HomeMy WebLinkAbout16-06 (Issuance of Refunding Bonds- Successor Agency) OVERSIGHT BOARD RESOLUTION NO. 16-06
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY
TO THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY APPROVING THE
ISSUANCE OF REFUNDING BONDS IN ORDER TO REFUND CERTAIN
OUTSTANDING OBLIGATIONS OF THE FORMER TUSTIN COMMUNITY
REDEVELOPMENT AGENCY, APPROVING THE EXECUTION AND DELIVERY
OF AN INDENTURE OF TRUST AND ESCROW AGREEMENTS RELATING
THERETO, REQUESTING APPROVAL OF THE ISSUANCE OF THE REFUNDING
BONDS, REQUESTING CERTAIN DETERMINATIONS, AND PROVIDING FOR
OTHER MATTERS RELATING THERETO
The Oversight Board of the Successor Agency to the Tustin Community
Redevelopment Agency finds, determines and declares as follows:
WHEREAS, pursuant to section 34172(a) of the California Health and Safety
Code (unless otherwise noted, all section references hereinafter being to such Code),
the Tustin Community Redevelopment Agency (the "Former Agency') has been
dissolved and no longer exists as a public body, corporate and politic, and pursuant to
section 34173, the Successor Agency to the Tustin Community Redevelopment Agency
(the "Successor Agency") has become the successor entity to the Former Agency;
WHEREAS, redevelopment plans for the Former Agency's Town Center
Redevelopment Project, South Central Redevelopment Project and MCAS-Tustin
Redevelopment Project in the City of Tustin (the "City") have been adopted in
compliance with all requirements of the Code;
WHEREAS, prior to the dissolution of the Former Agency, the Former Agency
issued the following obligations:
(a) $26,170,000 Tustin Community Redevelopment Agency Tax Allocation
Housing Bonds, Series 2010 (the "2010 Housing Bonds"), to refinance low and
moderate income housing activities within the City, of which $21,225,000
principal amount remains outstanding, and
(b) $44,170,000 Tustin Community Redevelopment Agency Tax Allocation
Bonds (MCAS-Tustin Redevelopment Project Area), Series 2010 (the "2010
Redevelopment Bonds" and, with the 2010 Housing Bonds, the "Former Agency
Obligations"), to finance redevelopment activities within and for the benefit of the
MCAS-Tustin Redevelopment Project, of which $40,160,000 principal amount
remains outstanding;
WHEREAS, section 34177.5 authorizes the Successor Agency to issue refunding
bonds pursuant to Article 11 (commencing with section 53580) of Chapter 3 of Part 1 of
Division 2 of Title 5 of the California Government Code (the "Refunding Law") for the
Oversight Board Resolution No. 16-06
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purpose of achieving debt service savings within the parameters set forth in section
34177.5(a)(1) (the "Savings Parameters");
WHEREAS, to determine compliance with the Savings Parameters for purposes
of the issuance by the Successor Agency of its tax allocation refunding bonds (the
"Refunding Bonds"), the Successor Agency has caused its municipal advisor, Fieldman
Rolapp & Associates (the "Municipal Advisor"), to prepare an analysis of the potential
savings that will accrue to the Successor Agency and to applicable taxing entities as a
result of the use of the proceeds of the Refunding Bonds to repay or refund all or a
portion of the Former Agency Obligations (the "Debt Service Savings Analysis");
WHEREAS, the Debt Service Savings Analysis has demonstrated that a
refunding of both the 2010 Housing Bonds and the 2010 Redevelopment Bonds will
satisfy the Savings Parameters;
WHEREAS, the Successor Agency desires at this time to authorize the issuance
of its Successor Agency to the Tustin Community Redevelopment Agency (Orange
County, California) Tax Allocation Refunding Bonds, Series 2016, to refund the 2010
Housing Bonds and the 2010 Redevelopment Bonds (the "Bonds"), pursuant to an
indenture of trust (the "Indenture"), by and between the Successor Agency and The
Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee");
WHEREAS, pursuant to section 34179, an oversight board (the "Oversight ear
Board") has been established for the Successor Agency;
WHEREAS, the Successor Agency has requested that the Oversight Board
approve the issuance of the Bonds pursuant to this Resolution and the Indenture;
WHEREAS, the Successor Agency further requested that the Oversight Board
make certain determinations described below on which the Successor Agency will rely
in undertaking the refunding proceedings and the issuance of the Bonds;
WHEREAS, the Successor Agency has determined to sell the Bonds to Piper
Jaffray & Co. (the "Underwriter") pursuant to the terms of a bond purchase agreement to
be entered into by the Successor Agency and the Underwriter; and
WHEREAS, following approval by the Oversight Board of the issuance of the
Bonds by the Successor Agency and upon submission of this Resolution and a
resolution of approval of the Oversight Board (the "Oversight Board Resolution") to the
California Department of Finance, the Successor Agency will, with the assistance of its
disclosure counsel, the Municipal Advisor and its fiscal consultant, cause to be prepared
a form of official statement for the Bonds describing the Bonds and containing material
information relating to the Successor Agency and the Bonds, the preliminary form of
which will be submitted to the Successor Agency for approval for distribution by the
Underwriter to persons and institutions interested in purchasing the Bonds, and a bond
purchase agreement between the Successor Agency and the Underwriter will be
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prepared, the preliminary form of which will be submitted to the Successor Agency for
approval.
