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HomeMy WebLinkAbout1997-08-26 - AGENDA REPORTS - JPA 97-2 (2)NEW BUSINESS DATE: SUBJECT: 111"J' ANo 0Q 91 -A u"AkILIA11 I s City Mana Item to be Steve Stark August 26, 1997 ASSIGNMENT AND CONVEYANCE AGREEMENT RESOLUTION JPA 97-2 Administrative Services At the regular City Council meeting of July 8, 1997, the City Council authorized the City Manager or City Treasurer to proceed with refunding the City's Public Financing Authority (PFA) certificates of participation (COP). At this meeting, the City Council also approved all legal documents pertaining to the execution, sale and delivery of such refunding COPs. With the Council's previous action, staff accepted bids on July 31, 1997, to refund the COPs from several bond underwriters or sellers. As a result of this bid, the City was able to secure a refinancing interest rate of 5.01 percent; the previous interest rate was 6.84 percent. With this lower interest rate; the City will save approximately $3.7 million over the remaining term of the bond. Although all preliminary steps have been completed, the City will officially close the issue on August 28, 1997. Timing was crucial in this project. Interest rates are rarely this low and increased the following week by approximately 25 basis points, which means the City's savings would have been greatly reduced if we were not able to proceed on that particular day. In the 1991 financing, the Redevelopment Agency acted as a conduit to receive lease payments, which in turn made bond payments. Presently, it is more appropriate that the PFA, rather than the Redevelopment Agency, act as the conduit to receive lease payments from the City to make such payments. This action conveys the lease payment process through the PFA to be consistent with the new financing structure. This will occur pursuant to a Conveyance and Assignment Agreement in which (a) the Redevelopment Agency assigns its rights and delegates its duties under the 1991 Base Lease and the 1991 Lease Agreement to the PFA,(b) the PFA accepts such assignment, and(c) the City consents to the assignment. The resolution before the City Council, the Board of Directors of the Redevelopment Agency, and the Board of Directors of the PFA, would approve a Conveyance and Assignment A4p ed: Fz 7A rendaitem:1. l Agreement. The City Council has previously approved all other documents necessary for this financing to take place, including an Amended and Restated Lease Agreement. Board of Directors of the PFA approve Resolution JPA 97-2, a conveyance and assignment agreement in connection with the execution, sale and delivery of $19,670,000 refunding certificates of participation. RESOLUTION NO. JPA 97-2 RESOLUTION OF THE BOARD OF DIRECTORS OF THE SANTA CLARITA PUBLIC FINANCING AUTHORITY APPROVING A CONVEYANCE AND ASSIGNMENT AGREEMENT IN CONNECTION WITH THE EXECUTION, SALE AND DELIVERY OF $19,670,000 REFUNDING CERTIFICATES OF PARTICIPATION WHEREAS, the City of Santa Clarita, California (the "City") and the Redevelopment Agency of the City of Santa Clarita (the "Agency") have entered into a Joint Exercise of Powers Agreement, dated July 9, 1991 (the "Agreement"), creating the Santa Clarita Public Financing Authority (the "Authority") for the purpose of aiding in their financing objectives; and WHEREAS, pursuant to Articles 1 through 4 of Chapter 5, Division 7, Title 1 of the California Government Code (the "Act") and the Agreement, the Authority is authorized to assist the City in financing public capital improvements, working capital, liability and other insurance needs or projects whenever there are significant public benefits, as determined by the Agency or the City; and WHEREAS, the City financed and/or refinanced certain capital improvement projects (the "Projects"); and WHEREAS, for the purpose of financing the Projects, the City, as lessor, and the Agency, as lessee, entered into a Base Lease dated as of October 1, 1991, and amended on December 24, 1991 (the "1991 Base Lease"), whereby the City granted to the Agency a leasehold interest in certain real estate and facilities, and the Agency, as lessor, and the City as lessee, entered into a leaseback of the real estate and facilities pursuant to a Lease Agreement dated as of October 1, 1991 and amended on December 24, 1991 (the "1991 Lease Agreement"); and WHEREAS, pursuant to Resolution No. 91-145 of the City, adopted on September 10, 1991, the City sold