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HomeMy Public PortalAbout95-4 LPFALYNWOOD PUBLIC FINANCING AUTHORITY LOS AFdGEli,ES COUNTY, CALIFORNIA RESOLUTION NO. 95-4 A RESOLUTION OF THE LYNWOOD PUBLIC FINANCING AUTHORITY AUTHORIZING AND APPROVING THE ISSUANCE AND SALE OF REVENUE BONDS (WATER SYSTEM IMPROVEMENT PROJECT) SERIES 1995, AUTHORIZING THE EXECUTION AND DELIVERY OF AN OFFICIAL STATEMENT, A PURCHASE CONTRACT, AN' INST.ALL.'vIENT PURCHASE AGREEMENT, AND A TRUST INDENTURE, AND AUTHORIZING OTHER ACTIONS IN f`.(?*7h,FrT~nwt ~rcr~n~sa~r WHEREAS, the City of Lynwood, California, a municipal corporation duly organized and existing under and by virtue of the laws of the State of California (the "City") desires to undertake the improvement, betterment, renovation and expansion of certain facilities within its water distribution system (the "1995 Project Improvements"); and WHEREAS, the Lynwood Public Financing Authority (the "Authority") was duly established as a joint exercise of powers authority pursuant to Section 6500 et seq. of the Government Code of the State of California and pursuant to the Joint Exercise of Powers Agreement, dated as of Mazch 16 ,1993. by and between the City of Lynwood and the Lynwood Redevelopment Agency; and WHEREAS, the Joint Exercise of Powers Agreement provides that the Authority may exercise any of the powers set forth in Article 4, Chapter 5, Division 7 of Title 1 of the Govemment Code of the State of California, including the power to issue revenue bonds thereunder; and ' WHEREAS, the City has requested that the Authority sell Bonds (described below) to provide funds to (i) acquire and construct the 1995 Project Improvements (tbr "1995 Pm;ect"l; (ii) esiablis:; a reasonably required reserve fitnd; a:,d (iii) pay the costs of issuance associated with the Bonds; and WHEREAS, the Authority desires to assist the City in financing the acquisition and construction of the 1995 Project Improvements for the City; and WHEREAS, the Authority and the City have determined that it would be in the best interests of the City, the Authority and citizens of the community to authorize the prepazation, sale and delivery of Revenue Bonds (Water Systetii Improvement Project) Series 1995 (the "Bonds") in an aggregate principal amount not to exceed $4,500,000; and WHEREAS, the City and the Authority desire to enter into that certain Installment Purchase Agreement, dated as of September 1, 1995, by and between the City and the Authority (the "Installment Purchase Agreement"), the form of which has been presented to the governing r Board of the Authority (the "Boazd") at this meeting, pursuant to which the City will agree to purchase the 1995 Project Improvements (as described in the Installment Purchase Agreement) from the Authority and to pay certain Installment Payments (as defined in the Installment Purchase Agreement) which will be pledged to the owners of the Bends by the Authority pn*suant to a Tntst Indenture„ t;a*ed as of September 1, 1995 (the "Tnut Indenture"), by and a::;~i~g tae ?.-w.-t;;c ."~SaITieO tiiet~::n (u,e -° i'ilisiee"), Uie City 2e31d "u_~: ii:i:~:~iii~j, ai,e foriit of wiiicil has been presented to this Boazd at this meetittg; and WHEREAS, all acts, conditions and things required by the laws of the State to exist, to have happened and to have been performed precedent to and in connection with the consummation of the financing authorized hereby do exist, have happened and have been performed in regu?az and due time, form and manner as required by law, and the Authority is now duly authorized and empowered, pursuant to each and every requirement of law, to consumtnate such financing for the purpose, in the manner and upon the terms herein provided; NOW, THEREFORE, IT IS FOUND, DETERMINED AND ORDERED, AS FOLLOWS: SECTION 1. Findines. The above recitals are true and correct. SECTION 2. Authorization of Bonds. The Boazd hereby authorizes the issuance and sale of Revenue Bonds (Water System Improvement Project) Series 1995 (the "Bonds") in an amount not to exceed $4,500,000 in accordance with the terms of the Trust Indenture. The Bond proceeds will be used to finance the 1995 Project. The Bonds may be issued in one or more series and the President or such other officer as may be designated by the President is hereby authorized and directed to determine the final terms of the Bonds, including the prepazation, execution and delivery of additional financing documents relating to the issuance of the Bonds, including credit enhancement if necessary or desirable. SECTION 3. Preliminary Official Statement. The form of Preliminary Official Statement relating to the Bonds presented to this Boazd at this meeting is hereby approved (the "Preliminary Official Statement"). The Preliminary Official Statement in substantially said form with such changes as the President may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof, is hereinafter referred to as the "Official Statement." The President or such other officer as may be designated by the President is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute, approve and