NOW, THEREFORE, BE IT SOLVED BY A RESOLUTION OF THE
OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE TUSTIN
COMMUNITY REDEVELOPMENT AGENCY:
SECTION 1. Determination of Savings. The Oversight Board of the Successor
Agency has determined that there are significant potential savings available to the
Successor Agency and to applicable taxing entities in compliance with the Savings
Parameters by the issuance by the Successor Agency of the Bonds to provide funds to
refund and defease the 2010 Housing Bonds and the 2010 Redevelopment Bonds, all
as evidenced by the Debt Service Savings Analysis on file with the Successor Agency
Secretary, which Debt Service Savings Analysis is hereby approved.
SECTION. 2. Approval of Issuance of the Bonds. The Oversight Board of the
Successor Agency hereby authorizes and approves the issuance of the Bonds under
the Law and the Refunding Law in the aggregate principal amount of not to exceed
$65,000,000, provided that the Bonds are in compliance with the Savings Parameters at
the time of sale and delivery.
SECTION 3. Approval of Indenture. The Oversight Board of the Successor
Agency hereby approves the Indenture prescribing the terms and provisions of the
Bonds and the application of the proceeds of the Bonds in the form on file with the
Successor Agency Secretary. The Chair of the Successor Agency and the Executive
Director (each, an "Authorized Officer'), each acting alone, are hereby authorized and
directed to execute and deliver, and the Successor Agency Secretary, is hereby
authorized and directed to attest to, the Indenture for and in the name and on behalf of
the Successor Agency in such form, together with such changes therein, deletions
therefrom and additions thereto as the Authorized Officer executing the same shall
approve, such approval to be conclusively evidenced by the execution and delivery of
the Indenture. The Oversight Board of the Successor Agency hereby authorizes the
delivery and performance of the Indenture.
SECTION 4. Approval of Escrow Agreements.
(a) The form of escrow agreement, by and between the Successor Agency and
The Bank of New York Mellon Trust Company, N.A., as escrow bank (the "Escrow
Bank"), relating to the refunding and defeasance of the 2010 Housing Bonds (the "2010
Housing Bonds Escrow Agreement"), in the form on file with the Successor Agency
Secretary, is hereby approved and the Authorized Officers are, each acting alone,
hereby authorized and directed, for and in the name and on behalf of the Successor
Agency, to execute and deliver the 2010 Housing Bonds Escrow Agreement in such
form together with such changes therein, deletions therefrom and additions thereto as
the Authorized Officer executing the same shall approve, such approval to be
conclusively evidenced by the execution and delivery of the 2010 Housing Bonds
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Escrow Agreement. The Oversight Board of the Successor Agency hereby authorizes
the delivery and performance of the 2010 Housing Bonds Escrow Agreement.
(b) The form of escrow agreement, by and between the Successor Agency and
the Escrow Bank relating to the refunding and defeasance of the 2010 Redevelopment
Bonds (the "2010 Redevelopment Bonds Escrow Agreement"), in the form on file with
the Successor Agency Secretary, is hereby approved and the Authorized Officers are,
each acting alone, hereby authorized and directed, for and in the name and on behalf of
the Successor Agency, to execute and deliver the 2010 Redevelopment Bonds Escrow
Agreement in such form together with such changes therein, deletions therefrom and
additions thereto as the Authorized Officer executing the same shall approve, such
approval to be conclusively evidenced by the execution and delivery of the 2010
Redevelopment Bonds Escrow Agreement. The Oversight Board of the Successor
Agency hereby authorizes the delivery and performance of the 2010 Redevelopment
Bonds Escrow Agreement.
SECTION 5. Municipal Bond Insurance and Surety Bond. The Authorized
Officers, each acting alone, are hereby authorized and directed to take all actions
necessary to obtain a municipal bond insurance policy for the Bonds and reserve
account surety bond for the Bonds from a municipal bond insurance company if it is
determined, upon consultation with the Municipal Advisor and the Underwriter, that such
municipal bond insurance policy and/or surety bond will result in economic savings.
no
SECTION 6. Approval of Official Statement and Bond Purchase Agreement.
(a) Following approval by the Oversight Board of the issuance of the Bonds by
the Successor Agency and upon submission of this Resolution and the Oversight Board
Resolution to the California Department of Finance, the Successor Agency will, with the
assistance of its disclosure counsel, its fiscal consultant and the Municipal Advisor,
cause to be prepared a form of official statement for the Bonds describing the Bonds
and containing material information relating to the Successor Agency and the Bonds,
the preliminary form of which will be submitted to the Successor Agency for approval for
distribution by the Underwriter to persons and institutions interested in purchasing the
Bonds.
