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HomeMy WebLinkAboutCC Reso No 1990-098_~,. .~ RESOLUTION NO. ~O-9S A RESOLUTION OF THE CITY COUNCIL OF.THE CITY OF LAKE ELSZNORE, CALIFORNIA, AUTHORIZING ISSUANCE OF BONDS~ APPROVING BOND INDENTURE AND PURCHASE AGREEMENT FOR A SPECIAL ASSESSMENT DISTRICT WHEREAS, the CITY COUNCIL of the CITY OF LAKE ELSINORE, CALIFORNIA (the "City") is conducting proceedings for the construction of certain public improvements in a epecial assessment district pursuant to the terms and provisions of the "Municipal Improvement Act of 1913", being Division 12 of the Streets and Highwaye Code of the State of California, said epecial assessment district known and designated as NORTHWEST~SEWER ASSESSMENT DISTRICT NO. 86-1 (hereinafter referred to as the "Assessment District"); and, WHEREAS, this legialative body has previously declared in its Resolution of Intention to issue bonds to finance said improvements, said bonds to iseue pursuant to the terms and provisions of the "Improvement Bond Act of 1915", being Division 10 of said Code; and, WHEREAS, the City has entered into a Commitment Agreement for Purchase and Sale of Local~ Obligations, City of Lake Elsinore, dated June 1, 1990 (the "Commitment") with the Lake Elsinore Public Financing Authority, a joint exercise of powers authority (the "Authority") and a Purchase Agreement dated September 25, 1990, with the Authority; and ~ WHEREAS, at this time this legislative body is desirous to set forth all formal terms and conditions relating to the authorization, iesuance and administration of said bonds p~rsuant to the Commitment and the Purchase Agreement; and, WHEREAS, there has been presented, considerecl and ready for approval a bond indenture setting forth formal terms and conditions relating to the iesuance and sale of bonds; and, ..~ , .. . WHEREAS, this legielative body hereby further determinea that the --'~' unpaid aesesamente ehall be epecifically in the amount ae ehown and eet forth ~ in the Certificate of Paid and Unpaid Assessments ae certified by and on file with the Treasurer, and for particulare ae to the amount of said unpaid aeeesemente, said Certificate and list shall control and govern. NOW, THEREFORE, BE IT RESOLVED AS FOLLOWS: RECITALS SECTION 1. That the above recitals are true and correct. BOND AUTHORIZATION SEC2'ION 2. That this legislative body does authorize the issuance of bonds in the aggregate principal amount of $4,712,231.00 pursuant to the terma and provisions of the "Improvement Bond Act of 1915", being Division 10 of the Streets and Highways Code of the State of California, and also pureuant to the specific terms and conditions as set forth in the BOND INDENTURE presented herein. ~ . ~ BOND INDENTURE SECTION 3. The BOND INDENTURE is approved substantially in the form presented herein, and is subject to modifications as necessary and as approved by the Administrative Services Director, with the concurrence of Bond Counsel. Final approval of the BOND INDENTURE ~shall be conclusively evidenced by the signature o£ the Administrative Services Director upon final delivery of bonde and receipt of proceeds. A copy of said BOND INDENTURE ahall be kept on file with the transcript of these proceedings and open for public inspection. FINAL ASSESSMENTS . SECTION 4. That the Certificate of Paid and Unpaid Assessmente, ae certified by the Treasurer, ahall remain on file in that~office and be open for public inspection for all particulars as it relates to the amount~ of unpaid assessments to~secure bonda £or this Assesament District. PASSED, APPROVED and ADOPTED th.i~ 9th day of ~CtOb : . MAYOR CITY O ARE ELSINORE STATE OF CALIFORNIA APPROVED AS TO ~VlV ~ OHN R. HARP R CITY ATTORNEY CITY OF LAKE ELSI , 1990. CITY OFyLAKE ELSINORE STATE OF CALIFORNIA COUNTY OF RIVERSIDE CITY OF LAKE ELSINORE I, VICKI LYNNE KASAD, CITY CLERK of the CITY OF LAKE ELSINORE, CALIFORNIA, DO HEREBY CERTIFY that the foregoing Resolution, being Resolution No. 90-98 , was duly paeaed, approved and adopted by the City Council, approved and signed by the Mayor, and attested by the City Clerk, all at the R2guldr meeting of said City Council held on the 9th day of OctOb2r , 1990, and that the same was passed and adopted by the following vote: AYES: COONCIL MEMBERS BUCK, DOMINCUEZ, STARKEY, WINKLER, WASHBURN NOESe COUNCIL MEMBERS NONE . ABSENT: COUNCIL MEMBERS NONE ABSTAIN: COUNCIL MEMBERS NONE EXECUTED this l~th day of October California. 