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HomeMy WebLinkAbout1991-09-10 - AGENDA REPORTS - INSURANCE CERTIFICATES (2)AGENDA REPORT (CITY COUNCIL) City Manager Approval Item to be presented401�V Andrea Daroca NEW BUSINESS DATE: September 10, 1991 SUBJECT: Approval of Issuance of Certificates of Participation (City Hall Building Project) DEPARTMENT: Finance In order to facilitate the financing of the acquisition of a portion of the Valencia Bank Building and begin a more integrated financing plan for the City, the staff recommends approval of the issuance by the Santa Clarita Public Financing Authority (the "PFA") of its revenue bonds ("Pool Bonds") in an aggregate principal amount not to exceed $24,000;000. Basically, the Pool Bonds are sold to the public, the proceeds of which areusedto purchase the local obligations, including (a) simultaneously with the issuance of the Pool Bonds, the Certificates of Participation (City Hall Building Project) (the "Certificates") in the principal amount not to exceed $7,500,000 issued on behalf of the City to finance the acquisition of a portion of the Valencia Bank Building and (b) at a later date, certificates of participation for the construction and improvement of certain Soledad Canyon Road Improvements. The Pool Bonds are secured by the Revenues received by the PFA from the local obligations, as the owner of the local obligations. The -money used to purchase the local obligations, including the Certificates, is used to finance the public improvements listed above or such other permitted substitutions. Adopted: 99 Agenda Item: 7 It is proposed that the City and Agency authorize the execution and delivery of the Certificates and authorize the purchase of Certificates by the PFA; the ,PFA authorize the issuance of the Pool.Bonds and the sale to PaineWebber Incorporated at the interest rates parameters set forth in the related resolution; and the City designate the local obligations, including the Certificates which will make up the first pool. RECOMMENDATION 1. Council approve the attached Resolution No. 91-145 A resolution which authorizes the City to enter into (i) a base lease, lease and agency agreement with the Redevelopment Agency for the execution and delivery of the certificates of participation to finance the purchase of the City Hall building, (ii) a commitment agreement and purchase contract with the Redevelopment Agency and the PFA to sell the certificates to the PFA pool and whereby the City designates certain projects to be purchased by the PFA pool bonds (the "City Obligations") and agrees to pay costs of issuance of the PFA pool bonds if local obligations are not purchased. RESOLUTION NO. 91-145 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, APPROVING THE SALE AND DELIVERY OF CERTIFICATES OF PARTICIPATION (CITY HALL BUILDING PROJECT) IN THE PRINCIPAL AMOUNT. NOT TO EXCEED $7,500,000 IN ORDER TO PROVIDE FUNDS TO PAY THE COSTS OF SUCH PROJECT; AUTHORIZING AND APPROVING THE SALE OF THE CERTIFICATES OF PARTICIPATION TO THE SANTA CLARITA PUBLIC FINANCING AUTHORITY AND CERTAIN DOCUMENTS RELATING THERETO; AND AUTHORIZING CERTAIN OTHER OFFICIAL ACTIONS IN CONNECTION WITH THE SALE AND DELIVERY OF SAID CERTIFICATES OF PARTICIPATION. WHEREAS, the City of Santa Clarita, California (the "City"), is a municipal corporation and general law city of the State of California; and WHEREAS, the Redevelopment Agency of the City of Santa Clarita (the "Agency") is a redevelopment agency and public body, corporate and politic, duly created, established and authorized to transact business and exercise its powers,. all under and pursuant to the Community Redevelopment Law, commencing with Health and Safety Code Section 33000, et seg. (the "Law"); and WHEREAS, the City and the Agency have entered into a Joint Exercise of Powers Agreement establishing the Santa Clarita Public Financing Authority (the "Authority") for the purpose of issuing its bonds to be used to provide financing for public capital improvements of the City and the Agency; and WHEREAS, the City finds and determines that it is necessary, desirable and in the best interests of the City to assist in the financing of certain public improvement projects as described in Exhibit "A" attached hereto (collectively, the "City Obligations"), for the benefit and use of the Agency and the City and thereby improve and enhance the ability of the Agency and the City to provide essential and public services and facilities for the citizens of the City; and WHEREAS, the City and the Agency wish to provide funds to acquire certain real property (the "Land") and a building and related facilities (the Land and the City Hall Building. to be referred to herein as