenture by one or more of such Authorized Officers. Section 3.The Authority Bonds shall be executed on behalf of the Authority by the manual or facsimile signature of the Chair of the Board of Directors and attested with the manual or facsimile signature of the Secretary of the Board of Directors. Wilmington Trust, National Association is hereby appointed to act as the trustee for the Authority Bonds under the Indenture. If the Executive Director determines at any time while the Authority Bonds are outstanding that another bank should be selected to act as trustee for the Authority Bonds, in order to ensure the efficient administration of the Authority Bonds, then the Executive Director, or his designee, is hereby authorized and directed to select and engage a bank or trust company meeting the requirements set forth in the Indenture to act as the trustee for the Authority Bonds under the terms of the Indenture. Section 4.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 in the form so approved, with such additions thereto and changes therein as are necessary to conform the Bond Purchase Agreement to the dates, amounts and interest rates applicable to the Authority Bonds as of the sale date or to cure any defect or ambiguity therein. Approval of such additions and 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 0.80% of the principal amount of the Authority Bonds. Each of the Executive Director, the Treasurer and their written designees is authorized to determine the day on which the Authority Bonds are to be priced in order to attempt to produce the lowest borrowing cost for the Authority and may reject any terms presented by the Underwriter to the Authority if determined not to be in the best interest of the Authority. In the event the Executive Director or his written designee determines that the purchase of one or more of the Local Obligations will not result in sufficient net present value savings to a Community Facilities District or will not otherwise achieve the purposes of the Authority set forth in this Resolution, then the Local Obligations of such Community Facilities District will not be purchased by the Authority, and the Authority Documents may be amended to reflect that such Local Obligations will not be purchased by the Authority. Section 5.The form of the Local Bond Purchase Agreement presented at this meeting is hereby approved; and each of the Authorized Officers is hereby authorized to execute the Local Bond Purchase Agreement in the form so approved, with such additions thereto and changes therein as are necessary to conform the Local Bond Purchase Agreement to the dates, amounts and interest rates applicable to the Local Obligations as of the sale date or to cure any defect or ambiguity therein. Approval of such additions and changes shall be conclusively evidenced by the execution and delivery of the Local Bond Purchase Agreement by one or more of such officers. Section 6.The form of the Continuing Disclosure Agreement presented at this meeting is hereby approved; and each of the Authorized Officers is authorized to execute the             Res. No. FFA No. 2021-2 Page 4 of 5 Continuing Disclosure Agreement in the form hereby approved, with such additions thereto and changes therein as the officers executing the same deem necessary to comply with the requirements of Rule 15c2-12 of the Securities and Exchange Commission 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 Agreement by one or more of such officers. 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 Authority Bonds in the form hereby approved, together with such additions thereto and changes therein as are determined necessary by the Executive Director of the Authority, or his written designee, to make such Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 of the Securities and Exchange Commission, as amended, including, but not limited to, such additions and changes as are necessary to make the information therein accurate and not misleading. 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 Executive Director of the Authority, or his written designee, 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 Authority Bonds and any supplement thereto to the purchasers thereof upon its execution on behalf of the Authority as described above. Section 8.The Authorized Officers are hereby appointed as the authorized officers of the Authority for all purposes required to effect the issuance of the Authority Bonds and are hereby authorized, empowered, and directed, jointly and severally, to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the foregoing actions. Section 9.Each of the Authorized Officers is authorized, but not required, to obtain a rating of the Authority Bonds from a nationally recognized rating service. Each of the Executive Director and the Treasurer, or their respective written designees, acting alone, is hereby authorized to negotiate the terms of a commitment (the “Insurance Commitment”) for bond insurance for some or all of the Authority Bonds and a commitment for a reserve fund surety bond (the “Surety Commitment”) for all or a portion of the Reserve Fund (as defined in the Indenture) from one or more municipal bond insurance companies (an “Insurer”) and, if such officer determines that the acquisition either of a policy or a reserve fund surety bond, or both, from an Insurer will result in net interest rate savings or will result in more annual debt service savings, to pay the premiums for such policy and surety bond from the proceeds of the Authority Bonds and to amend the Authority Documents to the extent necessary to conform to the terms of the Insurance Commitment and the Surety Commitment. Each of the Authorized Officers, acting alone, is further authorized to execute a reimbursement agreement required by the Surety Commitment. Section 10.The Authorized Officers are hereby authorized and directed, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the issuance and sale of the Authority Bonds and otherwise to effectuate the purposes of this Resolution. Section 11.The Board acknowledges that the good faith estimates required by Section 5852.1 of the California Government Code are disclosed in the staff report and are available to the public at the meeting at which this Resolution is approved.             Res. No. FFA No. 2021-2 Page 5 of 5 Section 12.This Resolution shall take effect immediately upon its adoption. Passed and Adopted at a regular meeting of the Lake Elsinore Facilities Financing Authority this 13th day of July 2021. Robert E. Magee Chair Attest: Candice Alvarez, MMC Secretary STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF LAKE ELSINORE ) I, Candice Alvarez, MMC Secretary of the Lake Elsinore Facilities Financing Authority do hereby certify that Resolution No. FFA 2021-2 was adopted by the Lake Elsinore Facilities Financing Authority at the Regular meeting of July 13, 2021 and that the same was adopted by the following vote: AYES: Authority Members Tisdale, Johnson, and Manos; Vice-Chair Sheridan; and Chair Magee NOES: None ABSENT: None ABSTAIN: None Candice Alvarez, MMC Secretary