HomeMy WebLinkAboutCC RES 12-30RESOLUTION NO. 12-30
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
TUSTIN, CALIFORNIA, APPROVING PROCEEDINGS TO
REFINANCE IMPROVEMENTS TO THE CITY'S
MUNICIPAL WATER SYSTEM, APPROVING THE
ISSUANCE OF WATER REFUNDING REVENUE BONDS
BY THE TUSTIN PUBLIC FINANCING AUTHORITY FOR
SUCH PURPOSES AND APPROVING RELATED
DOCUMENTS AND OFFICIAL ACTIONS
The City Council of the City of Tustin does hereby resolve as follows:
WHEREAS, the City and the Tustin Community Redevelopment Agency have
heretofore entered into a joint exercise of powers agreement establishing the Tustin
Public Financing Authority (the "Authority") for the purpose, among others, of issuing its
bonds to be used to provide financial assistance to the City;
WHEREAS, the City has determined that, due to prevailing financial market
condi#ions, it is in the best interests of the City to refinance the acquisition and
construction of certain improvements and facili#ies to the City's municipal water
enterprise {the "Enterprise") and, in particular, to provide for the refunding of the City of
Tustin 2003 Refunding Water Revenue Bonds, of which $10,425,000 is currently
outstanding (the "2003 Bonds");
WHEREAS, for the purpose of raising funds necessary to provide such financial
assistance to the City, the Authority proposes to authorize the issuance of its revenue
bonds under the provisions of Article 4 {commencing with section 6584} of Chapter 5 of
Division 7 of Title 1 of the California Government Code {the "Act"}, designated as the
Tustin Public Financing Authority 2012 Refunding Water Revenue Bonds (the "Bonds"},
all pursuant to and secured by an indenture of trust (the "Indenture"}, by and between
the Authority and The Bank of New York Mellon Trust Company, N.A., as trustee {the
"Trustee"};
WHEREAS, in order to provide for the repayment of the Bonds, the City will sell
certain Enterprise improvements to the Authority and the Authority will sell such
improvements back to the City pursuant to an installment sale agreement {the
"Installment Sale Agreement"), under which the City will agree to make installment
payments to the Authority payable from the net revenues of the Enterprise which will be
calculated to be sufficient, in time and amount, to enable the Authority to pay the
principal of and interest and premium {if any) on the Bonds when due and payable;
WHEREAS, the City's obligations under the Installment Sale Agreement will be
on parity as to payment and security with the City's obligations with respect to an
installment sale agreement securing the outstanding Tustin Public Financing Authority
Water Revenue Bonds, 2011 Series A;
Resolution 12-30
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WHEREAS, the form of an official statement (the "Official Statement") describing
the Authority, the City, the Enterprise, the Bonds and other matters, to be used in
connection with the marketing of the Bonds, has been prepared and presented to the
City;
WHEREAS, the firm of Stifel, Nico{aus & Company, Incorporated, DBA Stone &
Youngberg, a Division of Stifel Nicolaus (the "Underwriter"), has proposed to purchase
and underwrite the Bonds and has presented to the City a form of band purchase
agreement for the Bonds, to be entered into among the Authority, the City and the
Underwriter (the "Bond Purchase Agreement"); and
WHEREAS, the Council approves all of said transactions in furtherance of the
public purposes of the City, and wishes at this time to take its action approving the
issuance and sale of the Bonds and the financing to be accomplished thereby;
NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows:
SECTION 1: Approval of Bonds. The Council hereby approves the issuance of
the Bonds by the Authority for the purpose, among others, of providing funds to refund
the 2003 Bonds, so long as (a} the principal amount of Bonds does not exceed
$10,000,000, (b} so long as the final maturity date of the Bonds is not later than Apri! 1,
2023, and (c} so long as such refunding provides net present value savings to the City
of not less than 3%.
SECTION 2: Approval of Installment Sale Agreement. The Council hereby
approves the Installment Sale Agreement in the farm on file with the City Clerk, together
with such additions thereto and changes therein as the Mayor, the City Manager, or the
Finance Director (the "Designated Officers") shall deem necessary, desirable or
appropriate, the execution of which by the City shall be conclusive evidence of the
approval of any such additions and changes. The .Designated Officers, each acting
alone, are hereby authorized and directed to execute, and the City Clerk is hereby
authorized and directed to attest to, the final form of the Installment Sale Agreement for
and in the name and on behalf of the City. The Council hereby authorizes the delivery
and performance of the Installment Sale Agreement.