1990, at Lake Elsinore, [SEAL] CITY OF LAKE ELSINORE STATE OF CALIFORNIA DRA~T BOND INDENTURE Thie Bond Indenture (the "Indenture") dated~as of September 19, 1990, entered into and approved by the city of Lake Elsinore, California (the "ISSUer"), a municipal corporation, to eatablish the terms and conditions pertaining to the iesuance of bonds in a special assesament district known and designated as NORTHWEST SEWER ASSESSMENT DISTRICT NO. 86-1 (the "ASSessment District"). SECTION 1. Issuance, Designation and Amount. Pursuant to the provisions of the "Improvement Bond Act of 1915", being Division 10 of the Streets and Highwaye Code of the State of California, as amended (the "Act"), the ~ Iesuer does hereby authorize the isauance of a bond or bonds to represent unpaid aesesaments within the Assessment District in principal amount not to exceed $4,712,331.00 and designated as the City of Lake ~ Elsinore, Northwest Sewer Asaessment District No. 86-1 Limited Obligation I~mprovement~Bonds (the "Bonds"). ~ SECTION 2. Term of Bonds. Bonds to represent the unpaid assessmente, and bear intereat at a rate not to exceed the current legal maximum rate of 12~ per annum, will be issued in the manner provided in the Act, the last installment of which Bonds shall mature a maximum of and not to exceed twenty-four (24) years~from the second day of September next succeeding twelve (12) months from their date. The provisione,of Part 11.1 of the Act, providing an alternative procedure for the advance payment of assessments and the calling of all or a portion of the Bonde shall aPP1Y• . ~ ~ . SECTION 3. Registered Bonds. Said Bond or Bonds shall be issvable only as fully registered Bonds, and if more than one bond is issued, in the denomina- tion of ~$5,000, or any integral multiple thereof, except for one bond maturing in the first year of maturity, which shall include the amount by which the total iesue exceeds the maximum integral multiple of $5,000 contained therein. SECTION 4. Date of Bonds. The Bond or Bonds shall be dated the 19th day of ~ . September, 1990, and interest shall accrue from that date. SECTION 5. Principal. Principal on the Sonds ahall.be payable annually on September 2nd of every year succeeding twelve (12 ) months after their date, until the whole is paid. The amount payable each year, whether through aerial maturities or mandatory sin]cing fund paymente, ehall be such as to result in approximately equal annual debt service during the term of the issue considering the interest rate and principal amounts payable in the respective years in accordance with the Debt Service sched~le attached hereto ae Exhibit "A" and incorporated herein by this reference. ~ SECTION 6. Interest. Each Bond shall be of a single maturity and ehall bear ~ interest at the rate of eight and three quarters percent (8.75~) from the interest payment date next preceding the date on which it is authen- ticated and registered, (i) unless said Bond is authenticated and registered ae of an interest payment date, in which case~it shall bear interest from eaid interest payment date, (ii) unlese said Bond ie 1 t::w. ~~ authenticated and registered prior to the first interest payment date, in which case it shall bear interest from its date, or~ (iii) unless interest is in default on said Bond on such date, inm which case it ahall bear interest from the last date on which interest was paid in full, until payment of its principal~sum has been discharged. SECTION 7. Payment. On the maturity date, the principal on the Bonde ehall be payable in lawful money of the United States of America upon surrender of the Bond at the office of the Isauer, the designated registrar, transfer agent and paying agent of the Issuer ("Paying Agent"), or such vther registrar, tranafer agent or paying agent as may be deaignated by ~ subsequent Resolution of the Issuer. . Interest on and scheduled principal paymente other than at maturity, if any, of said Bonds shall be paid by check or draft to the regietered owner thereof at his address as it appears on the books of registra- tion, or at such address as may have been filed with any paying agent for that purpose, as of the 15th day of the month immediately preceding an interest payment date. SECTION 8. Redemption. The Bonds, or a portion thereof if issued in a denomina- ~ tion greater than $5,000, shall be subject to redemption or prepayment in advance of maturity in increments of $5,000 as provided in Section 8768 of the Streets and Highways Code, on the 2nd day of March or ~September in any year, by giving the notice provided in said law to the ~~ registered owner thereof