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HomeMy Public PortalAbout2003.132 (07-01-03)RESOLUTION NO. 2003.132 RESOLUTION OF THE CITY OF LYNWOOD, CALIFORNIA AUTHORIZING THE EXECUTION AND DELIVERY BY THE CITY OF A RESTATED LEASE AGREEMENT, A TRUST INDENTURE, AN ESCROW AGREEMENT, A BOND PURCHASE AGREEMENT AND A CONTINUING DISCLOSURE AGREEMENT IN CONNECTION WITH THE ISS~JANCE BY THE i~ LYNWOOD PUBLIC FINANCING AUTHORITY OF ITS LEASE ~ REVENUE REFUNDING BONDS (PUBLIC CAPITAL ` IMPROVEMENT PROJECT) SERIES 2003, AUTHORIZING THE ISSUANCE OF SUCH BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED EIGHT MII,LION DOLLARS, AUTHORIZING THE DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT AND AN OFFICIAL STATEMENT IN CONNECTION THEREWITH AND AUTHORIZING THE EXECUTION OF NECESSARY DOCUMENTS AND CERTIFICATES AND RELATED ACTIONS WHEREAS, in 1993, the City of Lynwood, California (the "City") decided to finance the acquisition certain public capital improvements in the City (the "Project"); WHEREAS, the Lynwood Public Financing Authority (the "Authority") assisted the City in this regard by issuing its Lynwood Public Financing Authority Revenue Bonds, 1993 Series A(the "Prior Bonds") under a Trust Indenture dated as of May 1, 1993 by and between the Authority and ,Seattle-First National Bank, as trustee (the "Prior Indenture"), WHEREAS, the City is obligated under a Lease/Purchase Agreement dated as of ~ May 1, 1993 by and between the City arid the Authority (the "Prior Lea'se Agreement") to ~ lease the Project from the Authority and make lease payments to the Authority for the Project which lease payments were used by the Authority to make the payments on the Prior Bonds; WHEREAS, in order to achieve certain interest rate savings, the City desires to refund the Prior Bonds and revise the Prior Lease Agreement and the Authority desires to assist the City in refunding the Prior Bonds; WHEREAS, in order to provide funds to refund the Prior Bonds, the Authority desires to issue its Lease Revenue Refunding Bonds (Fublic Capital Improvement Project) Series 2003 (the "Bonds"), WHEREAS, the Bonds will be payable from and secured by revised lease payments (the "Lease Payments") to be made by the City pursuant to the Prior Lease ~' Agreement, as amended or restated as of July 1, 2003 (such amended or restated Prior Lease Agreement being referred to herein as the "Lease Agreement"); WHEREAS, the City and the Authority propose to issue the Bonds pursuant to a Trust Indenture by and among ttie Authority, the City and U S. Bank National Association, as trustee (such Trust Indenture being referred to herein as the "Indenture"), ~~~ WHEREAS, the City has determined that securing the timely payment of the , principal of and interest on the Bonds by obtaining a bond insurance policy witfi respect thereto could be economically advantageous, WHEREAS, the funds to pay the pnncipal of, and premium and interest on, the Pnor Bonds through the redemption date or dates thereof will be applied to such purpose pursuant to an Escrow Agreement by and between the Authority and U.S. Bank National Association, as escrow bank (such Escrow Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the "Escrow Agreement"); ~- ,WHEREAS, Backstrom McCarley Berry &'Co., LLC, as underwriters (the "Underwriters"); have presented the Authority and'the City with a form of Bond Purchase - • ' Agreement, pursuant to which the Underwriters propose to purchase the Bonds (such ~ Bond Purchase Agreement, in the form presented to this meeting, with such changes, ~ , insertions and omissions as are made pursuant to this Resolution, being referred to herein - as the "Purchase Agreement"); . , . ~ ~" WHEREAS, Rule 15c2-12 promulgated under the Securities Exchange Act of ~ 1934 ("Rule 15c2-12") requires that, in order to be able to purchase or sell the Bonds,;the ~ Underwriters must have reasonably determined that the issuer or one or more obligated ' ~ ~ ~~ persons has undertaken m a written agreement or contract for the benefit of the holders of the Bonds to provide disclosure of certain financial and operating data~and certain material ~ ° events on an ongoing basis; ~ `~ WHEREAS, in order to assist in providing for the satisfaction of such requirement, the Authority desires to enter into a- Continuing Disclosure Agreernent with the US Bank Trust National .Association, in its capacity as trustee and in its capacity as dissemination agent (such Continuing Disclosure Agreement, in the form presented to this meeting, with such changes, insertions~ and omissions as are made pursuant~ to this Resolution, being. referred to herein as the "Continuing Disclosure Agreement");. WHEREAS,~there have been prepared and submitted to this meeting forms of; ~ (a) tlie Escrow Agreement; ` , (b) 'the Purchase Agreement;. . (c) the Continuing Di~sclosure Agreement; and (d) a draft of the Preliminary Official Statement to be used iri connection with ~ . the offering and sale of the Bonds (such Preliminary Official Statement, in ~ the form presented to this meeting, ~ with such changes; insertions and - omissions as are made pursuant to this Resolution being referred to herein ~• as the "Preliminary Official' Staternent"); ~ ,~ _ WHEREAS, copies of the Prior Lease Agreement and the Prior Indenture are. available to tlie staff and Council of the City; and WHEREAS, the City Council of the City desires to authorize the issuarice of the .