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HomeMy Public PortalAbout2022.084 (05-17-22) RESOLUTION NO. 2022.084 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING THE ISSUANCE OF LEASE REVENUE BONDS BY THE LYNWOOD PUBLIC FINANCING AUTHORITY, APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED ACTIONS WHEREAS, the City of Lynwood (the "City") and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency) (the "Successor Agency") entered into a Joint Exercise of Powers Agreement, dated as of December 1, 1992, establishing the Lynwood Public Financing Authority (the "Authority") for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs; and WHEREAS, the City is obligated by the Public Employees' Retirement Law, commencing with Section 20000 of the Government Code of the State of California, as amended (the "Retirement Law"), to make payments relating to pension benefits accruing to the California Public Employees' Retirement System's ("CaIPERS") members, including the City; and WHEREAS, the City is obligated specifically to make certain payments to CaIPERS in respect of current and retired public safety employees and miscellaneous employees under the pension programs of CaIPERS that amortize such obligations over a fixed period of time, including normal costs (collectively, the "CaIPERS Obligation"); and WHEREAS, the CaIPERS Obligation is evidenced by a contract or contracts with CaIPERS with respect to public safety employees and miscellaneous employees of the City, as heretofore and hereafter amended from time to time (collectively, the "CaIPERS Contract"); and WHEREAS, on April 9, 1946, the voters in the City approved a retirement tax to support amounts owed by the City to CaIPERS pursuant to the CaIPERS Contract (the "Pension Tax Override"), which Pension Tax Override is accounted for in a special fund, separate and apart from the General Fund, and available only for its authorized purposes; and WHEREAS,the City is authorized under Section 37350 and 37380 of the California Government Code to lease, receive, hold, and enjoy real and personal property, and control and dispose of it for the common benefit; and WHEREAS, the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the "Bond Law") to issue revenue bonds for the purpose of providing working capital and/or refunding any evidence of indebtedness of its members; and WHEREAS, the Authority proposes to issue lease revenue bonds under the Bond Law for the purpose of refunding all or a portion of the CaIPERS Obligation, including paying all costs of issuing the lease revenue bonds; and WHEREAS, pursuant to a Site Lease(the"Site Lease"), the City proposes to lease to the Authority certain real property (as described more fully in the Site Lease, as executed, the "Leased Property"); and WHEREAS, pursuant to a Lease Agreement, between the City and the Authority (the "Lease"), the City proposes to lease the Leased Property from the Authority, and the Authority will use the lease payments paid by the City to the Authority under the Lease to pay debt service on the lease revenue bonds; WHEREAS, the Authority proposes to sell the lease revenue bonds to Cabrera Capital Markets, LLC, as underwriter (the "Underwriter"), pursuant to a bond purchase agreement (the "Bond Purchase Agreement"); and WHEREAS, in order to assist the Underwriter in complying with Rule 15c2-12 of the Securities and Exchange Commission, the City will undertake certain continuing disclosure obligations with respect to the lease revenue bonds pursuant to a continuing disclosure certificate to be executed by the City (the "Continuing Disclosure Certificate"); and WHEREAS, in order to comply with Government Code Section 5852.1, certain information relating to the proposed lease revenue bonds is set forth in the staff report accompanying this Resolution, and such information is hereby disclosed and made public; and WHEREAS, the City has duly considered such transactions and wishes at this time to approve the transactions as being in the public interest of the City; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES HEREBY FIND, PROCLAIM, ORDER AND RESOLVE AS FOLLOWS: Section 1. The City Council .hereby finds and determines that the foregoing recitals are true and correct. Section 2. The City Council hereby approves the issuance of the lease revenue bonds (the "Bonds") by the Authority under the Bond Law in the maximum principal amount of$50,000,000. The Bonds shall be issued pursuant to an Indenture of Trust between the Authority and a corporate trustee (the "Indenture"). Section 3. , The City Council hereby approves the forms of the Site Lease and the Lease on file with the City Clerk, with such additions thereto and changes therein as the City Manager, the Finance Director, the Treasurer or the designee of any of them (each, an "Authorized Officer") deem necessary, desirable or appropriate upon consultation with the bond counsel,the execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions and changes. In furtherance of the foregoing, the Leased Property is anticipated to consist of the City's interest in City streets; however, other real property of the City may be leased instead. In addition, as described more fully in the Lease, the Pension Tax Override shall be 2 pledged by the City to the payment of the lease payments. The Authorized Officers and all other appropriate officials of the City are hereby authorized and directed to execute, and the City Clerk is hereby authorized to attest, as appropriate, the Site Lease and the