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HomeMy WebLinkAbout2020-09-22 - RESOLUTIONS - RESO APPROVING THE ISSUANCE OF THE SC PFA RECREATI (2)RESOLUTION NO.20-61 ' RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, APPROVING THE ISSUANCE OF THE SANTA CLARITA PUBLIC FINANCING AUTHORITY LEASE REVENUE BONDS (RECREATIONAL FACILITY), SERIES 2020A AND SERIES 2020A-T, IN THE AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $15,000,000, APPROVING THE EXECUTION AND DELIVERY OF A SITE AND FACILITY LEASE, A LEASE AGREEMENT, A CONTINUING DISCLOSURE CERTIFICATE, A PRELIMINARY OFFICIAL STATEMENT, A FINAL OFFICIAL STATEMENT AND A BOND PURCHASE AGREEMENT; APPROVING THE RETENTION OF CERTAIN PROFESSIONAL FIRMS; AND AUTHORIZING THE TAKING OF CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, pursuant to Articles 1 through 4 (commencing with Section 6500) of Chapter 5, Division 7, Title 1 of the Government Code of the State of California (the "Act'), the City of Santa Clarita, California (the "City"), and the Redevelopment Agency of the City of Santa Clarita have heretofore entered into that certain Joint Exercise of Powers Agreement, dated as of July 9, 1991, and as amended on May 10, 2016, by and among the City, the City as successor agency to the Redevelopment Agency of the City of Santa Clarita, and the Santa Clarita Parking Authority, relating to the Santa Clarita 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 ' WHEREAS, the City desires to acquire a parcel of land and improvements thereon located at 27745 Smyth Drive within the City (the "Project'), to be used for recreational facilities; and WHEREAS, the City has requested that the Authority issue its Lease Revenue Bonds (Recreational Facility) Series 2020A (the "Tax -Exempt Bonds") and its Federally Taxable Lease Revenue Bonds (Recreational Facility) Series 2020A-T (the "Taxable Bonds," and together with the Tax -Exempt Bonds, the "Bonds") for the purpose of financing the acquisition costs of the Project and to pay for the costs of issuing the Bonds; and WHEREAS, the Bonds are to be issued pursuant an Indenture (the "Indenture"), by and between the Authority and a trustee, and pursuant to the Marks -Roos Local Bond Pooling Act of 1985 (the "Bond Law"), constituting Article 4 (commencing with Section 6584) of the Act; 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 City Council held a public hearing at which all interested persons were provided the opportunity to speak on the subject of financing the Project; and WHEREAS, Senate Bill 450 (Chapter 625 of the 2017-2018 Session of the California Legislature) ("SB 450") requires that the governing body of a public body obtain prior to ' authorizing the issuance of bonds with a term of greater than 13 months, good faith estimates of the following information in a meeting open to the public: (a) the true interest cost of the bonds, (b) the sum of all fees and charges paid to third parties with respect to the bonds, (c) the amount of proceeds of the bonds expected to be received net of the fees and charges paid to third parties and any reserves or capitalized interest paid or funded with proceeds of the bonds, and (d) the sum total of all debt service payments on the bonds calculated to the final maturity of the bonds plus the fees and charges paid to third parties not paid with the proceeds of the bonds; and WHEREAS, it is proposed that the Bonds be sold through a negotiated sale of the Bonds in accordance with the terms of the Bond Purchase Agreement for the Bonds (the "Bond Purchase Agreement') to be entered into by the Authority, the City and the underwriter, the proposed form of which has been presented to this City Council; and WHEREAS, it is proposed that the City and the Authority enter into a Site and Facility Lease (the "Site Lease") pursuant to which the City will lease the approximate 4.4 acre site located at 27745 Smyth Drive in the City (the "Site") and approximate 93,000 square -foot building thereon (the "Facility," and together with the Site, the "Recreational Facility"), to the Authority; and WHEREAS, it is proposed that the City and the Authority enter into a Lease Agreement (the "Lease") pursuant to which City will lease back the Recreational Facility (the "Leased Property") from the Authority, the form of which is on file with the City Clerk of the City; and 'WHEREAS, under the Lease, the City will be obligated to make base rental payments to the Authority which the Authority will use to pay debt service on the Bonds; and WHEREAS, to fulfill the requirements of Rule 15c2-12 (as defined herein), the City will enter into a Continuing Disclosure Certificate (the "Continuing Disclosure Certificate"), with respect to the Bonds, whereby the City will agree to provide disclosure reports and notices of certain enumerated events pursuant to the Rule; and WHEREAS, there have been presented to this meeting the proposed forms of the following documents: (a) the Site Lease; (b) the Lease; (c) the Continuing Disclosure Certificate; (d) the Preliminary Official Statement; and (e) the Bond Purchase Agreement. WHEREAS, the City Council has reviewed the documentation related to the I issuance of the Bonds, which documentation is on file with the City Clerk of the City. Page 2 of 5 NOW, THEREFORE, the City Council of the City of Santa Clarita, California, does ' hereby resolve as follows: SECTION 1. Recitals. All of the above recitals are true and correct and the City Council so finds. SECTION 2. Public Benefit. The City Council hereby finds and determines that the issuance of the Bonds will result in significant public benefits within the contemplation of Section 6586 of the Act. SECTION 3. Approval of Bonds. The City hereby approves the issuance by the Authority of the Bonds in an aggregate amount not to exceed $15,000,000. The Bonds are hereby approved to finance the acquisition costs of the Project and to pay for the costs of issuing the Bonds. SECTION 4. Approval of Site Lease. The Site Lease, in substantially the form on file with the City Clerk of the City and presented to the City Council at this meeting, is hereby approved. Any one of the Mayor, the City Manager of