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HomeMy WebLinkAbout2000-05-09 - RESOLUTIONS - SCBUS PK BOND PURCHASE AGMT (2)RESOLUTION NO. CFD -99_1_8 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA ACTING AS THE LEGISLATIVE BODY OF THE CITY OF SANTA CLARITA COMMUNITY FACILITIES DISTRICT NO. 99-1, AUTHORIZING THE ISSUANCE OF CITY OF SANTA CLARITA COMMUNITY FACILITIES DISTRICT NO. 99-1 (SANTA CLARITA BUSINESS PARK), SPECIAL TAX BONDS, AND THE EXECUTION AND DELIVERY OF A FISCAL AGENT AGREEMENT, A BOND PURCHASE AGREEMENT, CONTINUING DISCLOSURE AGREEMENT AND AN OFFICIAL STATEMENT, APPROVING A PRELIMINARY OFFICIAL STATEMENT AND APPROVING CERTAIN ACTIONS TAKEN IN CONNECTION THEREWITH WHEREAS, on September 28, 1999, the City Council (the "Council') of the City of Santa Clarita, California (the "City") adopted Resolution No. 99-164, stating its intention to form the City of Santa Clarita Community Facilities District No. 99-1 (Santa Clarita Business Park) (the "CFD") pursuant to the Mello -Roos Community Facilities Act of 1982, as amended, (the "Act"); and WHEREAS, on September 28, 1999, the Council also adopted Resolution No. 99-165, stating its intention and the necessity to incur bonded indebtedness in the aggregate amount not to exceed $33,000,000, to be issued by the CFD for the purpose of financing the purchase, construction, expansion or rehabilitation of certain real and other tangible property with an estimated useful life of five years or longer, including public infrastructure facilities which the City or the CFD is authorized by law to construct, own, or operate, which are necessary to meet increased demands placed upon the City as a result of development or rehabilitation occurring within the CFD (the "Facilities"), to serve the area within the CFD; and WHEREAS, on November 9, 1999, this Council held a noticed public hearing as required by law relative to the determination to proceed with the formation of the CFD, the rate and method of apportionment and manner of collection of the special tax to be levied within the CFD to pay the principal and interest oil the proposed bonded indebtedness of the CFD and relative to the necessity for authorizing the bonds, the purpose for which the bonds are to be issued, the amount of the proposed debt, the maximum term of the bonds and the maximum annual rate of interest to be paid; and WHEREAS, the Council, subsequent to said hearing, adopted Resolution No. CFD 99-1-1, determining the validity of prior proceedings relative to the formation of the CFD, established the CFD, amended the boundary of the CFD, designated certain property for future annexation to the CFD, and authorized the levy of a special tax within the CFD; and WHEREAS, the Council, subsequent to said hearing, adopted Resolution No. CFD 99-1-2, which called an election within the CFD for November 9, 1999 on the proposition of Page 2 incurring bonded indebtedness, levying a special tax, and setting an appropriations limit; and WHEREAS, on November 9, 1999, an election was held within the CFD in which the eligible electors approved by more than two-thirds vote the proposition of incurring bonded indebtedness in an amount not to exceeds $33,000,000, levying a special tax, and setting an appropriations limit for the CFD; and WHEREAS, the Council received a consent to annex certain of the designated future annexation area ("Annexation No. 1") into the CFD and, on January 25, 2000, the Council annexed Annexation No. 1 into the CFD; and WHEREAS, the Council received a petition (the "Petition") from the owner(s) of all property within the CFD requesting the institution of proceedings for certain modifications to the CFD, including the prioritization of certain authorized facilities, the modification of the rate and method of apportionment of the special taxes and a reduction in the authorized amount of bonded indebtedness to $18,000,000; and WHEREAS, on April 25, 2000, this Council held a noticed hearing as required by law relative to the proposed modifications to the CFD; and WHEREAS, on April 25, 2000, an election was held within the CFD relative to the proposed modifications, and said election results were ratified by Resolution No. CFD 99-1-1; and WHEREAS, at such election the proposal for prioritizing the authorized facilities, amending the rate and method of apportionment, and the reduction of the authorized amount of indebtedness to be issued by the CFD from a maximum aggregate principal amount of $33,000,000 to $18,000,000 was approved by the qualified electors of the CFD; WHEREAS, the Council adopted Resolution No. CFD 99-1-1 approving the proposed changes to the CFD and the Amended CFD Report prepared by David Taussig & Associates; and WHEREAS, proposed forms of a fiscal agent agreement by and between the CFD and BNY Western Trust Company (the "Fiscal Agent Agreement"), a bond purchase agreement by and between the City and Stone & Youngberg LLC, as underwriter (the "Bond Purchase Agreement"), a continuing disclosure agreement entered into by the CFD (the "Continuing Disclosure Agreement") and a preliminary official statement in connection with the sale of the Bonds (the "Preliminary Official Statement") have been presented to Council and are on file with the City Clerk; and WHEREAS, the property owner has agreed to contribute to the design, construction and improvement of an interchange at Golden Valley Road and Soledad Canyon Road and a Page 3 proposed form of First Amendment to the Funding, Acquisition, and Construction Agreement (the "First Amendment") has been presented to the Council and is on file with the City Clerk. