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HomeMy WebLinkAboutPFA Reso No 2002 - RESOLUTION NO. PFA 2002-01 RESOLUTION OF THE LAKE ELSINORE PUBLIC FINANCING AUTHORITY AUTHORIZING THE ISSUANCE OF ITS 2002 LOCAL AGENCY REVENUE BONDS, SERIES H IN THE AGGREGA TE PRINCIPAL AMOUNT OF NOT TO EXCEED $35,000,000; APPROVING AN EIGHTH SUPPLEMENTAL INDENTURE OF TRUST, AN ESCROW AGREEMENT, A PURCHASE CONTRACT, COMMITMENT AGREEMENT AND PURCHASE CONTRACT FOR PURCHASE AND SALE OF LOCAL OBLIGATION BONDS, A PRELIMINARY OFFICIAL STATEMENT AND A FINAL OFFICIAL STATEMENT; AND AUTHORIZING THE TAKING OF CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, the City of Lake Elsinore (the "City") 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, among other things, of issuing its bonds to be used to provide financing and refinancing for public capital improvements of the City and the Agency; and - WHEREAS, the Authority has, for such purpose, heretofore authorized the issuance of bonds pursuant to an Indenture of Trust, dated as of February 1, 1990, as amended and restated in full as of May 1, 1995 (the "Master Indenture"), by and between the Authority and Union Bank of California, N.A., as the successor trustee (the "Trustee"), in the maximum principal amount of not to exceed $500,000,000 (the "Bonds"), the Bonds to be issued in series from time to time pursuant to supplemental indentures; and WHEREAS, the Authority has previously issued its $55,000,000 original principal amount of 1990 Local Agency Revenue Bonds, Series A (the "1990 Bonds"), pursuant to the Master Indenture and a First Supplemental Indenture of Trust, dated as of June 1, 1990; WHEREAS, in order to provide for the refunding of the currently outstanding 1990 Bonds, the Authority now proposes to enter into an eighth supplemental indenture entitled "Eighth Supplemental Indenture of Trust" (the "Eighth Supplemental Indenture"), to provide for the issuance of its 2002 Local Agency Revenue Bonds, Series H (the "Series H Bonds"); and WHEREAS, the Series H Bonds are to be issued pursuant to the Marks-Roos Local Bond Pooling Act of 1985 (the "Act"), constituting Article 4 (commencing with Section 6584 of Chapter 5 of Division 7 of Title 1 ofthe Government Code of the State of California; and WHEREAS, the Authority intends to use a portion of the proceeds of the Series H Bonds to purchase City of Lake Elsinore Community Facilities District No. 98-1 (Summerhill Public Improvements) Special Tax Bonds, Series 2002 (the "Local Obligations") pursuant to a Commitment Agreement and Purchase Contract for Purchase and Sale of Local Obligation Bonds (the "Local Obligation Purchase Contract") to be entered into between the Authority and the City; and 45251428.1 WHEREAS, the proceeds of the Local Obligations will be used by the City to redeem and pay in full its outstanding City of Lake Elsinore, Community Facilities District No. 91-2 (Summerhill Public Improvements) 1991 Special Tax Bonds (the "Prior Local Obligations"); and WHEREAS, the Prior Local Obligations were purchase by the Authority with a portion of the proceeds of its 1990 Bonds and the proceeds of the redemption of the Prior Local Obligations shall be used in connection with the refunding of the 1990 Bonds; and WHEREAS, the Authority now desires to provide for the sale of the Series H Bonds; and WHEREAS, there has been presented to this meeting a form of Purchase Contract (the "Purchase Contract"), by and among the Authority, the City and O'Connor SWS Securities (the "Underwriter"), whereby the Underwriter has offered to purchase the Series H Bonds from the Authority and a form of Preliminary Official Statement relating to the Series H Bonds; and NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Lake Elsinore Public Financing Authority as follows: Section 1. The Board hereby approves the issuance of the Series H Bonds III the aggregate principal amount of not to exceed $35,000,000. Section 2. The Eighth Supplemental Indenture, in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, is hereby approved. Any one of the Chairperson, the Executive Director, the Assistant Executive Director or other officers of the Authority designated by the Authority as an Authorized Officer (individually, an "Authorized Officer," and collectively, the "Authorized Officers"), is hereby authorized and directed, for an in the name and on behalf of the Authority, to execute and deliver the Eighth