Res 15-007RESOLUTION NO. 15 -007
RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF POWAY, CALIFORNIA,
AS SUCCESSOR AGENCY TO THE POWAY
REDEVELOPMENT AGENCY, APPROVING
THE ISSUANCE OF TAX ALLOCATION REFUNDING BONDS,
APPROVING THE FORM OF AN INDENTURE OF TRUST,
AND AUTHORIZING CERTAIN RELATED ACTIONS
WHEREAS, the Poway Redevelopment Agency (the "Prior Agency ") was a public
body, corporate and politic, duly created, established and authorized to transact
business and exercise its powers under and pursuant to the provisions of the
Community Redevelopment Law (Part 1 of Division 24 (commencing with Section
33000) of the Health and Safety Code of the State of California (the "Health and Safety
Code ")) (the "Redevelopment Law "), and the powers of the Prior Agency included the
power to issue bonds for any of its corporate purposes; and
WHEREAS, a Redevelopment Plan for the Paguay Redevelopment Project Area
(the " Paguay Redevelopment Project "), in the City of Poway (the "City "), was adopted
and approved by Ordinance No. 117, adopted by the City Council of the City of Poway
(the "City Council ") on December 13, 1983, and subsequently amended various times in
compliance with all requirements of the Redevelopment Law (as in effect on the
respective dates thereof); and
WHEREAS, the Prior Agency has previously issued its Paguay Redevelopment
Project, Tax Allocation Refunding Bonds, Series 2000 (the "2000 Bonds "); and
WHEREAS, the Prior Agency has previously issued its Paguay Redevelopment
Project, Tax Allocation Bonds, Series 2001 (the "2001 Bonds "); and
WHEREAS, the Prior Agency has previously issued its Paguay Redevelopment
Project, Tax Allocation Bonds, Series 2003 (the "2003 Bonds "); and
WHEREAS, the Prior Agency has previously issued its Paguay Redevelopment
Project, Tax Allocation Refunding Bonds, Series 2007 (the "2007 Bonds "); and
WHEREAS, pursuant to Parts 1.8 (commencing with Section 34161) and 1.85
(commencing with Section 34170) of Division 24 of the Health and Safety Code (as
heretofore amended, the "Dissolution Act "), enacted by AB X1 26 in June 2011, and the
California Supreme Court's decision in California Redevelopment Association, et al. v.
Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the Prior Agency was dissolved as of
February 1, 2012; and
WHEREAS, pursuant to the Dissolution Act, the Successor Agency to the Poway
Redevelopment Agency (the "Successor Agency ") was constituted as a separate public
entity from the City, and an Oversight Board to the Successor Agency (the "Oversight
Board ") was established; and
Resolution No. 15 -007
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WHEREAS, Section 34177.5(a)(1) of the Dissolution Act specifically authorizes
the issuance of refunding bonds by the Successor Agency to refund outstanding bonds
for the purpose of reducing debt service and providing savings to the Successor
Agency; and
WHEREAS, to refund the 2000 Bonds, the 2001 Bonds, the 2003 Bonds, and the
2007 Bonds, or such portion thereof as the Successor Agency may determine in its
discretion in consultation with its financial advisor (collectively, the "Refunded Bonds "),
for the purpose of reducing debt service and providing savings to the Successor
Agency, the Successor Agency wishes at this time to issue bonds in the approximate
aggregate principal amount of One Hundred Eighty -Five Million Dollars ($185,000,000)
(the "2015 Bonds "), secured by a pledge of property tax revenues authorized by
Sections 34177.5(a) and (g) of the Health and Safety Code, all pursuant to the
provisions of Article 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California
Government Code (the "Bond Law "); and
WHEREAS, pursuant to Sections 34177.5(f) and 34180 of the Health and Safety
Code, the issuance of the 2015 Bonds is subject to the Oversight Board's approval.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF POWAY AS
SUCCESSOR AGENCY TO THE POWAY REDEVELOPMENT AGENCY DOES
HEREBY RESOLVE, ORDER AND DETERMINE AS FOLLOWS:
Section 1. Each of the foregoing recitals is true and correct and is a
substantive part of this Resolution.
Section 2. Subject to the provisions of the Indenture referred to in Section 3
hereof, the issuance of the 2015 Bonds in the aggregate principal amount of
approximately One Hundred Eighty -Five Million Dollars ($185,000,000) on the terms
and conditions set forth in, and subject to the limitations specified in, the Indenture, is
hereby authorized and approved. The 2015 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. The 2015 Bonds may be issued as a single issue, or in
separate series, as the Successor Agency shall determine in consultation with Bond
Counsel to comply with federal tax laws. The proceeds of the sale of the 2015 Bonds
shall be applied as provided in the Indenture.