~ ~ Bonds and the execution of such documents and the performance of such acts as may be necessary or desi'rable to effect the issuance of the Bonds and the restated Lease Agreement; ~ ' ~ ~ NOW; THEREFORE, BE IT RESOLVED ~by the Council of the City of' • Lynwood', California, as follows~ ~ Section 1. All of the recitals herein contained are true and correct and the Board so finds. ~ . ' , Section 2. Subject to the provisions of Section 4 hereof, the issuance of the Bonds, in~ an aggregate pr•incipal amount of not to exceed eight million dolla"rs . .'($8,000,000), on the terms and conditions set fortli in, and subject to the limitations `~; ! specified in, the Indenture, is hereby.authorized and approved. .~ ~~ . ~ . 5ection 3. A Lease Agreement, in substantially the form of the Prior Lease Agreement made a.part hereof as though set~forth in full herein, is hereby approved, and each of the Mayor, City Manager and the Assistant City Managers of , the City (collectively, the ~"Authorized Officers") is hereby authorized, and any one of the Authorized Of~icers is hereby directed; for and in the name and ori behalf of the City, to execute.and deliverthe Lease Agreement in substantially said form as amended or restated to reflect the refunding of the Prior Bonds and the issuance of the hereinabove approved Bonds, and with such other changes, insertions and omissions therein as the Authorized J 'Officer executing the same may require or approve, such approval to be conclusively evidenced by the execution;and delivery thereof; provided, however, that the term of the Lease Agreement shall not exceed 20 years and the true interest cost applicable to the Y,ease Payments payable by the City under Lease Agreement shall~ not exceed 5.5% per annum. ~ ' ~ Section 4. An Indenture, 'iri substantially the form of the Prior Indenture made , a part hereof as though set forth in full herein, is hereby approved, and each of the 4 Authorized OfFicers is hereby authorized, and any one of the Authorized Officers is hereby ~ directed, for and in the name and on behalf of the Ci`ty, to execute and deliver the , Indenture in substantially said form as amended or re'stated to reflect the refunding of the , Prior Bonds and the issuance of the hereinabove approved Bonds, and with such other changes, insertions and omissions therein as the Authorized Officer executirig the same ' ' may require or approve, such approval to be conclusively evidenced by the execution and ~ - delivery thereof; pro~ided, however, that the aggregate principal amount of Bonds issued under this resolution shall riot exceed $8,000,000, tlie final maturity date of the Bonds shall not~ be later than 20 years after the date of issuance thereof and the true interest cost ' ~,for the Bonds shall not be in excess of 5 5% . ~ - . ° Section 5. The Council hereby rea~rms and confirms the pledge of the Motor Vehicle License Fee Revenues and the Pledged Assessments to the payment of the revised Lease Payments under the Lease Agreement in they manner and to the extent set forth in the Prior Lease Agreement ~and further reaffirms that said restated Lease Payments shall be ~ and remain payable from any source of legally available funds of the City. . ° Section 6. The form of Escrow Agreement, in substantially' the form presented : . to this meeting and rnade a part hereof as though set forth in full herein, is hereby~ approved, and each of the Authorized Officers is hereby authorized, and any one of the . Authoriaed Officers is hereby 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, insertions and omissions therein as .the Authorized Officer executing the sa'me may require or approve,, such approval to be conclusively evidenced by the execution and delivery ~ thereo£ . ~ Section 7. The form of . Purchase Agreement, in substantially the form presented to this meeting and made a~ part hereof as though set forth in full herein,' is hereby approved, 'and each of the Authorized Officers is hereby authorized; and any one of the• Authorized Officers is hereby 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, insertions and omissions therein as the Authorized Officer executing the same may require~ or approve, such approval to be concl"usively evidenced by the execution and delivery thereof; provided, however, that the Underwriters' discount for the sale of the Bonds (exclusive of any original issue discount) shall not exceed 1.5% of the initial