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Home My WebLink About2018-02-27 - RESOLUTIONS - COUNCIL PFA 2018 REVENUE BONDS-STREETLIGHTS (2)RESOLUTION NO. 18-07 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, APPROVING THE ISSUANCE OF SANTA CLARITA PUBLIC FINANCING AUTHORITY 2018 REVENUE BONDS (STREETLIGHTS ACQUISITION AND RETROFIT PROGRAM) IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $17,000,000, AND APPROVING AN INSTALLMENT PURCHASE AGREEMENT, A BOND PURCHASE CONTRACT, A CONTINUING DISCLOSURE CERTIFICATE, A PRELIMINARY OFFICIAL STATEMENT AND A FINAL OFFICIAL STATEMENT IN CONNECTION THEREWITH, AND AUTHORIZING THE TAKING OF CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, the Santa Clarita Public Financing Authority (Authority) is a joint exercise of powers authority duly organized and existing under and pursuant to that certain Joint Exercise Powers Agreement by and among the City of Santa Clarita (City), the Successor Agency to the Redevelopment Agency of the City, as successor to the Redevelopment Agency of the City, and the Santa Clarita Parking Authority, 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 (Act), and is authorized pursuant to Article 4 of the Act 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 WHEREAS, the Authority desires to assist the City in financing the acquisition and installation of a minimum of 16,125 streetlight facilities located in the City from Southern California Edison and certain improvements related thereto, including Light -Emitting Diode (LED) light retrofit program (Project), and has determined to issue its 2018 Revenue Bonds (Streetlights Acquisition and Retrofit Program) Series A (Tax -Exempt Bonds) and its 2018 Taxable Revenue Bonds (Streetlights Acquisition and Retrofit Program) Series B (Taxable Bonds), and together with the Tax -Exempt Bonds, (the Bonds) for such purpose; and WHEREAS, the City will sell to the Authority the Project in consideration for the issuance of the Bonds and simultaneously purchase the Project from the Authority in consideration for installment payments equal to the principal and interest coming due on the Bonds pursuant to an Installment Purchase Agreement (Installment Agreement); and WHEREAS, as a condition precedent to the Bonds to provide financing for the Project, Section 6586.5 of the California Government Code requires that the City approve the proposed financing by the Authority and that the City make certain findings with respect to such financing, as hereinafter set forth, and said Section 6586.5 further requires that such approval be given and findings be made only after noticed public hearing thereon; and WHEREAS, as required by Section 6586.5, the City has caused publication of a notice of a public hearing on the financing of the Project once at least five days prior to the hearing in a newspaper of general circulation in the City; and WHEREAS, this Council held a public hearing at which all interested persons were provided the opportunity to speak on the subject of financing the Project; and 1 WHEREAS, the City has duly considered such transactions and wishes at this time to approve certain matters relating to the transactions as being in the public interest of the City. NOW, THEREFORE, the City Council of the City of Santa Clarita (City Council), does hereby resolve as follows: Findings. The City Council hereby finds and determines that the recitals hereto are true and correct. SECTION 1. Determinations. Pursuant to the Act, and based on the information provided to the City Council by City staff and consultants, all as set forth in the proceedings and documents providing for the issuance and delivery of the Bonds, the City Council hereby finds and determines that the issuance of the Bonds to finance the Project and the transactions related thereto will result in significant public benefits within the contemplation of Section 6586 of the of the California Government Code, including, but not limited to, demonstrable savings in bond preparation, bond underwriting and bond issuance costs. SECTION 2. Approval of Bonds. The City Council hereby approves the issuance of the Bonds by the Authority in the aggregate principal amount not to exceed $17,000,000. SECTION 3. Installment Agreement. The City Council hereby approves the Installment Agreement, in substantially the form on file with the City Clerk and presented to the City Council at this meeting. Any one of the Mayor, the Vice Mayor, the City Manager, the Deputy City Manager, or the Director of Administrative Services, and each of them (each an Authorized Officer and collectively, Authorized Officers), is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Installment Agreement, with such insertions and changes as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. SECTION 4. Continuing Disclosure Certificate. The City Council hereby approves the Continuing Disclosure Certificate, in substantially the form on file with the City Clerk and presented to the City Council at this meeting. Any one of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Continuing Disclosure Certificate with such insertions and changes as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. SECTION 5. The Sale of Bonds. City Council hereby authorizes the sale of the Bonds to Piper Jaffray & Co., as underwriter (Underwriter) pursuant to and in accordance with the Bond Purchase Contract, in substantially the form on file with the City Clerk and presented to the City Council at this meeting. Any one of the Authorized Officers is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Bond Purchase Contract, with such insertions and changes as may be approved by the Authorized Officer executing the same, subject to the provisions of this Resolution, such approval to be conclusively evidenced by such execution and delivery. The underwriter's discount for the Bonds specified in the Bond Purchase Contract shall not exceed 0.5 percent of the par amount of the Bonds. The true interest cost on the Bonds shall not exceed 4.75 percent. SECTION 6. Preliminary Official Statement. The City Council hereby approves the form of the Preliminary Official Statement (Preliminary Official Statement), in substantially the form on file with the City Clerk and presented to the City Council at this meeting, with such changes and modifications as shall be necessary or appropriate for completion to the satisfaction of any Authorized Officer. Any one of the Authorized Officers is authorized and directed, on behalf of the City to deem the Preliminary Official Statement "final" pursuant to Rule 15c2-12 under the Securities and Exchange Act of 1934. The City Council further approves distribution of the Preliminary Official Statement by the Underwriter to persons who may be interested in purchasing the Bonds. Any one of the Authorized Officers is authorized and directed to execute and deliver a final Official Statement in substantially the form of the Preliminary Official Statement hereby approved, with such additions thereto and changes therein as are consistent with this Resolution and recommended or approved by disclosure counsel to the City and approved by an Authorized Officer, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 7. Further Action. The Authorized Officers, the other officers and employees of the City, the members of the City Council, Bond Counsel, Disclosure Counsel, and the other consultants to and agents of the City, are each hereby authorized and directed to do all things and take all actions necessary or desirable to effectuate the transactions 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, investment agreements, bond insurance, reserve fund surety policies, and guaranteed investment agreements, in connection with the issuance of the Bonds, and all actions heretofore taken by the officers, employees, and agents of the City in connection with the issuance of the Bonds are hereby ratified, approved, and confirmed in every respect. SECTION 8. Effective Date. This Resolution shall take effect immediately upon its adoption. PASSED, APPROVED, AND ADOPTED this 27th day of February, 2018. ATTEST: CITY CLERK DATE: u: M 3 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF SANTA CLARITA ) I, Mary Cusick, City Clerk of the City of Santa Clarita, do hereby certify that the foregoing Resolution No. 18-07 was duly adopted by the City Council of the City of Santa Clarita at the regular meeting thereof, held on the 27th day of February, 2018, by the following vote: AYES: COUNCILMEMBERS: Miranda, Smyth, McLean, Kellar, Weste NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None �AW�WAt CITY CLERK [71 4