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HomeMy WebLinkAboutCC Reso No 1994-46, ~' RESOLUTION NO. 94-46 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE ELSINORE P120VIDING FOR APPROVAL OF A LEASE AGREEMENT IN CONNECTION WITH THE ISSUANCE OF CERTAIN BONDS BY THE LAKE ELSINORE PUBLIC FINANCING AUTHORITY, APPROVING I5SUANCE OF SUCH BONDS, APPROVING THREE AEIMBURSEMENT AGREEMENTS, A BOND PURCHASE CONTftACT, AND AN OFFICIAL STATEMENT, ELECTING TO GUARANTEE LEASE PAYMENTS WITH AMOUNTS IN THE CITY'S MOTOR VEHICLE LICENSE FEE ACCOUNT, AND PftOVIDING OTHER MATTERS PROPERLY RELATING THEftETO WHEREAS, the City of Lake Elsinore and the Redevelopment Agency of the City of Lake ELsinore (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreement establishing the Lake Elsinore Public Financing Authority (the "Authority") for the purpose of issuing its bonds, notes and other obligations to be used to provide financial assistance to the City and the Agency; and WHEIZEAS, for the purpose of providing funds to fund loans to the Agency for its Rancho Laguna Redevelopment Project Areas No. I, II and III (the "Three Project Areas"), the Authority, on November 3, 1993, issued its Lake Elsinore Public Financing Authority 1993 Series B Senior and Subordinate Taxable Tax Allocation Revenue Notes (Lake Elsinore Redevelopment Projects) in the aggregate principal amount of $9,250,000 (the "1993 Taxable Notes") to finance a multi-purpose stadium (the "Project") located in the Agency's Rancho Laguna Redevelopment Project Area No. III, but also being of benefit to Rancho Laguna Redevelopment Project Area No. I and Rancho La~una Redevelopment Project Area No. II; WHEREAS, in connection with sudi financing the Authority also issued its Lake Elsinore Public Financing Authority 1993 Series A Senior and Subordinate Tax Allocation Revenue Notes (Lake Elsinore Redevelopment Projects) in the aggregate principal amount of $11,239,275 (the "Tax-Exempt Notes"); and WFIEREAS, the 7993 TaxaUle Notes mature on October 1, 1994 and the City Council of the City, in Resolution No. 93-60 adopted on September 30, 1993, found that the Agency would require the assistance of the City in refinancin~ the 1993 Taxable Notes at maturity and in said Resolution 93-60 proposed to implement a refinancing plan for the Project pursuant to which the Authority would issue its bonds to provide funds to acquire the Project from the Agency and the Authority would then lease the Piroject to the City; WHEREAS, to effectuate the foregoing and, if market conditions permit, to raise addtional moneys for redevelopment projects in the Three Project Areas, the City proposes to enter into a Lease Agreement, dated as of Septeinber 1, 1994 (the "Lease Agreement") with the Authority, and the Authority proposes to issue its Lake Elsinore Public Financing Authority 1994 Revenue Bonds (Lake Elsinore Redevelopment Projects), Series A(the "Series A Bonds") and Lake Elsinore Public Financing Authority 1994 Subordinated Revenue Bonds (Lake Elsinore Redevelopment Projects), Series B(the "Series B Bonds") in an aggregate principal amount not to exceed $17,000,000 (together, the "Bonds"), pursuant to Article 11 of Chapter 3 of Part 1 of Division 2 of the California Governinent Code (cominencing with Section 53580) and Article 4 (commencing with Section 6554) of Chapter 5 of Division 7 of Title i of the Government Code ~:? of the State of California (to~ether, the "Bond Law") and pursuant to two Indentures of Trust (the "Series A Indenture", the "Series B lndenture", and together, the "Indentures"), each dated as of September 1, 1994, by and between the Authority and a financial institution having trust powers, as trustee for the owners of the Bonds; WHEREAS, the Bonds will also be issued pursuant to the provisions of Chapter 11 of Division 6 of Title I(commencing with Section 5900) of the Government Code of theState of California (the "Taxable Law") and, as authorized by the Taxable Law, the Board of D'uectors of the Authority hereby determines that interest payable on the Bonds will be subject to federal, income taxation under the law in existence on the date of issuance of the Bonds; and WHEREAS, the refinancing of the Project will be implemented by using proceeds of the Bonds to provide funds to the Authority to purchase the Project from the Agency, which proceeds the Agency will apply to repay the 1993 Taxable Notes ; WHEREAS, the City Council has, by Ordinance No. 985, adopted July 26, 1994, approved the lease of the Project to the City pursuant to the Lease Agreement; WHEREAS, the Authority proposes to sell the Bonds to First California Capital Markets, Inc., (the "Underwriter") for offer and sale by the Underwriter to members of the general public, and in com~ection with the offering of the Bonds, the Underwriter has caused to be prepared an Official Statement describing, among other things, the Authority, the City, the Agency, the Lease Agreement and the Bonds, a preliminary form