SECTION 3: Approval of Escrow Agreement. The Council hereby approves an
escrow deposit and trust agreemen#, by and between the City and U.S. Bank National
Association, as trustee for the 2003 Bonds and as escrow bank, in the form on file with
the City Clerk (the "Escrow Agreement"}, together with such additions thereto and
changes therein as a Designated Officer shall deem necessary, desirable or
appropriate, the execution of which by the City shall be conclusive evidence of the
approval of any such additions and changes. The Designated Officers, each acting
alone, are hereby authorized and directed to execute, and the City Clerk is hereby
authorized and directed to attest to, the final form of the Escrow Agreement for and in
the name and on behalf of the City. The Council hereby authorizes the delivery and
performance of the Escrow Agreement.
Resolution 12-30
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SECTION 4: Sale of Bonds. The Council hereby approves the sale of the Bands
by the Authority by negotiation with the Underwriter pursuant to the Bond Purchase
Agreement in the form on file with the City Clerk, together with such additions thereto
and changes therein as a Designated Officer shall deem necessary, desirable or
appropriate, the execution of which by the City shall be conclusive evidence of the
approval of such additions and changes. The Designated Officers, each acting alone,
are hereby authorized and directed to execute the final form of the Bond Purchase
Agreement for and in the name and on behalf of the City upon the submission of an
offer by the Underwriter to purchase the Bonds, which offer is acceptable to a
Designated Officer and consistent with the requirements of this Resolution. The amount
of Underwriter's discount for the Bonds shall be not more than 1 °lo of the par amount
thereof (not taking into account any original issue discount an the sale thereof}.
SECTION 5: Official Statement. The Council hereby approves the preliminary
Official Statement in the farm on file with the City Clerk, together with such additions
thereto and changes therein as a Designated Officer shall deem necessary, desirable or
appropriate. The Designated Officers, each acting alone, are hereby authorized an
directed to deem final within the meaning of Rule 15c2-12 of the Securities Exchange
Act of 1934 except far permitted omissions, the preliminary farm of the Official
Statement describing the Bonds. Distribution of such preliminary Official Statement is
hereby approved. The Designated Officers, each acting alone, are hereby authorized to
execute the final form of the Official Statement, including as it may be modified by such
additions thereto and changes therein as a Designated Officer shall deem necessary,
desirable or appropriate, and the execution of the final Official Statement by the City
shall be conclusive evidence of the approval of any such additions and changes. The
Council hereby authorizes the distribu#ion of the final Official Statement by the
Underwriter. The final Official Statement shall be executed in the name and on behalf of
the City by a Designated Officer.
SECTION 6: Official Actions. The Mayor, the City Manager, the Finance Director,
the City Clerk and any and all other officers of the City are hereby authorized and
directed, for and in the name 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 assignments,.
certificates, requisitions, agreements, notices, consents, instruments of conveyance,
warrants and other documents, including the application to providers of municipal bond
insurance for the Bonds, which they, or any of them, may deem necessary or advisable
in order to consummate the lawful issuance and sale of the Bonds and the
consummation of the transactions as described herein.
SECTION 7: Effective Date. This Resolution shall take effect from and after the
date of its passage and adoption.
Resolution 12-30
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PASSED AND ADOPTED by the City Council of the City of Tustin, at a regular
meeting an the 20t" day of March, 2012.
JOHN NIELSEN,
Mayor
ATTEST:
..
PAm1~ELA STOKER,
City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF TUSTIN }
1, Pamela Stoker, City Clerk and ex-officio Clerk of the City Council of the City of Tustin,
California, do hereby certify that the whole number of the members of the City Council
of the City of Tustin is five; that the above and foregoing Resolution No. 12-30 was duly
passed and adopted at a regular meeting of the Tustin City Council, held on the 20t" day
of March, 2012, by the following vote:
COUNCILMEMBER AYES:
COUNCILMEMBER NOES:
COUNCILMEMBER ABSTAINED:
COUNCILMEMBER ABSENT:
F~A!~~ELA STOKER,
City Clerk
Nielsen, Murray, Amante, Gavello, Gomez (5)
None (a)
None (0)
None (0)
Resolution 12-30
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