(b) Following approval by the Oversight Board of the issuance of the Bonds by
the Successor Agency and upon submission of this Resolution and the Oversight Board
Resolution to the California Department of Finance, the Underwriter will cause to be
prepared a form of bond purchase agreement, the preliminary form of which will be
submitted to the Successor Agency for approval.
SECTION 7. Oversight Board Approval of the Issuance of the Bonds. The
Successor Agency hereby requests the Oversight Board, as authorized by section
34177.5(f), to direct the Successor Agency to undertake the refunding proceedings and,
as authorized by section 34177.5(f) and section 34180, to approve the issuance of the
Bonds pursuant to section 34177.5(a)(1) this Resolution and the Indenture.
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SECTION 8. Determinations by the Oversight Board. The Successor Agency
requests that the Oversight Board make the following determinations upon which the
Successor Agency will rely in undertaking the refunding proceedings and the issuance
of the Bonds:
(a) The Successor Agency is authorized, as provided in section
34177.5(f), to recover its costs related to the issuance of the Bonds from the
proceeds of the Bonds, including the cost of reimbursing its administrative staff
for time spent with respect to the authorization, issuance, sale and delivery of the
Bonds;
(b) The application of the proceeds of the Bonds by the Successor Agency
to the refunding and defeasance of the 2010 Housing Bonds and the 2010
Redevelopment Bonds, as well as the payment by the Successor Agency of
costs of issuance of the Bonds, as provided in section 34177.5(a), including
municipal bond insurance and reserve fund surety bond premiums, if required,
shall be implemented by the Successor Agency promptly upon sale and delivery
of the Bonds, notwithstanding section 34177.3 or any other provision of law to
the contrary, without the approval of the Oversight Board, the California
Department of Finance, the Orange County Auditor-Controller or any other
person or entity other than the Successor Agency; and
(c) The Successor Agency shall be entitled to receive its full Administrative
Cost Allowance under section 34181(a)(3) without any deductions with respect to
continuing costs related to the Bonds, such as trustee's fees, auditing and fiscal
consultant fees and continuing disclosure and rating agency costs (collectively,
"Continuing Costs of Issuance"), and such Continuing Costs of Issuance shall be
payable from property tax revenues pursuant to section 34183. In addition and as
provided by section 34177.5(f), if the Successor Agency is unable to complete
the issuance of the Bonds for any reason, the Successor Agency shall,
nevertheless, be entitled to recover its costs incurred with respect to the
refunding proceedings for the 2010 Housing Bonds and the 2010 Redevelopment
Bonds from such property tax revenues pursuant to section 34183 without
reduction in its Administrative Cost Allowance.
SECTION 9. Filing of Debt Service Savings Analysis and Resolution. The
Successor Agency Secretary is hereby authorized and directed to file the Debt Service
Savings Analysis, together with a certified copy of this Resolution, with the Oversight
Board, and, as provided in section 34180(j) with the Orange County Administrative
Officer, the Orange County Auditor-Controller and the California Department of Finance.
SECTION 10. Official Actions. The Authorized Officers and any and all other
officers of the Successor Agency are hereby authorized and directed, for and in the
name and on behalf of the Successor Agency, to do any and all things and take any and
all actions, which they, or any of them, may deem necessary or advisable in obtaining
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the requested approvals by the Oversight Board and the California Department of
Finance and in the issuance, sale and delivery of the Bonds. Whenever in this
Resolution any officer of the Successor Agency is directed to execute or countersign
any document or take any action, such execution, countersigning or action may be
taken on behalf of such officer by any person designated by such officer to act on his or
her behalf in the case such officer is absent or unavailable.
SECTION 11. Effective Date. This Resolution shall take effect from and after the
date of its passage and adoption.
SECTION 12. Certification. The Secretary of the Oversight Board shall certify to
the adoption of this Resolution.
APPROVED AND ADOPTED this 14th day of June, 2016.
Doug D ert, Chairman
Oversig Board of the Successor Agency to
the Tus n Community Redevelopment Agency e
ATTEST:
Charles E. Puckett, Secretary
Oversight Board of the Successor Agency to the
Tustin Community Redevelopment Agency
Oversight Board Resolution No. 16-06
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STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS
CITY OF TUSTIN )
I, Charles E. Puckett, Secretary of the Oversight Board of the Successor Agency to the
Tustin Community Redevelopment Agency, do hereby certify that the whole number of
the members of the Agency Board is seven; that the above and foregoing Resolution
No. 16-06 was duly passed and adopted at a regular meeting of the Oversight Board,
held on the 14th day of June, 2016, by the following vote:
BOARD MEMBER AYES: Davert, Puckett, Bernstein, West( 4)
BOARD MEMBER NOES: None ( 0)
BOARD MEMBER ABSTAINED: None (0)
BOARD MEMBER ABSENT: Fitzsimons, Nielsen, Soria (3 )
Charles E. Puckett, Secretary
Oversight Board of the Successor Agency to
The Tustin Community Redevelopment Agency
Oversight Board Resolution No. 16-06
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