the "Facilities"), a portion of which will be used by the City as the Santa Clarita City Hall (the "Project"), by the execution and delivery of Certificates of Participation (City Hall Building Project) Evidencing A Proportionate Interest Of The Owners Thereof In Lease Payments To Be Made By The City Of Santa Clarita (Los Angeles County, California) To The Redevelopment Agency Of The City Of Santa Clarita (the "Certificates") in the aggregate principal amount not to exceed S7,500,000; and WHEREAS, the Authority desires to purchase the City Obligations with a portion of the proceeds of the Bonds and the City and the Agency desire to sell the City Obligations to the Authority, all subject to the terms and conditions hereinafter set forth and in accordance with the Commitment. Agreement and Purchase Contract for the Purchase and Sale of Local Obligations, dated as of October 1, 1991 (the "Commitment Agreement") by and among the -Authority, the City and the Agency which (a) commits the Agency to sell the City Obligations to the Authority and (b) contains a purchase. contract for the Certificates providing the final terms and conditions of the sale of the Certificates to the Authority. The form of the Commitment Agreement is on file with the City Clerk; and WHEREAS, the Commitment Agreement obligates the City to pay certain costs of issuance with respect to the Authority's Bonds in the event the Authority is unable, for any reason, to acquire with the proceeds of the Authority's Bonds a sufficient principal amount of City Obligations to permit the Authority to repay such costs of issuance and in consideration of the determination of the City that there are significant public benefits to the City in causing the City Obligations to be sold to the Authority, all as set forth in the Commitment Agreement; and WHEREAS, PaineWebber, Incorporated, as underwriter (the "Underwriter") of the Authority's Bonds has prepared and presented to the City for approval an official statement (the "Official Statement") in preliminary form for use in the sale of the Authority's Bonds and containing information describing the City Obligations, and the City desires to grant such approval with respect to such information; and WHEREAS, the City further finds and determines that it is necessary and desirable in connection with the sale and delivery of the Certificates that the City enter into certain documents, and that the City take other actions and approve the execution of certain other documents as herein provided; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, AS FOLLOWS: Section 1. Findings and Determinations. (a) The above recitals are all true and correct; and (b) The Citv will have exclusive beneficial possession and use of the Project while the Certificates remain outstanding; and (c) The City will have full legal title to the Facilities unencumbered by the Agency possessory and legal interest thereto upon payment in full of the Certificates. Section 2. Convevance of Leasehold Interest in the Facilities. The appropriate offices of the City Council are hereby authorized to execute, attest, acknowledge and deliver that Base Lease expected to be dated as of October 1, 1991 (the "Base Lease"), by and between the City, as lessor, and the Agency, as lessee, conveying a leasehold interest in the Facilities to the agency, for the consideration described in the Base Lease. -2- Section 3. Approval of Execution, Sale and Delivery of the Certificates of Participation. The City hereby approves the execution, sale and delivery of the Certificates, for the purpose of providing funds to pay the costs of acquiring the Project. The Certificates shall be sold, delivered and secured pursuant to the Fiscal Agent Agreement expected to be dated October 1, 1991 (the "Fiscal Agent Agreement") by and between the Agency and the Authority, as fiscal agent. The City hereby authorizes, approves and confirms the sale of the Certificates to the. Authority. The Mayor of the City, or his designee, is hereby authorized and directed, for and in the name and on behalf of the City, to sell the Certificates to the Authority and to execute and deliver the Commitment Agreement; provided, however, that (i) the stated average annual interest rate payable with respect to the Certificates shall not exceed percent ( %) per annum and (ii) the purchase price paid by the Authority for the purchase of the Certificates shall not be less than { %) of the par amount thereof. The City hereby approves the terms of the Commitment Agreement relating to the agreement by the City to pay certain costs of issuance of the Bonds. Approval of any additions or changes in such form of Commitment Agreement and compliance with the