Item 1 - A Resolution of the Board of Directors of the Poway Public Financing Authority Repealing Resolution No. F-92-01, and Setting the Time of the Regular Meetings IST1BTED fif y
0 AGENDA REPOR of �owgr
CITY OF POWAY -
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cqy I.. ThE C°‘r//
TO: Chairman and Members of the Poway Public Financing
Authority
FROM: James L. Bowersox, City Man- `''V /y
INITIATED BY: John D. Fitch, Assistant City Managed
DATE: October 8 , 1991 U
SUBJECT: Adoption of a Resolution Approving the Issuance of
Poway Redevelopment Agency Bonds and the Execution
of a Bond Purchase Agreement
ABSTRACT
The Poway City Council and the Poway Redevelopment Agency approved
the formation of the Poway Public Financing Authority pursuant to
the Marks-Roos Local Bond Pooling Act of 1985 in order to provide
for the issuance and negotiated sale of Tax Increment Bonds. It is
recommended that the Mayor and City Council , serving as the
Chairman and Members of the Poway Public Financing Authority Board
of Directors, adopt the attached Resolution approving the issuance
of Redevelopment Agency Bonds.
BACKGROUND
In December 1985, the Poway Redevelopment Agency entered into an
Owner Participation Agreement with Cadillac Fairview that provided
that the Agency would assist in financing the development of the
Pomerado Business Park by reimbursing Cadillac Fairview for the
cost of constructing certain public improvements that serve the
industrial park. The financial assistance was necessary in order
to make the development of the industrial park financially
feasible. The agreement provided that the Agency would acquire the
public improvements upon their completion and would execute a
promissory note agreeing to pay Cadillac Fairview for each of the
public improvements.
As of this date, the Poway Redevelopment Agency has approved the
acquisition of $8, 191, 247 of these public. improvements. Cadillac
Fairview has requested that the Redevelopment Agency authorize the
issuance of tax allocation bonds using the tax increment generated
by the Pomerado Business Park to service the debt created by the �/
dr
ACTION: Adopted Resolution No. F-91-01, 3-0 with Director Higginson absent and
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Director McIntyre abstaining .
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Nan y t u 4 , Ieiuty ity er
Oft
1 of 5 OCT 8 1991 ITEM 3
Agenda Report
October 8, 1991
Page 2
sale of the bonds in order to refinance 'the promissory note. The
proceeds of the bond sale would be used to reimburse Cadillac
Fairview the amount owed them for the improvements which have been
accepted by the City of Poway.
The City has utilized the' services of Paine Webber to structure the
bond sale and, along with Cadillac Fairview, desires to sell the
bonds through a negotiated sales agreement to Paine Webber instead
of through competitive sale. As a result it is necessary to have
the bonds sold through a joint powers authority.
FINDINGS
In order to issue the bonds and sell them through a negotiated
sales agreement, it was necessary for the City Council and the
Redevelopment Agency to form a joint powers authority to approve
the issuance of the sale. It is necessary for the Poway Public
Financing Authority as the joint powers authority to adopt the
attached Resolution.
FISCAL IMPACT
The issuance of the bonds will have no fiscal impact on the City of
Poway, the Poway Redevelopment Agency or the Poway Public Financing
Authority. The bonds are not an obligation of the City of Poway;
they are, however, an obligation of the Poway Redevelopment Agency
payable from the tax increment that is being pledged to service the
debt, which obligation is limited to 79 percent of the tax
increment generated by the Pomerado Business Park. This amount has
been previously pledged to pay the Cadillac Fairview Promissory
Note. The Bonds will be secured as well, on a backup basis, by 79
percent of the tax increment generated by the Projct Area,
generally.
ENVIRONMENTAL IMPACT •
There is no environmental impact as a result of the sale of the
proposed bond issue.
RECOMMENDATION
It is recommended that the Poway Public Financing Authority adopt
the attached Resolution.
JDF:CF-BOND2 .JDF
Attachment:
L2 of 5 OCT 8 1991 ITEM 3
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RESOLUTION NO.
RESOLUTION OF THE POWAY PUBLIC FINANCING
AUTHORITY APPROVING THE FORM OF AND AUTHORIZING
THE EXECUTION OF AN INDENTURE OF TRUST, A
PURCHASE CONTRACT AND AN OFFICIAL STATEMENT
RELATING TO THE ISSUANCE OF THE AGENCY' S
SUBORDINATED TAX ALLOCATION REFUNDING BONDS AND
APPROVING CERTAIN ACTIONS IN CONNECTION
THEREWITH
WHEREAS, the Authority is a joint powers authority
organized pursuant to Title 1, Division 7, Chapter 5 of the
Government Code of the State of California; and
WHEREAS, the Agency has previously issued its $7 , 748 , 000
promissory note in favor of CF Poway, Limited pursuant to an
action of the Board of Directors of the Agency on April 24 ,
1990 accepting for Agency acquisition certain improvements
theretofore constructed by CF Poway, Limited, a California
limited partnership (the "Agency Note" ) ; and
WHEREAS, the Agency proposes to issue its not to exceed
$10, 250, 000 Poway Redevelopment Agency Paguay Redevelopment
Project Subordinated Tax Allocation Refunding Bonds, Issue of
1991 (the " 1991 Bonds" ) to refund the outstanding Agency Note;
and
WHEREAS, the purposes stated above will be accomplished by
the Authority purchasing such Bonds from the Agency and selling
such Bonds to PaineWebber Incorporated (the "Underwriter" )
pursuant to the Marks-Roos Local Bond Pooling Act of 1985
(Government Code Section 6584 et seq . ) ; and
WHEREAS, there have been prepared and submitted to this
meeting forms of :
(1) a draft of the Indenture of the Agency; and
(2) a draft of the Preliminary Official Statement of the
Agency to be used in connection with the sale of the
Bonds (such Preliminary Official Statement in the form
presented at this meeting with such changes ,
insertions and omissions as are made pursuant to this
Resolution, being referred to herein as "Preliminary
Official Statement" ) ; and
(3) a draft of the proposed Bond Purchase Contract among
the Agency, the Authority and the Underwriter .