and delivered its 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 to the Redevelopment Agency of the City of Santa Clarita (the "1991 Certificates") in the original principal amount of $22,940,000, of which $18,800,000 remains outstanding, for the purpose of financing the Projects; and WHEREAS, pursuant to Resolution No. JPA 91-5 of the Authority, adopted on September 10; 1991, the Certificates were purchased on November 12, 1991, by the Authority using proceeds from the sale of its Local Agency Revenue Bonds, Series 1991 (the "1991 Bonds"), which 1991 Bonds were issued in the original principal amount of $22,940,000; and of which $18,800,000 remains outstanding; and WHEREAS, pursuant to Resolution No. 97-93, the City has determined to refinance the Projects through the advance refunding of the 1991 Certificates and the 1991 Bonds, has approved the execution and delivery of Refunding Certificates of Participation (the "Certificates"), and has approved the execution and delivery of certain documents, including an Amended and Restated Base Lease dated as of August 1, 1997 (the "Base Lease"), by and between the City, as lessor, and the Authority as lessee, and an Amended and Restated Lease Agreement dated as of August 1, 1997 (the "Lease Agreement"), by and between the Authority, as lessor, and the City as lessee; and WHEREAS, pursuant to Resolution No. JPA 97-1, the Authority has approved the execution and delivery of the Base Lease and the Lease Agreement; and WHEREAS, in order to facilitate the Authority's participation in the refunding, the Authority wishes to accept the assignment of the Agency's rights and the assumption of the Agency's duties under the 1991 Base Lease and 1991 Lease Agreement; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE SANTA CLARITA PUBLIC FINANCING AUTHORITY, AS FOLLOWS: Section 1. Recitals. The foregoing recitals are true and correct and this Board of Directors so finds and determines. Section 2. Approval and Authorization of Conveyance and Assignment Agreement. The Authority hereby consents and accepts to the assignment of the Agency's rights under the 1991 Base Lease and the 1991 Lease Agreement to it and hereby agrees to assume the Agency's duties under the 1991 Base Lease and the 1991 Lease Agreement. The proposed form of the Conveyance and Assignment Agreement dated as of August 1, 1997 (the "Conveyance and Assignment Agreement"), by and among the Agency, the Authority and the City, which was presented to the Board of Directors and is on file with the Secretary, is hereby approved. The Chair, Executive Director or Treasurer and the Secretary (or written designee of any of them) is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Conveyance and Assignment Agreement and to make or approve such changes therein or additions thereto as shall be necessary or appropriate. The approval of any additions or changes in such forms shall be conclusively evidenced by such execution and delivery of the Conveyance and Assignment Agreement. Section 3. Official Actions. All actions heretofore taken by the officers and agents of the Authority with respect to the delivery of the Certificates, the execution of the Conveyance and Assignment Agreement and the refunding of the 1991 Certificates and the 1991 Bonds are hereby approved, confirmed and ratified. The Chair, Vice -Chair, Executive Director, Treasurer, Secretary, and any and all other officers or consultants of the Authority 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 actions, including execution and delivery of any and all assignments, certificates, requisitions, ,agreements, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary or advisable in order to consummate the execution, sale and delivery of the Certificates pursuant to previously approved documents. Section 4. Effective Date. This Resolution shall take effect and be in full force from and after its adoption by the Board of Directors. 2 Adopted by the Board of Directors of the Santa Clarita Public Financing Authority, this day of , 1997. (SEAL) ATTEST: Assistant Secretary 3 SANTA CLARITA PUBLIC FINANCING AUTHORITY M Chair I, HEREBY CERTIFY that the above and foregoing resolution was duly passed and adopted by the Board of Directors of the Santa Clarita Public Financing Authority, at a special/regular meeting held on the day of 1997, by the following vote: AYES: Boardmembers: NOES: Boardmembers: ABSENT: Boardmembers: Assistant Secretary