conditions precedent to the execution of the Commitment Agreement, as deemed appropriate by the City Manager and the Mayor shall be conclusively evidenced by execution and delivery of the Commitment Agreement. The Certificates shall represent interest at the annual rates, shall be in such denominations, shall be in such form, shall be subject to such redemption, shall have such other terms and provisions, and shall be executed and delivered in such manner subject to such provisions, covenants and agreements, as are set forth in the Fiscal Agent Agreement. Section 4. Conveyance of. Agency's Interest in the Facilities Back to the City when Certificates are Paid. The City Council hereby declares that the City will accept from the Agency. conveyance of unencumbered fee title to the Facilities after all the Certificates have been paid or payment therefor has been provided for in accordance with the Fiscal Agent Agreement. Section 5. Limited Obligations. The Certificates, the premium, if any, and the interest represented thereby shall be limited obligations payable solely out of certain Iease payments, revenues,- proceeds and receipts received by the Agency from the City pursuant to the herein authorized Lease. The Certificates and the interest represented thereby shall not constitute a debt or liability of the City and the Certificates shall not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. Authorization of Documents. The City is hereby authorized to enter into and/or approve the following documents, in substantially the forms presented to and reviewed by the City Council at this meeting (copies of which documents shall be filed in the records of the City), with such changes therein as shall be approved by the officers of the City executing such documents, such officers' signatures thereon being conclusive evidence of their approval thereof: -3- (a) Base Lease; and (b) Lease Agreement expected to be dated as of October 1, 1991 (the "Lease"), by and between the Agency, as lessor, and the City, as lessee, under which the Agency shall lease the Facilities to the City upon the terms and conditions as set forth in. said Lease for the purpose of acquiring the Project; and (c) Fiscal Agent Agreement; and (d) Agency Agreement expected to be dated as of October 19 1991 (the "Agency Agreement"), between the City and the Agency, under which the City agrees to acquire the Project using the proceeds of the Certificates; and (e) Commitment Agreement; and (f) Preliminary Official Statement to be used in connection with the sale of the Bonds. Section 7. Execution of Documents. The City is hereby authorized to enter into and the Mayor and the City Clerk or their designees are hereby authorized and directed to execute, seal, attest and deliver, for and on behalf of and as the act and deed of the City, the Base Lease, the Lease, the Agency Agreement, the Commitment Agreement and such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 8. Effective Date. This Resolution shall take effect and be in full force from and after its adoption by the City Council. Adopted by the City Council of the City of Santa Clarita, California, this day of , 1991. (SEAL) ATTEST: City Clerk -4- CITY OF SANTA CLARITA, CALIFORNIA By: Mayor I HEREBY CERTIFY that the above and foregoing resolution was duly passed and adopted by the City Council of the City of Santa Clarita, California at a regular meeting held on the day of , 1991, by the following vote, to wit: AYES: NOES: ABSENT: -5- City Clerk EXHIBIT "A" City Obligations Projects - City Hall Building (Valencia National Bank Building) Soledad Canyon Road Improvements - Soledad Widening (Sand Canyon to Shadow Pines) - Cross Valley Bikeway (Soledad Canyon bicycle, pedestrian and equestrian trail) - Bridge Widening (Soledad Canyon Road at Santa Clara River - Camp Plenty) - Valencia/Soledad Restriping Type of Proposed Financing Certificates of Participation Certificates of Participation And Other Substitute Projects which may include the following: - City Yard Building Certificates of Participation RESOLUTION NO. 91-145 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, APPROVING THE SALE AND DELIVERY OF CERTIFICATES OF PARTICIPATION (CAPITAL IMPROVEMENT PROJECTS) IN THE PRINCIPAL AMOUNT NOT TO EXCEED $24,000,000 IN ORDER TO PROVIDE FUNDS TO PAY THE COSTS OF CERTAIN PROJECTS; AUTHORIZING AND APPROVING THE SALE OF THE CERTIFICATES OF PARTICIPATION TO THE SANTA CLARITA PUBLIC FINANCING AUTHORITY AND CERTAIN DOCUMENTS RELATING THERETO; AND AUTHORIZING CERTAIN OTHER OFFICIAL ACTIONS IN CONNECTION WITH THE SALE AND DELIVERY OF SAID CERTIFICATES OF PARTICIPATION. WHEREAS, the City of Santa Clarita, California (the "City"), is a municipal corporation