of which is on file with the City Clerk; and WHEIZEAS, the Underwriter has caused to be prepared and presented to the Authority Board a form of contract for the purchase of the Bonds by the Underwriter (the "Bond Purchase Contract"); and WHEREAS, the ]ease payments to be made by the City pursuant to the Lease Agreement will be reimbursed to the City by the Agency pursuant to three Reimbursement Agreements, each dated as of September ], 7994, by and between the City and the Agency for the Rancho Laguna Redevelopment Project Areas Nos. I, II and III, respectively, under which Tax Revenues (as defined in the Reimbursement Agreements) allocated to each of the three Project Areas will be pledged to such reimbursement; and WHEREAS, the City Council desires to provide for a guarantee of City lease payments to be made with respect to the Lease A~reement as authorized by Section 37351.5 of the California Government Code; and WHEREAS, pursuant to Section 33679 of the California Health and Safety Code (the "Law"), the City Council of the City and the Agency held a joint public hearing on August 5, 1993 on the commitment of the Agency to use Tax Revenues for the purpose of paying the cost of the Project, notice of such public hearing havin~ been duly published as evidenced by affidavit of publication on file with the City Clerk; and WHEREAS, the City Council desires to approve the Lease Agreement, to approve the issuance of the Bonds by the Authority and to approve the Reimbursement Agreements and for such purpose has, with the aid of its staff, reviewed the Lease Agreement, the Reimbursement Agreements and related proceedings; 2- _--_ _ _.._.. r,= ~.: NOW, THEREFORE, IT IS HEREBY ORDERED, as follows: Section 1. Approval of Lease Agreement. The City Council hereby approves the lease of the Project to the City pursuant to and in accordance with the Lease Agreement in substantially the form on file with the City Clerk together with any additions thereto or changes therein deemed necessary or advisable by the Mayor or an authorized representative of the Mayor, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. The Mayor, or his written designee, is hereby authorized and directed to execute, and the City Clerk is hereUy authorized and directed to attest and affix the seal of the City to the final form of the Lease A~reement for and in the name and on behalf oF the City. The City Council hereby authorizes the delivery and performance of the Lease Agreement. Section 2. Authority Bond Issue. Issuance of the Bonds by the Authority, together with the description of the City contained in the Official Statement relating thereto, is hereby approved and the Mayor, the Mayor Pro Tem, the City Clerk, the City Attorney and other proper officials of the City are hereby authorized and directed to take such actions and to execute such documents as shall be necessary or convenient to complete the execution and delivery of the Lease Agreement and the Reimbursement Agreements, the issuance, sale and delivery of the Bonds to the purchaser thereof and the refinancing of the Project, whether pursuant to Bonds, or notes as described in Section 7 hereof. Section 3. Approval of Reimbursement Agreements. The Reimbursement Agreements in forms on file wit11 the City Clerk are hereby approved, together with any additions thereto ~r changes therein deemed necessary or advisable by the Mayor, and the execution thereof shall be conclusive evidence of approval of any such additions or changes. The Mayor, or his written designee, is hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to the final forxn of the Reimbursement Agreements for and in the name and on behalf of the City. The City hereby authorizes the delivery and performance of the Reimbursement Agreements. Section 4. Official Statement. The City Council hereby approves the matters contained in the preliminary Official Statement describing the City and the Bonds in substantially the form submitted by tl~e Underwriter and on file with the City Clerk, with such changes and modifications as shall be necessary or appropriate and when completed to the satisfaction of the Mayor of the City, the Mayor is authorized and directed, on behalf of the City to deem the preliminary Official Statement "fu~al" pursuant to Rule 15c2-12 under the Security and Exchange Act of 1934. The City Council further approves distribution of the preliminary Official Statement by the Ui~derwriter to persons who may be interested in purchasing the Bonds. The City Cowlcil hereby approves the final OEficial Statement describing the Bonds. Distribution of the final Official Statement by the Underwriter is hereby approved. The Mayor is hereby authorized and c9irected to approve any changes in or additions to the final form of said Official Statement to conPorin to the requirements of the Indentures, and the related proceedings. The Mayor is hereby authorized to execute and deliver the final Official Statement on behalf of the City. Section 