Supplemental Indenture, with such insertions and changes as may be approved by an Authorized Officer executing the same, such approval to be conclusively evidenced by such execution and delivery. Section 3. The Purchase Contract, in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, is hereby approved. Anyone of the Authorized Officers is hereby authorized and directed, for an in the name and on behalf of the Authority, to execute and deliver the Purchase Contract, with such insertions and changes as may be approved by an Authorized Officer executing the same, such approval to be conclusively evidenced by such execution and delivery; provided, however, that the interest rate on the Series H Bonds as specified in the Purchase Contract shall not exceed 8.0% and the Underwriter's discount for the Series H Bonds specified in the Purchase Contract shall not exceed 3.0%, exclusive of original issue discount. Section 4. The form of Preliminary Official Statement relating to the Series H Bonds (the "Preliminary Official Statement"), in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, is hereby approved. Anyone of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the Authority, and to make such insertions and changes to the Preliminary Official Statement as may be approved by the Authorizing Officer, in consultation with Fulbright & Jaworski L.L.P., Bond Counsel and Disclosure Counsel to the Authority ("Bond Counsel"), and to prepare the final Official Statement relating to the Series H Bonds (the "Official Statement"). Anyone of the 45251428.1 2 Authorized Officers is hereby authorized and directed to execute the Official Statement. The distribution of the Preliminary Official Statement to potential purchasers and the distribution of the Official Statement to actual purchasers of the Bonds is hereby authorized and approved. Section 5. The Escrow Agreement, in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, is hereby approved. Anyone of the Authorized Officers is hereby authorized and directed, for an in the name and on behalf of the Authority, to execute and deliver the Escrow Agreement, with such insertions and changes as may be approved by an Authorized Officer executing the same, such approval to be conclusively evidenced by such execution and delivery. Section 6. The Board hereby approves the purchase of the Local Obligations pursuant to the Local Obligation Purchase Contract. The Local Obligation Purchase Contract, in substantially the form on file with the Secretary of the Authority and presented to the Board at this meeting, is hereby approved. Anyone of the Authorized Officers is hereby authorized and directed, for an in the name and on behalf of the Authority, to execute and deliver the Local Obligation Purchase Contract, with such insertions and changes as may be approved by an Authorized Officer executing the same, such approval to be conclusively evidenced by such execution and delivery. Section 7. The Authorized Officers, the other officers and employees of the Authority, the members of the Authority's Board of Directors, Bond Counsel and the other consultants to and agents of the Authority, are each hereby authorized and directed to do all things and take all actions necessary or desirable to effectuate the transaction contemplated by this Resolution, and to execute such other assignments, agreements, certificates, receipts, endorsements, orders, opinions and other documents in connection with such transactions, including, without limitation, closing documents in connection with the issuance of the Bonds are hereby ratified, approved and confirmed in every respect. 45251428.1 3 - Section 8. Effective Date. This Resolution shall take effect from and after its passage and adoption. PASSED AND ADOPTED this 26thdayof November. ,2002. Ayes: BRINLEY, BUCKLEY, HICKMAN, SCHIFFNER, KELLEY Noes: NONE Absent: NONE Abstain: NONE - [S E A L] ATTEST: --.... APPROVED AS TO FORM 45251428.1 4 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 Public Finance Authority of the City of Lake Elsinore at a Regular meeting of said Agency on 26th day of November, 2002, and that it was so adopted by the following vote: AYES: BOARDMEMBERS: BRINLEY, HICKMAN, KELLEY, SCHIFFNER, BUCKLEY NOES: BOARDMEMBERS: NONE ABSENT: BOARDMEMBERS: NONE BOARDMEMBERS: NONE 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. PF A 2002-01 of said Agency, and that the same has not been amended or repealed.