and general law city of the State of California; and WHEREAS, the Redevelopment Agency of the City of Santa Clarita (the "Agency") is a redevelopment agency and public body, corporate and politic, duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law, commencing with Health and Safety Code Section 33000, et sec. (the "Law"); and WHEREAS, the City and the Agency have entered Into a Joint Exercise of Powers Agreement establishing the Santa Clarita Public Financing Authority (the "Authority") for the purpose of issuing its bonds to be used to provide financing for public capital improvements of the City and the Agency; and WHEREAS, the City finds and determines that it is necessary, desirable and in the best interests of the City to assist in the financing of certain public capital improvement projects as described in Exhibit "A" attached hereto (collectively, the "Projects"), for the benefit and use of the Agency and the City and thereby improve and enhance the ability of the Agency and the City to provide essential and public services and facilities for the citizens of the City; and WHEREAS, the City and the Agency wish to provide funds to finance and/or refinance the acquisition, improvement, equipping and construction of the Projects by the execution and delivery of Certificates of Participation (Capital Improvement Projects) Evidencing A Proportionate Interest Of The Owners Thereof In Lease Payments To Be Made By The City Of Santa Clarita (Los Angeles County, California) To The Redevelopment Agency Of The City Of Santa Clarita (the "Certificates") in the aggregate principal amount not to exceed $24,000,000; and WHEREAS, the Authority desires to purchase the Certificates with a portion of the proceeds of the Bonds and the City and the Agency desire to sell the Certificates to the Authority, all subject to the terms and conditions hereinafter set forth and in accordance with the Certificate Purchase Contract for the Purchase and Sale of Local Obligations, dated as of October 1, 1991 (the "Certificate Purchase Contract") by and among the Authority, the City and the Agency which contains a purchase contract for the Certificates providing the final terms and conditions of the sale of the Certificates to the Authority. The form of the Certificate Purchase Contract is on file with the City Clerk; and WHEREAS, Fieldman, Rolapp & Associates, as financial advisor (the "Financial Advisor") of the Authority's Bonds has prepared and presented to the City for approval an official statement (the "Official Statement") in preliminary form for use in the sale of the Authority's Bonds and containing information describing the Certificates, and the City desires to grant such approval with respect to such information; and WHEREAS, the City further finds and determines that it is necessary and desirable in connection with the sale and delivery of the Certificates that the City enter into certain documents, and that the City take other actions and approve the execution of certain other documents as herein provided; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, AS FOLLOWS: Section 1. Findings and Determinations. (a) The above recitals are all true and correct; and (b) The City will have exclusive beneficial possession and use of the Projects while the Certificates remain outstanding; and (c) The City will have full legal title to the Facilities (as such term is defined in the hereinafter referenced Base Lease) unencumbered by the Agency possessory and legal interest thereto upon payment in full of the Certificates. Section 2. Conveyance of Leasehold Interest in the Facilities. The appropriate officers of the City Council are hereby authorized to execute, attest, acknowledge and deliver that Base Lease expected to be dated as of October 1, 1991 (the "Base Lease"), by and between the City, as lessor, and the Agency, as lessee, conveying a leasehold interest in the Facilities to the Agency, for the consideration described in the Base Lease. Section 3. Approval of Execution, Sale. and Delivery of the Certificates of Participation. The City hereby approves the execution, sale and delivery of the Certificates, for the purpose of providing funds to finance and/or refinance the costs of acquiring, improving, equipping and constructing the Projects. The Certificates shall be sold, delivered and secured pursuant to the Fiscal Agent Agreement expected to be dated October 1, 1991 (the "Fiscal Agent Agreement") by and between the Agency and the Authority, as fiscal agent. -2- The City hereby authorizes, approves and confirms the sale of the Certificates to the Authority. The Mayor of the City, or his designee, or the City Manager, is hereby authorized and directed, for and