deliver to the Underwriter the Official Statement and to certify that the Official Statement is, as of its date, "deemed final" by the Authority for purposes of Rule 15c2-12 of the Securities and Exchange Commission. The Underwriter is hereby authorized to distribute copies of the Official Statement to persons who may be interested in the purchase of the Bonds and is directed to deliver copies of any final Official Statement to all actual purchasers of the Bonds. SECTION 4. Purchase Contract. The form of Purchase Contract, by and among the Authority, the City and Grigsby Brandford & Co., Inc., as Underwriter, presented to this governing Boazd at this meeting, is hereby approved. The President or such other officer as may be designated by the President is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver to the Underwriter the Purchase Contract in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof; provided that the Underwriter's discount (exclusive of original issue discount) shall not exceed 1.5% of the principal amount of the Bonds. SECTION :i. Installment Purchase Agreement. The form of the Installment Purchase Agreement, by and between the City acid the Authority, presented to this governing Board at this meeting is hereby approved. The President or such other officer as may be designated by the President is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver to the City the Installment Purchase Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 6. Trust Indenture. The form of;Trust Indenture, by and among the Trustee, the City and the Authority, presented to this Boazd at this meeting, is hereby approved. The President or such other officer as may be designated by the President is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver to the Trustee said Trust Indenture in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery 4 thereof. SECTION 7. Additional Action. The President, Vice-President, Treasurer/Auditor and Secretary of the Authority aze hereby authorized and directed jointly and severally, to do any and all things and to execute and deliver any and all documents which they'may deem necess~*.y or u. htiivia. iii Gi(itf :~ .._l..~~s!ata': ule eXCCitn0I1, sate and delivery of the Bonds In o.e or more series, to finance the 1995 Project, to purchase credit enhancement, including letters of credit or municipal bond insurance if so determined, and otherwise to effectuate the purposes of this resolution, and such actions previously taken by such officers aze hereby ratified and approved. The Treasurer/Auditor, upon consultation with General Counsel, Bond Counsel and the Underwriter, is hereby authorized and directed to complete and finalize the terms of the Trust Indenture with respect to maturity schedule, interest rates, discounts, prepayment provisions, bond insurance (if applicable), together with such other matters concerning the Bonds as he may determine aze in the best interest of the City, the Authority and the 1995 Project, and are not inconsistent with this resolution. SECTION 8. Attestations. The Secretary is hereby authorized and directed to attest the signature of the President or such other officers, as may be required or appropriate in connection with the execution and delivery of the Purchase Contract, the Trust Indenture, the Installment Purchase Agreement and related documents. SECTION 9. Other Actions. Tlie oiicers of ute Authority aze hereby authorized and directed, jointly and severally, to do any and all thifxgs azeEj to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the offer and sale of the Bonds executed in one or more series and otherwise to carry out, give effect to and comply with zhe terms and intent of this Resolution and the Bonds. Such actions heretofore taken by such officers are hereby ratified, confirmed and approved. r . • s t The foregoing Resolution No. ~~~ was passed and adopted by the governing Board of the Lynwood Public Financing Authority at the meetitag thereof held on Rkte 19th day of September, 1995, by the following vote: AYES: MEMBER HEINE, HENNING, REA, RICHARDS, BYRD NOES: NONE ABSENT: NONE ABSTAIN: NONE President A t?est: ~ ~ ~w~ Secretary Approved as to Form: 1~~u1.....:. ~. i2..d~ General Counsel 80030100005UOOSO.Z STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) I, the undersigned, Secretary of the Lynwood Finance Authority, do hereby certify that the above and foregoing resolution was duly adopted by the said Agency at a regular meeting therefor held in the City Hall of the City of Lynwood on the 19th day of September, 1995, and passed by the following vote: AYES: MEMBER HEINE, HENNING, REA, RICHARD, BYRD NOES: NONE ABSENT: NONE 1 ill r¢t~ry Lynwood Finance Authority STATE OF CALIFORNIA ) SS. COUNTY OF LOS ANGELES ) I, the undersigned, Secretary of the Lynwood Finance Authority, do hereby certify that the above and foregoing is a full, true and correct copy of Resolution No. LFA 95-4 on file in my office and that said resolution was adopted on the date and by the vote therein stated. DATED this 19th day of September, 1995. Secretary Lynwood Finance Authority