Section 3. The Indenture of Trust in substantially the form submitted at this
meeting and made a part hereof as though set forth in full herein (the "Indenture "), is
hereby approved. Each of the Mayor (or in his absence, the Deputy Mayor) and the City
Manager (each, an "Authorized Officer ") is hereby authorized and directed, for and in
the name and on behalf of the Successor Agency, to execute and deliver the Indenture
in the form presented at this meeting, with such changes, insertions, and omissions as
may be requested by Bond Counsel and approved by the Authorized Officer executing
the same, said execution being conclusive evidence of such approval.
Resolution No. 15 -007
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Section 4. The City Manager, the Assistant City Manager, and the Director of
Administrative Services, acting on behalf of the Successor Agency, acting jointly, are
hereby authorized and directed to select, in consultation with the Financial Advisor
identified in Section 5 hereof, an underwriter to enter into a bond purchase agreement
(the "Bond Purchase Agreement ") with the Successor Agency regarding the sale of the
2015 Bonds. The City Manager, Assistant City Manager, and the Director of
Administrative Services are each hereby authorized to negotiate the terms of the Bond
Purchase Agreement on behalf of the Successor Agency; provided, that the Bond
Purchase Agreement shall be subject to the approval of this City Council, in
substantially final form, prior to the execution and delivery thereof by the Successor
Agency; provided, further, that the Bond Purchase Agreement shall be signed only if the
terms of the agreement are such that (i) the total interest cost to maturity on the 2015
Bonds plus the principal amount of the 2015 Bonds will not exceed the total remaining
interest cost to maturity on the Refunded Bonds plus the remaining principal of the
Refunded Bonds, and (ii) the principal amount of the 2015 Bonds will not exceed the
amount required to defease the Refunded Bonds, to establish a customary debt service
reserve fund, and to pay related costs of issuance.
Section 5. The City Council hereby appoints the following bond consultants to
assist the Successor Agency in connection with the issuance of the 2015 Bonds: (i) U.S.
Bank National Association, as Trustee; (ii) KNN Public Finance, as Financial Advisor;
(iii) Richards, Watson & Gershon, A Professional Corporation, as Bond Counsel, (iv)
Stradling Yocca Carlson & Rauth, a Professional Corporation, as Disclosure Counsel;
and (v) Keyser Marston Associates, Inc., as Fiscal Consultant.
Section 6. The Authorized Officers, the Assistant City Manager, the Director of
Administrative Services, and all other officers of the City, on behalf of the Successor
Agency, are hereby authorized and directed, jointly and severally, to execute and
deliver any and all documents and instruments, relating to the 2015 Bonds, and to do
and cause to be done any and all acts and things (including, but not limited to, obtaining
a reserve fund surety bond, a bond insurance policy or other types of credit
enhancement), which they may deem necessary or proper to effectuate the purposes of
this Resolution.
Section 7. This Resolution shall take effect immediately upon its adoption.
IN WITNESS WHEREOF, this Resolution is adopted and approved by the City
Council of the City of Poway as Successor Agency to the Poway Redevelopment
Agency this 17th day of March 2015.
Steve Vaus, Mayor
ATTEST:
Sheila obian, CIVIC, City Clerk
Resolution No. 15 -007
Page 4
STATE OF CALIFORNIA ) SECRETARY'S CERTIFICATE
) ss. RE ADOPTION OF RESOLUTION
COUNTY OF SAN DIEGO )
I, Sheila R. Cobian, CIVIC, City Clerk of the City of Poway do hereby certify that
the foregoing Resolution No. 15 -007 was duly adopted by the City Council of the City of
Poway as Successor Agency to the Poway Redevelopment Agency at a regular
meeting held on the 17th day of March 2015, and that the same was passed and
adopted by the following vote:
AYES: LEONARD, CUNNINGHAM, MULLIN, GROSCH, VAUS
NOES: NONE
ABSENT: NONE
DISQUALIFIED: NONE
�,92 LLIS
City C ek of the City of Poway as Successor
Agency to the Poway Redevelopment Agency
Resolution No. 15 -007
Page 5
STATE OF CALIFORNIA ) SECRETARY'S CERTIFICATE
) ss. OF AUTHENTICATION
COUNTY OF SAN DIEGO )
I, Sheila R. Cobian, CIVIC, the City Clerk of the City of Poway, do hereby certify
that the above and foregoing is a full, true and correct copy of Resolution No. 15 -007 of
the City Council of the City of Poway as Successor Agency to the Poway
Redevelopment Agency and that said Resolution was adopted at the time and by the
vote stated on the above certificate, and has not been amended or repealed.
0
City CI of the City of Poway as Successor
Agency to the Poway Redevelopment Agency