Loading...
Res 08-014 RESOLUTION NO 08-014 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF POWAY AUTHORIZING THE EXECUTION AND DELIVERY OF 2008 REFUNDING CERTIFICATES OF PARTICIPATION, APPROVING AS TO FORM AND AUTHORIZING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION WITH THE EXECUTION AND DELIVERY OF SAID CERTIFICATES, AND AUTHORIZING CERTAIN OTHER MATTERS RELATING THERETO RECITALS WHEREAS, the City of Poway (the "City") is a general law city, duly organized and validly existing under the Constitution and laws of the State of California (the "State"), and WHEREAS, the Poway Redevelopment Agency (the "Agency") is a public body, corporate and politic, duly organized and validly existing under the Constitution and laws of the State, and WHEREAS, under the Community Redevelopment Law, for the purpose of aiding and cooperating in the planning, undertaking or operation of redevelopment projects located within its territorial jurisdiction, the City may convey or lease any of its property to the Agency upon the terms and with or without consideration as it determines, and WHEREAS, under the Community Redevelopment Law, the Agency is authorized to acquire and dispose of real property within a survey area or for purposes of redevelopment, by lease or otherwise, and WHEREAS, on August 23, 1983, the City Council adopted its Resolution No 83-063, designating a survey area within its terriiorial jurisdiction, and the Poway Royal Mobilehome Park (the "Park"), located at 13300 Alpine Drive in the City, is within the survey area so designated by the City Council, and WHEREAS, under the Community Redevelopment Law, a fundamental purpose of redevelopment is to expand the supply of low and moderate income housing and to provide an environment for the social, economic, growth and well being of all citizens, and WHERAS, under the Community Redevelopment Law, redevelopment includes the provision of residential structures and spaces as may be appropriate or necessary in the interest of general welfare, and WHEREAS, the State Legislature has found that many persons and families of low or moderate income cannot afford to purchase housing in the conventional housing market and that the provision of housing for all Californians is a concern of vital statewide importance, and Resolution No 08-014 Page 2 WHEREAS, the State Legislature has found that manufactured housing, by virtue of its production costs and sales price can provide a decent, safe and affordable shelter for persons and families of low and moderate income, and WHEREAS, the Agency has acquired and recorded an affordable housing covenant covering 50 spaces at the Park, and the Agency provides rental subsidies to more than 30 lower income households at the Park; and WHEREAS, in 1995, the City refinanced the acquisition of the Park through the execution and delivery of 1995 Refunding Certificates of Participation (City of Poway 1991 Capital Improvement Project - Poway Royal Mobilehome Park) (the "1995 COPs"), and WHEREAS, in connection with the 1995 COPs, the City leased certain real property encompassing the Park and the improvements thereon (the "Site") to the Agency pursuant to a Site Lease, dated as of September 1, 1995 (the "1995 Site Lease"), and the City subleased the Site back from the Agency pursuant to a Lease, dated September 1, 1995 (the "1995 Lease"), and WHEREAS, the City desires to cause the execution and delivery of refunding certificates of participation (the "2008 COPs") for the purpose of refunding all of the remaining outstanding 1995 COPs, and WHEREAS, the City, the Agency and U S National Bank, as trustee (the "Trustee") propose to enter into a Trust Agreement (the "Trust Agreement"), in order to provide for the execution and delivery of the 2008 COPs, and WHEREAS, the City proposes to enter into an Amendment to Site Lease (the "Site Lease Amendment") and an Amendment to Lease (the "Lease Amendment") in order to amend the 1995 Site Lease and the 1995 Lease, respectively, so as to adjust the amount of the lease payments thereunder and make the provisions thereof applicable to the 2008 COPs, and WHEREAS, the City, the Agency and Spelman & Co , Inc., a division of Kinsell Newcomb & DeDios, Inc, as underwriter (the "Underwriter") propose to enter into a purthaseagreement (the "Purchase Agreement") pursuant to which the Underwriter will purchase the 2008 COPs and the City and the Agency will cause the execution, delivery and sale of the 2008 COPs to the Underwriter upon the satisfaction of certain conditions contained therein, and WHEREAS, the City proposes to enter into a Continuing Disclosure Agreement (the "Continuing Disclosure Agreement") in order to assist the Underwriter in complying with Rule 15c2-12(b)(5), promulgated pursuant to the Securities Exchange Act of 1934, as amended; and WHEREAS, the Underwriter proposes to distribute a preliminary official statement (the "Preliminary Official Statement") and a final official statement (the "Official Statement") relating to the 2008 COPs to prospective purchasers of the 2008 COPs, and Resolution No 08-014 Page 3 WHEREAS, the City proposes to provide for the refunding of the 1995 COPs by the deposit, into an escrow fund, of an amount which, together with the earnings on the investment thereof, will be sufficient to current refund all of the remaining outstanding 1995 COPs pursuant to an Escrow Agreement (the "Escrow Agreement"), by and between the City, the Agency and US Bank National Association, as escrow agent; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF POWAY DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS Section 1 Recitals. The above recitals, and each of them, are true and correct. Section 2. Approval of Financinq. The City Council hereby finds that the execution and delivery of the 2008 COPs to effect a refunding of all of the remaining outstanding 1995 CORs will be for the common benefit and will result in significant public benefits to the constituents of the City The City Council hereby approves the execution and delivery of the 2008 COPs, subject to the parameters set forth below in Section 7 Section 3 Trust Aqreement. The Trust Agreement proposed to be entered into by and between the City and the Agency, in the form on file in the office of the City Clerk, is hereby approved Subject to the parameters set forth in Section 7, the Mayor (or in his absence, the Deputy Mayor) is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Trust Agreement in substantially said form, with such changes therein (including changes to provisions relating to the term of the Certificates, payment of the principal and interest components, early redemption and other matters) as the Mayor, or the Deputy Mayor, as the case may be, may approve (such approval to be conclusively evidenced by the execution and delivery thereof). The appointment of U S Bank National Association, as trustee (the 'Trustee") under the Trust Agreement is hereby approved. Section 4 Site Lease Amendment. The Site Lease Amendment proposed to be entered into by and between the City and the Agency, in the form on file in the office of the City Clerk, is hereby approved Subject to the parameters set forth in Section 7, the Mayor, or in his absence, the Deputy Mayor, is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Site Lease Amendment in substantially said form, with such changes therein (including changes to the provisions relating to the term of the lease and other matters) as the Mayor, or the Deputy Mayor, as the case may be, may approve (such approval to be conclusively evidenced by the execution and delivery thereof) Section 5 Lease Amendment. The Lease Amendment proposed to be entered into by and between the Agency and the City, in the form on file in the office of the City Clerk, is hereby approved. Subject to the parameters set forth in Section 7, the Mayor, or in his absence, the Deputy Mayor, is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Lease Amendment in substantially said form, with such changes therein (including changes to the provisions relating to the term of the lease, payment and prepayment of the lease payments and Resolution No 08-014 Page 4 other matters) as the Mayor, or the Deputy Mayor, as the case may be, may approve (such approval to be conclusively evidenced by the execution and delivery thereof) Section 6 Purchase Aqreement. The Purchase Agreement, proposed to be entered into by and among the City, the Agency and the Underwriter, in the form on file in the office of the City Clerk, is hereby approved Subject to the parameters set forth in Section 7, he Mayor, or in his absence, the Deputy Mayor, is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Purchase Agreement in substantially said form, with such changes therein as the Mayor, or the Deputy Mayor, as the case may be, may approve (such approval to be conclusively evidenced by the execution and delivery thereof) Section 7 Terms of Sale of 2008 COPs. The authorization set forth in this Resolution regarding the execution and delivery and sale of 2008 COPs are subject to the following parameters: (i) the Site Lease Amendment and the Lease Amendment shall become effective simultaneously with the execution and delivery of the 2008 COPs, (ii) the term of the 2008 COPs shall not exceed 36 years, (iii) no annual Lease Payment under the Lease Amendment shall exceed $2,500,000 during any calendar year; (iv) the aggregate amount of the principal component of the 2008 COPs shall not exceed $33,000,000; (v) the true interest cost of the 2008 COPs shall not exceed 60 percent; and (vi) the underwriter's discount with respect to the 2008 COPs shall not exceed 1 75 percent of the aggregate amount of the principal component thereof Section 8 Continuinq Disclosure Aqreement. The Continuing Disclosure Agreement (the "Continuing Disclosure Agreement"), proposed to be entered into by and between the City, and U S Bank National Association, as the Trustee and Dissemination Agent, in the form on file in the office of the City Clerk, is hereby approved. The Mayor, or in his absence, the Deputy Mayor, is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Continuing Disclosure Agreement in substantially said form, with such changes therein as the Mayor, or the Deputy Mayor, as the case may be, may approve (such approval to be conclusively evidenced by the execution and delivery thereof) Section 9 Preliminary Official Statement. The Preliminary Official Statement relating to the 2008 COPs (the "Preliminary Official Statement"), in the form on file with the City Clerk, is hereby approved Each of the Mayor, or in his absence, the Deputy Mayor, and the City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to cause the Preliminary Official Statement in substantially said form, with such additions or changes therein as such authorized officer may approve, to be deemed final for the purposes of Rule 15c2-12, promulgated pursuant to the Securities and Exchange Act of 1934, as amended The Underwriter is hereby authorized to distribute copies of the Preliminary Official Statement to persons who may be interested in the purchase of the 2008 COPs. Section 10 Official Statement. Each of the Mayor, or in his absence, the Deputy Mayor, and the City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to cause the Preliminary Official Statement to be brought into the form of a final Official Statement (the "Official Statement"), and to execute the same for Resolution No 08-014 Page 5 and in the name and on behalf of the City, with such additions or changes therein as the authorized officer executing the same may approve (such approval to be conclusively evidenced by such authorized officer's execution and delivery thereof). The distribution and use of the Official Statement by the Underwriter in connection with the sale of the 2008 COPs is hereby approved. Section 11 Escrow Aareement. The Escrow Agreement (the "Escrow Agreement"), proposed to be entered into by and among the City, the Agency and U S Bank National Association, as the Trustee and Escrow Agent, in the form on file in the office of the City Clerk, is hereby approved The Mayor, or in his absence, the Deputy Mayor, is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Escrow Agreement in substantially said form, with such changes therein as the Mayor, or the Deputy Mayor, as the case may be, may approve (such approval to be conclusively evidenced by the execution and delivery thereof) Section 12. Other Acts The Mayor, Deputy Mayor and City Manager and other officers of the City are hereby authorized and directed, jointly and severally, to do any and all things (including, without limitation, negotiations to obtain a municipal bond insurance policy or debt service reserve surety bond), to execute and deliver any and all documents that they may deem necessary or advisable in order to consummate the sale, issuance and delivery of the 2008 COPs, or otherwise to effectuate the purposes of this Resolution, the Trust Agreement, the Site Lease Amendment, the Lease Amendment, the Purchase Agreement, the Continuing Disclosure Agreement, the Official Statement, and the Escrow Agreement and any such actions previously taken by such officers are hereby ratified and confirmed. Section 13 Effective Date This Resolution shall take effect immediately upon adoption. PASSED, ADOPTED and APPROVED by the City Council of the City of Poway, California, at a regular meeting this 18th day of March 2008 ATTEST ~~~cJb- L. Diane Shea, City Clerk