at~ his address as it appears on the books of registration and by paying principal of and accrued interest on such redeemed amount, together with a premium equal to three percent (3~) of the redeemed or prepaid principal amount. If less than.the entire Bond is redeemed or prepaid, the unpaid portion shall be reissued to the registered owner thereof. Upon the prior written approval of the owner of the Bonds, the Bonds may be subject to optional redemption or prepayment on any March 2 or September 2, commencing September, 2000, as a whole or in part at the following prepayment prices (expressed as percentages of the principal amount~of Bonds called for prepayment) together with accrued intereat thereon to the date fixed for prepayment: Date Price September 2, 1000 and. March 2, 2001 103~ September 2, 2001 and March 2, 2002 102~ September 2, 2002 and March 2, 2003 ~ 101~ 5eptember 2, 2003 and thereafter 300~ SECTION 9. Transfer of Registered Bonds. Any fully reqistered Bond may~ in acCOY- dance with its terms, be transferred upon the books of registration required to be kept pursuant to the proviaione of Section 11 by the owner in whose name it is registered, or by his duly authorized attorney or legal repreaentative, upon eurrender of such fully regie- tered Bond for registration of such ~tranafer, accompanied by delivery of a written instrument of transfer in a form approved by the Paying Agent and by the owner of said Bonds, duly executed. 2 `.. . ~.,;~~~ ~~.~. ,T „ SECTION 10. Exchange of Regietered Bonds. Fully registered Bonds may be exchanged ~ at the office of the Payinq Agent for a like aggregate principal amount of Bonds of the same interest rate and maturity, subject to the terma and conditione provided in the system of reqistration for registered debt ~obligations, including the payment of certain charges, if any, ~ upon surrender and cancellation of this Bond. Upon such transfer and exchange, a new registered Bond or Bonds of a~y authorized denomination or denominationa of the same maturity for the eame aggregate principal amount will be issued to the transferee in exchange therefor. SECTION 11. Books of Registration. There shall be kept by the Paying Agent sufficient books for the registration and transfer of the Bonds and, upon presentation for such purpose, th~ Paying Agent ahall, under such reasonable regulations as it may prescribe, register or transfer or ca~se to be registered or transferred, on said regiater, 6onds as hereinbefore provided. SECTION 12. Execution of Bonds. The Bonds shall be executed in facsimile by the Treasurer and by the City Clerk, and the corporate seal may be imprinted in facsimile on the Bonds. The Bonds shall then be delivered to the Paying Agent for authentication and registration• In case an officer who shall have siqned or attested to any of the Bonds by ~ facsimile or otherwise shall cease to~be such officer before the authentication, delivery and issuance of the Bonds~, such eonds ~ neverthele~ss may be authenticated, delivered and issued, and upon such authentication, delivery and issue, shall be as binding as thovgh those who signed and attested the same had remained in office. SECTION 13. Authentication. Only such of the Bonds as shall bear thereon a certifi- cate of authentication substantially in the form below, manually executed by the Paying Agent, shall be valid or obligatory for any ~ purpose ~or entitled to the benefits of thia lndenture, and auch certificate of the transfer agent and registrar shall be conclueive . evidence that the Bonds. eo authenticated have been duly executed, authenticated and delivered hereunder, and are entitled to the benefita of this~Indenture. FORM OF CERTIFICATE OF AUTAENTICATION AND REGISTRATION This bond has been authenticated and registered on CITY OF LAKE ELSINORE, CALIFORNIA as Transfer Agent, Registrar and Paying Agent By: SECTION 14. Negotiability Reqistration and Transfer of 6onds. The transfer of any Bond may be registered only upon such books of registration upon surren- der thereof to the Paying Agent, together with an assignment duly ~ executed by the owner or his attorney or legal representative, in satie- factory form. Upon any such registration of transfer, a new Bond or Bonds shall be authenticated and delivered in exchange for such eond, in the name of the transferee, of any denomination or denominations 3 \ - i: . i~ authorized by thia lndenture, and in an aggregate principal amount equal to the principal amount of such Bond or principal amount of auch Bond or Bonds so surrendered. In