the City, the Assistant City Manager, or City Treasurer (each, an "Authorized Officer"), is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Site Lease, with such revisions, amendments and completions as shall be approved by an Authorized Officer, with the advice of Bond Counsel in consultation with the City Attorney, such approval to be conclusively evidenced by such execution and delivery, and the City Clerk is hereby authorized to attest to such execution. ' SECTION 5. Approval of the Lease. The Lease, in substantially the form on file with the City Clerk of the City and presented to the City Council at this meeting, is hereby approved. Any Authorized Officer is hereby authorized to execute the Lease in substantially the form on file, with such revisions, amendments and completions as shall be approved by an Authorized Officer, with the advice of Bond Counsel in consultation with the City Attorney, such approval to be conclusively evidenced by the execution and delivery thereof, and the City Clerk is hereby authorized to attest to such execution. SECTION 6. Approval of the Preliminary Official Statement and the Official Statement. The Preliminary Official Statement, in substantially the form on file with the City Clerk of the City and presented to the City Council at this meeting, is hereby approved with such revisions, amendments and completions as shall be approved by an Authorized Officer to make the Preliminary Official Statement final as of its date, except for the omission of certain information, as permitted by Section 240.15c2-12(b)(1) of Title 17 of the Code of Federal Regulations ("Rule 15c2- 12"). Any Authorized Officer is authorized to execute a certificate relating to the finality of the Preliminary Official Statements under Rule 15c2-12. An Authorized Officer is authorized and directed to execute and deliver the final Official Statement in substantially the form of the Preliminary Official Statement, with such additions and changes as may be approved by an Authorized Officer executing the same with the advice of Disclosure Counsel in consultation with the City Attorney, such approval to be conclusively evidenced by the execution and delivery thereof. ' SECTION 7. Approval of the Continuing Disclosure Certificate. The Continuing Disclosure Certificate, in substantially the form on file with the City Clerk of the City and presented to the City Council at this meeting, is hereby approved. Any Authorized Officer is hereby Page 3 of 5 authorized to execute the Continuing Disclosure Certificate in substantially the form on file, with such revisions, amendments and completions as shall be approved by an Authorized Officer, with I the advice of Bond Counsel in consultation with the City Attorney, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 8. Approval of the Bond Purchase Agreement. The City hereby approves the Bond Purchase Agreement in the form thereof on file with the City Clerk. Any Authorized Officer is hereby authorized to execute the Bonds Purchase Agreement with such revisions, amendments and completions as shall be approved by the Authorized Officer executing the same, with the advice of Bond Counsel in consultation with the City Attorney, such approval to be conclusively evidenced by the execution and delivery thereof, provided that, the Bond Purchase Agreement shall provide for a true interest cost (including original issue discount shown) not greater than 3.5%, and an underwriter's discount not greater than 1 % of the principal amount of Bonds. SECTION 9. Good Faith Estimates. In accordance with SB 450, good faith estimates of the following have been presented to this meeting: (a) the true interest cost of the Bonds, (b) the sum of all fees and charges paid to third parties with respect to the Bonds, (c) the amount of proceeds of the Bonds expected to be received net of the fees and charges paid to third parties and any reserves or capitalized interest paid or funded with proceeds of the Bonds, and (d) the sum total of all debt service payments on the Bonds calculated to the final maturity of the Bonds plus the fees and charges paid to third parties not paid with the proceeds of the Bonds. SECTION 10. Official Actions. The Authorized Officers, the City Clerk and all ' other officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all other actions, including the publication of any notices necessary or desirable in connection with the financing.of the Project, the sale of the Bonds, procurement of municipal bond insurance and/or a reserve surety, and execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants, escrow instructions and other, documents, which they, or any of them, deem necessary or advisable to consummate the lawful issuance and sale of the Bonds and the consummation of the transactions as described herein. SECTION 11. Approval of Certain Financing Team Members. The City Council hereby approves the appointment of (a) Norton Rose Fulbright US LLP, to provide Bond Counsel and Disclosure Counsel services in connection with the Bonds, (b) Columbia Capital Management, LLC, as Municipal Advisor in connection with the Bonds, (c) U.S. Bank National Association, as Trustee, and (d) Digital Assurance Certification LLC, as Dissemination Agent, upon such terms and conditions as approved by any Authorized Officer. SECTION 12. Ratification. All actions heretofore taken by any Authorized Officer or any officer, employee or agent of the City with respect to the issuance, delivery and sale of the Bonds or in connection with or related to any of the agreements referred to herein, are hereby approved, confirmed and ratified. SECTION 13. Effective Date of Resolution. This resolution shall take effect I immediately upon its adoption. Page 4 of 5 PASSED, APPROVED, AND ADOPTED this 22"d day of September 2020. 04No*19 i11 01102.3 �. DATE: 16� 4) 2U 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. 20-61 was duly adopted by the City Council of the City of Santa Clarita at a regular meeting thereof, held on the 22"d day of September 2020, by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Weste, Kellar, McLean, Miranda, Smyth None None Page 5 of 5 Csr CITY CLERK