3 of 5 OCT 8 1991 REM 3
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NOW, THEREFORE, BE IT RESOLVED by the Poway Public
Financing Authority, as follows :
Section 1 . Subject to the provisions of Section 2 hereof ,
the purchase of the Bonds in an aggregate principal amount not
to exceed Ten Million Two Hundred Fifty Thousand Dollars
($10 , 250, 000) on the terms and conditions set forth in, and
subject to the limitations specified in, the Indenture and the
Bond Purchase Contract , is hereby authorized and approved . The
Bonds will be dated, will bear interest at the rates, will
mature on the dates , will be issued in the form, will be
subject to redemption, and will be as otherwise provided in the
Indenture, as the same will be completed as provided in this
Resolution .
Section 2 . The Indenture, in substantially the form
submitted at this meeting and made a part hereof as though set
forth in full herein, be and the same is hereby approved .
Section 3 . The Bond Purchase Contract in substantially the
form submitted at this meeting and made a part hereof as though
set forth in full herein is hereby approved . The Executive
Director of the Authority is hereby authorized and directed to
execute the Bond Purchase Contract in the form presented at
this meeting with such changes , insertions and omissions as may
be approved by the Executive Director, said execution being
conclusive evidence of such approval .
Section 4 . The Preliminary Official Statement in
substantially the form presented at this meeting and made a •
part hereof as though set forth in full herein is hereby
approved and the use of the Preliminary Official Statement in
connection with the offering and sale of the Bonds is hereby
authorized and approved.
Section 5 . The preparation and delivery of an Official
Statement, and its use by the Underwriter , in connection with
the offering and sale of the Bonds, be and the same is hereby
authorized and approved. The Official Statement shall be in
substantially the form of the Preliminary Official Statement
with such changes , insertions and omissions as may be requested
by Bond Counsel or the Underwriter and approved by the Chairman
of the Agency, such approval to be conclusively evidenced by
the execution and delivery thereof .
Section 6 . The Chairman of the Authority, the Treasurer ,
the Secretary of the Authority, and any other proper officer of
the Agency, acting singly, be and each of them hereby is
authorized and directed to execute and deliver any and all
documents and instruments , including any agreements with the
Agency relating to the Bonds , and to do and cause to be done
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7586u/,2345-37 OCT 8 1991 ITEM 3
p
any and all acts and things necessary or proper for carrying
out the transactions contemplated by the Indenture, the Bond
Purchase Contract , the Official Statement, this Resolution and
any such agreements .
Section 7 . This Resolution shall take effect immediately
upon its adoption .
PASSED, ADOPTED AND APPROVED by the Poway Public Financing
Authority of the City of Poway, California, at a regular meeting
thereof this 8th day of October, 1991.
Jan Goldsmith, Chairman
ATTEST:
Marjorie K. Wahlsten, Secretary
STATE OF CALIFORNIA
ss.
COUNTY OF SAN DIEGO )
I , Marjorie K. Wahlsten, Secretary of the Poway Public
Financing Authority, do hereby certify the foregoing Resolution No.