all cases in which Bonds shall be exchanged or transferred, the Paying Agent shall authenticate at the earliest practical time, Bonds in accordance with the provisions of this Indenture. All Bonds surrendered in such exchange or registration of tranafer shall forthwith be cancelled. The Paying Agent may make a charge for every such exchange or registration of tranafer of Bonds sufficient to reimburse it for any tax or other governmental charge required to be paid with respect to such exchange or registration of transfer. No transfer of fully registered Bonds shall be required to be made between the fifteenth (15th) day of the month next preceding each interest payment date, nor during the fifteen (15) days preceding the selection of~ any Bonds for redemption prior to the maturity thereof, nor with respect to any Bond which hae been selected for redemption prior to the maturity thereof. SECTION 15. Ownership of Bonds. The person in whose name any Bond shall be regie- tered ehall be deemed and regarded as the absolute owner thereof for all purpoees, and payment of or on account of the principal and redemp- tion premium, if any, of any such Bond, and the interest on any euch Bond, shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond, including the redemption premium,. if any, and interest thereon, to the ~ extent of the sum or sums so paid. . SECTION 16. Mutilated Destroved Stolen or Lost Bonds. Zn case any Bond secured - hereby shall become mutilated or be destroyed, stolen or lost, the Issuer ahall cause to be executed and authenticated a new Bond of like date and tenor in exchange and substitution for and upon the cancella- tion of such mutilated Bond or in lieu of and in substitution for such Bond mutilated, destroyed, stolen or lost, upon the owner's paying the reaeonable expenses and charges in connectiori therewith, and, in the case of a Bond destroyed, stolen or ~lost, his filing with the Paying Agent and Isever of evidence satisfactory to them that such Bond was destroyed, etolen or lost, and of his ownership thereof, and furniahing the Paying~Agent and Issuer with indemnity satisfactory to them. SECTION 17. Cancellation of Bonds. All Bonde paid or redeemed, either at or before maturity, ehall be cancelled upon the payment or redemption of such Bonds, and shall be delivered to the Paying Agent when such payment or redemption ia made. All Bonds cancelled under any of the provisione of thie Indenture shall be destroyed by the Paying Agent, which shall execute a certificate in duplicate describing the Bonds so deatroyed, and shall retain said executed certificate in its permanent filea for the issue. ~ SECTION 18. Creation of Funds. The Treasurer is hereby authorized and directed to eetablish the following Funds for purposes of making payment for the costs and expenses for the works of improvement and payment of principal and interest on the Bonds. The Funds to be created are deaignated as followe: ~ ~ 4 IMPROVEMENT FUND: The proceeds from the sale of the Bonde, after deposit of required amounts in the Redemption Fund, ehall be placed in the Fund hereby created, pursuant to Sections 10602 and 10424 of the california Streeta and Aighwaya Code, as amended, which shall be called the "Improvement Fund", and the monies in said Fund shall be used only for the purposea authorized in eaid assessment proceedinga, and specifically to pay for the costs and expenses of the construction or acquieition of the authorized public capital improvements, together with all incidental expenses. Any surplus in the Improvement Fund after completion of the improvements shall remain in the Improvement Fund for a period of not less than two (2) yeare from the receipt of Hond proceeds as provided in Section 10427.1 of the California Streets and Highways Code, and thereafter shall be utilized or distributed ae determined by the Issuer. REDEMPTION FUND: The Treasurer is hereby authorized and directed to keep a Redemption Fund desiqnated by the name of the proceedings, into which he shall place accrued interest, if any, on the Bonds from the date of the Bonde to the date of delivery to the initial purchaser thereof, all auma received for the collection of the assessments and the interest thereon, together with all penalties, if applicable. Principal of and interest on said Bonds shall be paid to the registered owner out of the Redemption Fund so created (pursuant to Section 8671 of the California Streets and Highways Code). In all respects not recited herein, said Bonds shall be~governed by the