in the name and on behalf of the City, to sell the Certificates to the Authority and to execute and deliver the Certificate Purchase Contract; provided, however, that (i) the stated average annual interest rate payable with respect to the Certificates shall not exceed eight and one-quarter percent (8.25%) per annum and (ii) the purchase price paid by the Authority for the purchase of the Certificates shall not be less than the.par amount thereof. Approval of any additions or changes in such form of Certificate Purchase Contract and compliance with the conditions precedent to the execution of the Certificate Purchase Contract, as deemed appropriate by the City Manager or the Mayor shall be conclusively evidenced by execution and delivery of the Certificate Purchase Contract. The Certificates shall represent interest at the annual rates, shall be in such denominations, shall be in such form, shall be subject to such redemption, shall have such other terms and provisions, and shall be executed and delivered in such manner subject to such provisions, covenants and agreements, as are set forth in the Fiscal Agent Agreement. Section 4. Conveyance of Agency's Interest in the Facilities Back to the City when Certificates are Paid. The City Council hereby declares that the City will accept from the Agency conveyance of unencumbered fee title to the Facilities after, all the Certificates have been paid or payment therefor has been provided for in accordance with the Fiscal Agent Agreement. Section 5. Limited Obligations. The Certificates, the premium, if any, and the interest represented thereby shall be limited obligations payable solely out of certain lease payments, revenues, proceeds and receipts received by the Agency from the City pursuant to the herein authorized Lease. The Certificates and the interest represented thereby shall not constitute a debt or liability of the City and the Certificates shall not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. Authorization of Documents. The City is hereby authorized to enter into and/or approve the following documents, in substantially the forms presented to and reviewed by the City Council at this meeting (copies of which documents shall be filed in the records of the City), with such changes therein as shall be approved by the officers of the City executing such documents, such officers' signatures thereon being conclusive evidence of their approval thereof: (a) Base Lease; and (b) Lease Agreement expected to be dated as of October 1, 1991 (the "Lease"), by and between the Agency, as lessor, and the City, as lessee, under which the Agency shall lease the Facilities to the City upon the terms and conditions as set forth in said Lease for the purpose of acquiring, improving and constructing the Projects; and (c) Fiscal Agent Agreement; and -3- (d) Agency Agreement expected to be dated as of October 1, 1991 (the "Agency Agreement"), between the City and the Agency, under which the City agrees to acquire, improve, equip and construct the Projects using the proceeds of the Certificates; and (e) Certificate Purchase Contract; and (f) Preliminary Official Statement to be used in connection with the sale of the Bonds. Section 7. Execution of Documents. The City is hereby authorized to enter into and the Mayor or the City Manager, and the City Clerk, or their designees are hereby authorized and directed to execute, seal, attest and deliver, for and on behalf of and as the act and deed of the City, the Base Lease, the Lease, the Agency Agreement, the Certificate Purchase Contract and such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 8. Effective Date. This Resolution shall take effect and be in full force from and after its adoption by the City Council. Adopted by the City Council of the City of Santa Clarita, California, this day of , 1991. (SEAL) ATTEST: City Clerk -4- CITY OF SANTA CLARITA, CALIFORNIA By: Mayor I HEREBY CERTIFY that the above and foregoing resolution was duly passed and adopted by the City Council of the City of Santa Clarita, California at a regular meeting held on the day of 1991, by the following vote, to wit: AYES: NOES: ABSENT: -5- City Clerk EXHIBIT "A" THE PROJECTS - A portion of the City Hall Building (Valencia National Bank Building) - Soledad Canyon Road Improvements - Soledad Widening (Sand Canyon to Shadow Pines) - Cross Valley Bikeway (Soledad Canyon bicycle, pedestrian and equestrian trail) - Bridge Widening (Soledad Canyon Road at Santa Clara River - Camp Plenty) - Valencia/Soledad Restriping And Other Substitute/Additional Projects which may include the following: - City Yard Building - Others public capital improvement projects permitted under the Fiscal Agent Agreement