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, ACTING AS THE LEGISLATIVE BODY OF THE CITY OF SANTA CLARITA COMMUNITY FACILITIES DISTRICT NO. 99-1, does resolve as follows: SECTION 1. Authorization. The City Council, as the legislative body of the CFD, hereby authorizes the issuance of City of Santa Clarita Community Facilities District No. 99-1 (Santa Clarita Business Park), Special Tax Bonds (the "Bonds") in an amount not to exceed $18,000,000. A portion of the proceeds of the Bonds shall be escrowed until sufficient value -to -lien ratio described in the Fiscal Agent Agreement can be met by the property owner. SECTION 2. Approval of Fiscal Agent Agreement. The City Council, as the legislative body of the CFD, hereby approves the Fiscal Agent Agreement in substantially the form on file with the City Clerk. The Mayor, the City Manager, and the Director of Administrative Services (each, a "Responsible Officer"), and each of them acting alone, are hereby authorized to execute the Fiscal Agent Agreement in substantially the form presented at this meeting, with such revisions, amendments, and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer. SECTION 3. Approval of Continuing Disclosure Agreement. The City Council, as the legislative body of the CFD, hereby approves the Continuing Disclosure Agreement in substantially the form on file with the City Clerk. Each Responsible Officer, acting alone, is hereby authorized to execute the Continuing Disclosure Agreement in substantially the form presented at this meeting, with such revisions, amendments and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer. SECTION 4. Approval of the Preliminary Official Statement and Official Statement. The City Council, acting as the legislative body of the CFD, hereby approves the Preliminary Official Statement relating to the Bonds, substantially in the form presented at this meeting, with such revisions, amendments, and completions as shall be approved by any Responsible Officer with the advice of Bond Counsel, in order 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"), and any certificate relating to the finality of the Official Statement under Rule 15c2-12. Each Responsible Officer of the City, acting alone, is authorized and directed to execute and deliver a final Official Statement in substantially the form hereby approved, with such additions and changes as may be approved by Bond Counsel and any Page 4 Responsible Officer executing the same, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 5. Approval of the Bond Purchase Agreement. The City Council, acting on its behalf and as the legislative body of the CFD, hereby approves the Bond Purchase Agreement, in substantially the form on file with the City Clerk. Each Responsible Officer, acting alone, is hereby authorized jointly to execute the Bond Purchase Agreement, in substantially the form presented at this meeting, with such revisions, amendments and completions as shall be approved by any Responsible Officer, with the advice of Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof by any Responsible Officer, provided that, the Bond Purchase Agreement shall provide for a true interest cost (including original issue discount) not greater than 8.5%, and an underwriter's discount not greater than 2.5% of the principal amount of Bonds. SECTION 6. If deemed advisable or necessary, the City hereby authorizes and approves the First Amendment, in substantially the form presented at this meeting, with such appropriate changes as determined above, to be incorporated into the funding, Construction, and Acquisition Agreement (the "Amended Funding Agreement"). In such case, each Responsible Officer, acting alone, is hereby authorized to execute the Amended Funding Agreement. SECTION 7. Reservations. Pursuant to Section 53344.1 of the Act, the Council hereby reserves to itself, in its sole discretion, the right and authority by subsequent resolution to allow any owner of property within the CFD, subject to the provisions of Section 53344.1 of the Act and those conditions as it may impose, and any applicable prepayment penalties as prescribed in the bond indenture or comparable instrument or document, to tender to the CFD treasurer or fiscal agent in full payment or part payment of any installment of the special taxes or the interest or penalties thereon which may be due or delinquent, but for which a bill has been received, any bond or other obligation secured thereby, the bond or other obligation to be taken at par and credit to be given for the accrued interest shown thereby computed to the date of tender. SECTION 8. Official Actions. The City Manager, the Director of Administrative Services, the City Clerk, and all other officers of the City, and each of them, are hereby authorized and directed, for and in the name and on behalf of the City and the CFD, 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 sale of the Bonds and 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, deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds and the consummation of the transactions as described herein. SECTION 9. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. Page 5 PASSED, APPROVED and ADOPTED this 9th day of May 2000. YOR ATTEST: CITY CLERK STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss CITY OF SANTA CLARITA ) I, Sharon L. Dawson City Clerk of the City of Santa Clarita, do hereby certify that the foregoing Resolution was duly adopted by the City Council of the City of Santa Clarita, acting as the legislative body of the City of Santa Clarita Community Facilities District No. 99-1, at a regular meeting thereof, held on the 9th day of May2000, by the following vote of the Council: AYES: COUNCILMEMBERS: Weste, myth, Ferry, Darcy NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None NOT PARTICIPATING: COUNCILMEMBERS: Kellar CITY CLERK wMallgVrPos