Loading...
HomeMy WebLinkAbout1991-09-10 - RESOLUTIONS - PROJECT FUNDING COFP (2)RESOLUTION NO. RDA 91-4 RESOLUTION OF THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY OF SANTA CLARITA, AUTHORIZING THE EXECUTION, 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 sem. (the "Law'l; 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 Agency finds and determines that it is necessary, desirable and in the best interests of the Agency to assist in the financing of certain capital public improvement projects as described on 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 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 Secretary; 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 Agency desires to grant such approval with respect to such information; and WHEREAS, the Agency further finds and determines that it is necessary and desirable in connection with the sale and delivery of the Certificates that the Agency enter into certain documents, and that the Agency take other actions and approve the execution of certain other documents as herein provided; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, AS FOLLOWS: Section 1. FindinZs and Determinations. The above recitals are all true and correct; and Section 2. Acceptance of Leasehold Interest in the Facilities The Agency is hereby authorized to accept conveyance of a leasehold or other interest in the Facilities (as such term is defined in the hereinafter mentioned Lease), and as consideration therefor, it will assign to the Authority, as fiscal agent, the Lease Payments (as such term is defined in the hereinafter mentioned Lease) and direct the Authority as fiscal agent to execute and deliver the Certificates to the original purchaser, the Authority. Section 3. Authorization of Execution Sale and Delivery of the Certificates of Participation. The Agency hereby authorizes 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 executed, 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 Agency hereby authorizes, approves and confirms the sale of the Certificates to the Authority. The Chairman of the Agency, or his designee, or the Executive Director of the Agency, is hereby authorized and directed, for and in the name and on behalf of the Agency, to sell the Certificates to the Authority and to execute and deliver the Certificate; provided, however, that (i) the stated average annual interest rate payable with respect to the Certificates shall not exceed eight and one-quarter -2- 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 Executive Director or by the Chairman 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 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 Agency hereby declares that the Agency will convey to the City the 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, the Agency 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 Agency is hereby authorized to enter into and/—or approve the following documents, in substantially the forms presented to and reviewed by the Board of Directors of the Agency at this meeting (copies of which documents shall be filed in the records of the Agency), with such changes therein as shall be approved by the officers of the Agency executing such documents, such officers' signatures thereon being conclusive evidence of their approval thereof: (a) Base Lease expected to be dated as of October 1, 1991 (the "Base Lease"), by and between the City, as lessor, and the Agency, the lessee, conveying a leasehold interest in the Facilities to the Agency; 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; (f) Preliminary Official Statement to be used in connection with the sale of the Bonds. Section 7. Execution of Documents. The Agency is hereby authorized to enter into and the Chairman or the Executive Director, and the Secretary, 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 Agency, the Base Lease, the Lease, the Fiscal Agent Agreement, 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 Agency. -4- Adopted by the Board of Directors of the Redevelopment Agency of the City of Santa Clarita this 10ttday of September , 1991. (SEAL) ATTEST: Secretary -5- REDEVELOPMENT AGENCY OF THE CITY OF SANTA CLARITA By: Chairman I HEREBY CERTIFY that the above and foregoing resolution was duly passed and adopted by the Board of the Redevelopment Agency of the City of Santa Clarita at a regular meeting held on the 10th day of September 1991, by the following vote, to wit: AYES: Darcy, Heidt, Rlajic, McKeon, Boyer NOES: None ABSENT: None Secretary 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 - Other public capital improvement projects permitted under the Fiscal Agent Agreement