was duly adopted by the Poway Public Financing Authority at
a meeting of said Agency on the 8th day of October, 1991, and that
it was so adopted by the following vote:
AYES :
NOES:
ABSTAIN:
ABSENT:
Marjorie K. Wahlsten, Secretary
Poway Public Financing Authority
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15 of 5 OCT 8 1991 ITEM 3
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Ii RESOLUTION NO. F-91-01 •
•
RESOLUTION OF THE POWAY PUBLIC FINANCING
AUTHORITY APPROVING THE FORM OF AND AUTHORIZING
THE EXECUTION OF AN INDENTURE OF TRUST, A
PURCHASE CONTRACT AND AN OFFICIAL STATEMENT
RELATING TO THE ISSUANCE OF THE AGENCY' S
SUBORDINATED TAX ALLOCATION REFUNDING BONDS AND •
APPROVING CERTAIN ACTIONS IN CONNECTION
THEREWITH
WHEREAS, the Authority is a joint powers authority
organized pursuant to Title 1, Division 7, Chapter 5 of the
Government Code of the State of California ; and
•
WHEREAS, the Agency has previously issued its $7, 748 , 000
promissory note in favor of CF Poway, Limited pursuant to an
action of the Board of Directors of the Agency on April 24 ,
1990 accepting for Agency acquisition certain improvements
theretofore constructed by CF Poway, Limited, a California
limited partnership (the "Agency Note" ) ; and
WHEREAS, the Agency proposes to issue its not to exceed
$10 , 250, 000 Poway Redevelopment Agency Paguay Redevelopment
Project Subordinated Tax Allocation Refunding Bonds , Issue of
1991 (the "1991 Bonds" ) to refund the outstanding Agency Note;
and
WHEREAS, the purposes stated above will be accomplished by
the Authority purchasing such Bonds from the Agency and selling
such Bonds to PaineWebber Incorporated (the "Underwriter" )
pursuant to the Marks-Roos Local Bond Pooling Act of 1985
(Government Code Section 6584 et seq . ) ; and
WHEREAS, there have been prepared and submitted to this
meeting forms of :
(1) a draft of the Indenture of the Agency; and
(2) a draft of the Preliminary Official Statement of the
Agency to be used in connection with the sale of the
Bonds (such Preliminary Official Statement in the form
presented at this meeting with such changes ,
insertions and omissions as are made pursuant to this
Resolution, being referred to herein as "Preliminary
Official Statement" ) ; and
(3) a draft of the proposed Bond Purchase Contract among •
""'' the Agency, the Authority and the Underwriter .
ilksolution No. F-91-01
e2
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NOW, THEREFORE, BE IT RESOLVED by the Poway Public
Financing Authority, as follows :
Section 1. Subject to the provisions of Section 2 hereof,
the purchase of the Bonds in an aggregate principal amount not
to exceed Ten Million Two Hundred Fifty Thousand Dollars
($10,,250, 000) on the terms and conditions set forth in, and •
subject to the limitations specified in, the Indenture and the
Bond Purchase Contract , is hereby authorized and approved. The
Bonds will be dated, will bear interest at the rates , will
mature on the dates , will be issued in the form, will be
subject to redemption, and will be as otherwise provided in the
Indenture, as the same will be completed as provided in this
Resolution.
Section 2 . The Indenture, in substantially the form
submitted at this meeting and made a part hereof as though set
forth in full herein, be and the same is hereby approved.
Section 3 . The Bond Purchase Contract in substantially the
form submitted at this meeting and made a part hereof as though
set forth in full herein is hereby approved. The Executive
Director of the Authority is hereby authorized and directed to
execute the Bond Purchase Contract in the form presented at
this meeting with such changes , insertions and omissions as may
be approved by the Executive Director, said execution being
conclusive evidence of such approval .
Section 4 . The Preliminary Official Statement in
substantially the form presented at this meeting and made a •
part hereof as though set forth in full herein is hereby
approved and the use of the Preliminary Official Statement in
connection with the offering and sale of the Bonds is hereby
authorized and approved.
Section 5 . The preparation and delivery of an Official
Statement, and its use by the Underwriter, in connection with
the offering and sale of the Bonds, be and the same is hereby
authorized and approved . The Official Statement shall be in
substantially the form of the Preliminary Official Statement
with such changes , insertions and omissions as may be requested
by Bond Counsel or the Underwriter and approved by the Chairman
of the Agency, such approval to be conclusively evidenced by
the execution and delivery thereof .
Section 6 . The Chairman of the Authority, the Treasurer ,
the Secretary of the Authority, and any other proper officer of
the Agency, acting singly, be and each of them hereby is
authorized and directed to execute and deliver any and all
documents and instruments , including any agreements with the
Agency relating to the Bonds , and to do and cause to be done
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• 7586u/2345-37
°esolution No. F-91-01
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�ge 3
"'r- 4 anyand all acts and things necessaryor
- g proper for carrying
out the transactions contemplated by the Indenture, the Bond
Purchase Contract, the Official Statement , this Resolution and
any such agreements . --
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Section 7. This Resolution shall take effect immediately
. ` : upon its adoption.
PASSED, ADOPTED AND APPROVED by the Poway Public Financing
Authority of the City of Poway, California, at a regular meeting
thereof this 8th day of October, 1991.
. . c.` Jar\ Goldsmith, Chairman
1' ^---:' "" ATTEST:
UZLc ,N- .) L?t_,1�.'�
?CLi
Marjorie K. Wahlsten, Secretary
J .
l_
STATE OF CALIFORNIA )
ss.
COUNTY OF SAN DIEGO )
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• I, Marjorie K. Wahlsten, Secretary of the Poway Public
. Financing Authority, do hereby certify the foregoing Resolution No.
- F-91-01was 'duly adopted by the Poway Public Financing Authority at
a meeting of said Agency on the 8th day of October, 1991, and that
it was so adopted by the following vote:
AYES: EMERY, SNESKO, GOLDSMITH
NOES : NONE
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• ABSTAIN: MCINTYRE
ABSENT: HIGGINSON
r " H• • / '
LMarjorie K. Wahlsten, Secretary
Poway\ Public Financing Authority
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