provisions of the Act. Under no circumstances shall the Bonds or interest thereon be paid out of any other fund except as provided by law. SECTION 19. No Issuer Liability.. It ia hereby further determined and declared that the Issuer will not obligate~itself to advance any available funds from its Treasury to cure any deficiency or delinquency which may occur in ~ ~ the Redemption Fund by failure of property owners to pay annual special ~ aesessments. This determination shall be clearly set forth and stated ~ in the title of the Bonds to be issued pursuant to these proceedings as . authorized and required by Section 8769 of the Streets and Highwaye ~ Code of the State of California. SECTION 20. Covenant to Maintain Tax-Exempt Status. The Isauer covenants that it . will not make any use of the proceeds of the Bonde issued hereunder ~ . which would cause the Bonds to become "arbitrage bonds" subject to Federal income taxation pursuant to the provisions of Section 148(a) of the Code, or to become "Federally-guaranteed obligatione" pursuant to . the provisions of Section 149(b) of the Code, or to become "private .activity bonds" pursuant to the provisions of Section 141(a) of the Code. To that end, the Issuer~will comply with all applicable requiremente of the Code and all regulations of the United States Department of Treaeury issued thereunder to the extent such requirements are, at the time, applicable and in effect. Additionally, the issuer agrees to implement and follow each and every recommendation . ~ provided by bond counsel and deemed to be neceseary to be undertaken by ~ ~ the Issuer to ensure compliance with all applicable provisions of the ~ Code in order to preserve the exemption of interest on the Bonds from Federal income taxation. ~ 5 SECTION 21. Covenant Regarding Arbitrage. The Iseuer ahall not take nor permit or ~~suffer to be taken any action with respect to the gross proceeds of the ~ Bonds as such term is defined under the Code which, if such action had ~ been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the date of issuance of the Bonds, would have caused the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and the regulations promulgated thereunder. SECTION 22. Order to Print and Authenticate Bonds. The Treaeurer is hereby instructed to cause eonds, ae set forth above, to be printed, and to proceed to cause said Bonds to be authenticated and delivered to an ~ authorized representative of the purchaser, upon payment of the ~ purchase price as set forth in the accepted proposal for the sale of ~ ~ Bonde. . ~ SECTION 23. Arbitrage Certificate. On the basis of the facts, estimates.and circum- stances now in existence and in existence on the date of iseue of the Bonds, as determined by the Treasurer,.eaid Treasurer is hereby autho- rized to certify that it is not expected that the proceeds of the iesue will be used in a manner that would cause such obligations to be arbitrage eonds. Such .certification shall be delivered to the purchaser together with the Bonds. IN WITNESS WHEREOF, the Issuer has executed this Bond Indent~re effective the date first written hereinabove. ~ ADMINISTRATIVE SERVICES DIRECTOR CITY OF LAKE ELSINORE STATE OF CALIFORNIA 6 .:~:,~. `-. CITY OF LAKE ELSINORE NORTHWEST SEWER ASSESSMENT DISTRICT NO. 86-1 EXHIBIT "A^ DEBT SERVICE SCHEDULE MATURITY DATE PRINCIPAL MATURING INTEREST RATE 1992 $ 77,332.00 8.75~ 1993 70,000.00 8.75~ 1994 75,000.00 8.75~ 1995 ~ 80,000.00 . 8.75~ 1996 ~ 90,000.00 8.75~ 1997 95,000.00 8.75~ 1998 105,000.00 8.758~ 1999 115,000.00 8.75~ 2000 125,000.00 8.758 2001 135,000.00~ : 8.75~ 2002 145,000.00 8.75~ 2003 160,000.00 8.75$ 2004 175,000.00 ~ 8.75~ 2005 190,000.00 8.758 2006 . 205,000.00 8.75~ 2007 225,000.00 8.75~ 2008 240,000.00 8.75~ 2009 265,000.00 8.758 2010 285,000.00 ~ 8.75$ 2011 31-0,000.00 8.75~ 2012 ~ ~ 340,000.00 8.75~ 2013 370,000.00 8.758 2014 . 400,000.00 8.75~ 2015 435,000.00 ~ 8.75~ 7 CITY OF LAKE ELSINORE NORTHWEST SEWER ASSESSMENT DISTRICT NO. 86-1 E]CHIBIT ^A" DEBT SERVICE SCHEDULE MATURITY DATE 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 PRINCIPAL MATURING $ 77,331.00 70,000.00~ ~75,000.00~ 80,000.00 ~ 90,000.00 . 95,000.00 105,000.00 115,000.00 125,000.00 135,000.00 145,000.00 160,000.00 175,000.00 190,000.00 205,000.00 225,000.00~ 240,000.00~ 265,000.00 285,000.00 310,000.00 340,000.00 370,000.00 400,000.00 435,000.00 INTEREST RATE 8.758 8.75~ 8.75~ 8.75~ 8.758 8.75+k 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.758 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 8.75~ 7