5. Bond Purchase Contract. The City 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 City Clerk to~ether with any additions thereto or changes therein approved by the Mayor of the City, the Mayor's execution thereof to be conclusive -3- evidence of such approval. The City hereby delegates to the Mayor of the City, and to his written designee, the autl~ority to accept an offer from the Underwriter to purchase the Bonds from the Authority and to execute the Bond Purchase Contract for and in the name and on behalf of the City; provided, however, tl~~t the stated maximum annual interest rate payable with respect to the Series A Bonds shall not exceed ten percent (10%) per annum if the Series A Bonds are rated by a national rating agency and twelve percent (12%) per annum if not so rated, and the purchase price to be paid Uy the Underwriter for the purchase of Series A Bonds shall be not less than ninety-seven and one half percent (97.5%) of the par amount thereof exclusive of original issue discount if the Series A Bonds are rated by a national rating agency and ninety-seven percent (97~9~) of the par amount thereof exclusive of original issue discount, if not so rated, and that the stated maximum annual interest rate payable with respect to the Series B Bonds shall not exceed tweh~e percent (12%) per annum and the purchase price to be paid by the Underwriter for the purchase of Series B Bonds shall be not less than ninety-seven percent (97%) of the par amount thereof exclusive of original issue discount. If refunding notes are required to be issued pursuant to Section 7 hereof, the principal amount shall not exceed $12,500,000, the stated maximun~ annual interest rate shall not exceed twelve percent (12%) per annum and the purchase price to be paid by the Underwriter for the purchase of the notes shall be not less than ninety-six percent (96'7>) of the par amount thereof exclusive of original issue discount. Section 6. Election to Guazantee From Motor Vehicle In Lieu Fees. In accordance with the provisions of Section 37351.5 of the California Government Code, the City Council hereby elects to guarantee the lease payments required to be made under the Lease Agreement from moneys credited to the Motor V ehicle License Fee Account in the Transportation Tax Fund to which the City is entitled under Chapter 5(commencing with Section 11001) of Part 5 of Division 2 oF the California Revenue and Taxation Code. The Mayor shall, prior to execution of the Lease Agreement, provide notice to the State Controller of such election, which notice shall include a schedule for payments to be made by the City under the Lease Agreement and shall identify the trustee selected by the City for the purposes of such Section (the "Trustee"). In the event that, for any reason, the funds otherwise available to the City will not be sufficient to make any payment under any of the Lease Agreement at the time that payment is required, the Mayor shall so notify the Trustee which shall immediately communicate that information to the affected owners of the Bonds and to the State Controller. -4- __ --- _ _ ,;::.- .~ i Section 7. Notes. If the Bonds as contemplated by this Resolution are unable to be issued in sufficient tinie to pay the ]993 Taxable Notes at maturity, the Mayor and all other officers of the City are hereby directed to execute and deliver any such documents, agreements or other instruments, substantially similar to those executed and delivered by the City in connection with the 1993 Taxable Notes, subject to the parameters set forth in Section 5 hereof, necessary or convenient for the issuance of refw~ding notes to provide for the payment of the 1993 Taxable Notes at their maturity. Section 8. This Resolution shall be effective immediately upon adoption. PASSED AND ADOPTED this 9th day of August, 1994, by the following vote: AYES: COUNCILMEMBERS: ALONGI, BENDER, PAPE, WASHBURN NOES: COUNCILMEMBERS: CHERVENY ABSENT: COUNCILMEMBERS: NONE ~II a r „ o ~r Mayor (SEAL) Attes By: ~ City Clerk -5- _ '~ , ~ STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) SS: CITY OF LAKE ELSINORE ) I, VICKI KASAD, CITY CLERK OF THE CITY OF LAKE ELSINORE, DO HEREBY CERTIFY that the foregoing Resolution duly adopted by the City Council of the City of Lake Elsinore at a regular meeting of said Council on the 9th day of August, 1994, and that it was so adopted by the following vote: AYES: COUNCILMEMBERS: ALONGI, BENDER, PAPEe WASHBURN NOES: COUNCILMEMBERS: CHERVENY ABSENT: COUNCILMEMBERS: NONE ABSTAIN: COUNCILMEMBERS: NONE VICKI KASAD, CTTY CLERK CITY U'r' LAKE ELSINORE (SEAL) STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) SS: CITY OF LAKE ELSINORE ) I, VICKI KASAD, CITY CLERK OF THE CITY OF LAKE ELSINORE, DO HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of Resolution No. 94-46 of said Council, and that the same has not been amended or repealed. . August 11, 1994 < ~ ~„ Y i~~rl\1 1\C1JAL ~ ~rl l l VL{:a. CITY Ok' 7,,AKE EI,SINORE (SEAL)