aggregate priricipal amount of the Bonds. ~ ~ ~ Section S. The form of Continuing Disclosure Agreement, in substantially the form presented to this meeting and made a part hereof as though set forth in fiill lierein, is hereby approved, and each of the Authorized Officers is liereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name and on behalf of the City, to ~execute and deliyer the Continuing Disclosure Agreement in substantially said form, with such changes, insertions and omissions ther.ein as the~ Authorized Of~'icer executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 9. The form of Preliminary Official Statement, in substantially the form presented to this meeting and made a part hereof a's though set forth in full herein, ~ with such changes, insertions and omissions therein as may be approved' by an Authorized Officer, is hereby approved, and the distribution of the 'Preliminary Official Statement in connection with the offering and sale of the Bonds is hereby authorized and approved. The Authorized Officers are hereby, authorized to certify on behalf of the City that the Preliminary Official Statement is deemed final as of its date, within the meaning of Rule . ~ { ~ ~ ~ '! .~ 15c2-12 (except for the omission of certain final pricing, rating and related information as permitted by Rule 15c2-12) ~ ~ . Section 10. ; The preparation and delivery of a final Official Statement (the "Official Statement"), and its use 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 approved by an Authorized Officer, such approval to be conclusively evidenced by the execution and delivery thereof Each of the Authorized Of~icers is,hereby authorized, and any one of the Authorized Officer's is hereby directed, for and in the name and on behalf of the City, to execute the final Official Statement and . any amendment or supplement thereto, for and in tlie name of the City. ' Section 11. The Authorized Officers are each hereby authorized and directed to apply for municipal bond -insur-ance for the Bonds The Authorized Officers are each here6y authorized, and any one of the Authorized Officers is hereby directed, for and in the name,_and on behalf of the City, to obtain such municipal bond insurance and to execute and deliver a contract for such insurance if such insurance and contract are deemed by the Authorized Officer executing such contract to be in the best interests of the City, such determination to be conclusively evidenced by such Authorized Officer's execution and delivery of such contract. , ~ . Section 12. ~ The officers and employees of the City are hereby authorized and directed, jointly arid severally; to do any and all things which they may deem necessary or advisable in .order to consummate the transactions herein authorized and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution, including, determining the date on which the Prior Bonds of each• maturity will be redeemed, and the payment of the cost5 of issuing the~ Bonds, including, but not limited to the fees and expenses of ~bond counsel, disclosure counsel, ~ trustee, escrow agent, bond insurance, rating fees and the fees of the verification agent. ~, ~ Section 13. - All actions heretofore taken by the officers and employees of the : City with re'spect to the transactions herein authorized above are hereby approved, • , confirmed and ratified. ' . , , . , . . Section 14. This Resolution shall take effect immediately upon its adoption. ' ~ PASSED AND ADOPTED by the City of Lynwood on July lst •, 2003 by the following vote. . , ~ . , ' ' AYES. ~ COUNCILMEN BYRD, RICHARDS, PEDROZA . 1VOES. COUIdCILMEN REYES.. RODRIGUEZ . - ~ ~ ABSENT. NONE ~ ~ , j " .. , ' .. ~ ~ . . ~ ' ERNANDO P]ED OZA, MA OR . ATTEST:- ~ , ,. ~ ~ ANDREA L. HOOPER, CI CLERK APPROVED AS TO FORM: ~ .. - ~~ ~~ t ~Atforney ' . . , . , ~ ~ APPROVED AS TO CONTENT: ~ ~N~~~ - Lorry He e, City Manager > F ~ ' 'r I ' . ~ r ~~.^`~i ~ '< < F STATE OF CAUFORNIA ~ ~ ) ~ - , ~ - ) SS. ' COUNTY OF LOS ANGELES ) . ~ I, the undersigned, City C'lerk of the City of Lynwood, do hereby certify , that the above and foregoing Resolution was.duly adopted by the City Council of the City of Lynwood at a regular meeting held in the City Hall of said City on the ~ 1Stday of July 2003, and passed by the following vote: AYES: COUNCILMEN BYRD, RICHARDS, PEDROZA ~ NOES: ~ COUNCILMEN REYES, RODRIGUEZ , ~ ABSTAIN: NONE ~ ~ ~ ~ ABSENT: NONE. _ - ' ~ - Andrea L. Hooper, City Clerk ~ STATE OF CALIFORNIA ) - ` • ~ ~ . ) SS. COUNTY OF LOS ANGEtES ) ' . . I, the undersigned City Clerk of the City of Lynwood, and Clerk of.the City ~ ~ Council of said City, do hereby certify-that the above and foregoing is a full, true ~ and correct copy of Resolution No. 2003.132 in my office and that said '= Resolution was adopted on the date and by the vote therein stated. ` ~ Dated this 1St day of July 2003., ~ ~ . , . , ~ . ~ r /~K~ . Andrea L. Hooper, City, C1erk ~ , ~ . . , . ~