Lease and such other agreements, documents and certificates as may be necessary or desirable to effectuate the purposes of this resolution and the financing herein authorized, including, without limitation, such other agreements, documents and certificates as may be required by the Site Lease, and the Lease. The City Council hereby authorizes the performance by the City of its obligations under the Site Lease and the Lease. Section 4. The City Council hereby approves the preliminary Official Statement describing the Bonds, and Continuing Disclosure Certificate included therein in substantially the form on file with the City Clerk. Each of the Authorized Officers is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement, and to execute an appropriate certificate stating the City's determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by the Underwriter is hereby approved. An Authorized Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by an Authorized Officer shall be conclusive evidence of approval of any such changes and additions. The City Council hereby authorizes the distribution of the final Official Statement by the Underwriter. The final Official Statement and the Continuing Disclosure Certificate shall be executed on behalf of the City by an Authorized Officer. Section 5. The City Council hereby approves the form of the Bond Purchase Agreement on file with the City Clerk, with such additions thereto and changes therein as the Authorized Officers deem necessary, desirable or appropriate upon consultation with bond counsel, the execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions or changes; provided that no such addition or change shall increase the aggregate principal amount of the Bonds in excess of the maximum principal amount set forth in Section 2, or shall provide for a true interest cost in excess of 5.95% or an Underwriter's discount (exclusive of any original issue discount) of greater than 0.8%. The Authorized Officers, each acting alone, are hereby authorized and directed to execute the Bond Purchase Agreement and to take all actions necessary to fulfill the City's obligations thereunder. Section 6. Notwithstanding the foregoing references to the Bonds, the Indenture, the preliminary Official Statement and the Bond Purchase Agreement, if an Authorized Officer determines that a private placement lease financing is more advantageous to the City and the Authority, the lease payments payable by the City to the Authority may be assigned by the Authority to a private placement bank without further action of the City Council so long as the parameters included in this Resolution are met. Section 7. The City Council hereby approves the appointment of (a) Jones Hall, A Professional Law Corporation, as bond counsel and disclosure counsel; (b) Kosmont Transactions Services, Inc., as municipal advisor; and (c) Cabrera Capital Markets, LLC, as underwriter/private placement agent. The Authorized Officers, each acting alone, are hereby authorized to execute new or amended services agreements 3 with these financing team members in connection with the issuance of the Bonds, as deemed necessary by such Authorized Officer executing the same. Section 8. The Authorized Officers, the City Clerk and any and all other officers of the City are hereby authorized and directed, for and in the name of 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 documents, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and documents, which they, or any of them, may deem necessary or advisable in order to consummate the transactions described herein. The City Council hereby authorizes the Authorized Officers, each acting alone, to provide for a debt service reserve fund and debt service and reserve fund insurance policies. Section 9. This Resolution shall take effect immediately upon its passage and adoption. Adoption of this Resolution is intended to start the 60 day period provided for in California Code of Civil Procedure Section 863 for an interested person to bring an action to determine the validity of the matters approved herein, including, but not limited to, the validity of the Bonds, the Indenture, the Site Lease (including the property proposed to be leased to the Authority by the City therein), and the Lease, and the legality and validity of this Resolution, the use of the proceeds of the Bonds, and the payment of the lease payments and the Bonds. PASSED, APPROVED AND ADOPTED THIS 17th day of May 2022. fes® Jorge' : yor ATTEST: aria Quirionez, Citi erk Ernie nandez, City Manager s APPROVED AS TO FORM: APPROVED AS TO CONTENT: Noel Tapia, City Attorne Ernie erandez, City Manager 4 STATE OF CALIFORNIA ) ) § COUNTY OF LOS ANGELES ) I, Maria Quinonez, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the foregoing Resolution was passed and adopted by the City Council of the City of Lynwood at a meeting held on the 17th day of May, 2022. AYES: COUNCIL MEMBERS FLORES, MAYOR PRO TEM SOLACHE AND MAYOR CASANOVA NOES: NONE ABSENT: COUNCIL MEMBERS SANTANA AND SOTO ABSTAIN: NONE ... i_ /._/ `/ Maria Quinonez, City Clerk STATE OF CALIFORNIA ) ) § COUNTY OF LOS ANGELES ) I, Maria Quinonez, the undersigned, City Clerk of the City of Lynwood, and the Clerk of the City Council of said City, do hereby certify that the above foregoing is a full, true and correct copy of Resolution No. 2022.084 on file in my office and that said Resolution was adopted on the date and by the vote therein stated. Dated this 17th day of May, 2022. ClitlakiLAI4t_ Maria Quinonez, v City Clerk 5