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HomeMy WebLinkAboutC.C. RES 03-100RESOLUTION NO. 03-100 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUSTIN, CALIFORNIA, AUTHORIZING THE ISSUANCE AND SALE OF ITS CITY OF TUSTIN 2003 REFUNDING WATER REVENUE BONDS, APPROVING AN INDENTURE OF TRUST, AN ESCROW AGREEMENT, A NOTICE OF SALE AND A PRELIMINARY OFFICIAL STATEMENT, AND AUTHORIZING AND DIRECTING THE EXECUTION THEREOF AND AUTHORIZING ACTIONS RELATED THERETO WHEREAS, the City has entered into an agreement entitled "Orange County Well Construction Program Agreement," dated as of February 18, 1992, by and between the Orange County Water District (the "District") and the City (the "Vandenberg Well Agreement"), for the purpose of financing certain improvements to the City's municipal water enterprise (the "Enterprise"); and WHEREAS, the City has also entered into an agreement entitled "Agreement between Orange County Water District and the City of Tustin for the Construction, Operation and Acquisition of a Groundwater Desalter Project," dated as of February 18, 1992, as supplemented on May 13, 1992, as amended on June 16, 1993, and as further amended on October 18, 2000 (the "District Desalter Agreement"), for the purpose of financing certain improvements to the Enterprise; and WHEREAS, the City has also entered into an agreement entitled "Tustin Desalter Project Joint Participation Agreement for Recovery and Utilization of Contaminated Groundwater between the Metropolitan Water District of Southern California, the Municipal Water District of Orange County, the Orange County Water District, the East Orange County Water District and the City of Tustin,' dated as of December 8, 1992 (the "State Desalter Agreement"), for the purpose of financing certain improvements to the Enterprise; and WHEREAS, the City has also caused to be executed and delivered its $11,500,000 City of Tustin, Orange County, California, Water System Revenue Certificates of Participation, 1993 Series (the "1993 Certificates"), for the purpose of financing and refinancing certain improvements to the Enterprise; and WHEREAS, the 1993 Certificates represent undivided, fractional interests in purchase payments (the "1993 Purchase Payments") made by the City under an installment purchase agreement, dated as of April 1, 1993, by and between the City of Tustin Water Corporation and the City (the "1993 Agreement"); and WHEREAS, the City has also entered into an agreement entitled "Orange County Well Construction Program Agreement," dated as of October 21, 1996, by and between the District and the City (the "Well #4 Agreement"), for the purpose of financing certain improvements to the Enterprise; and WHEREAS, interest rates are currently at historically Iow levels and the City can eliminate the administrative burden of maintaining multiple agreements by providing for the prepayment of its obligations under the Vandenberg Well Agreement, the District Desalter Agreement, the State Desalter Agreement, the 1993 Agreement (and thereby providing for the refunding of the 1993 Certificates) and the Well g~4 Agreement; and WHEREAS, section 53570 et seq. of the California Government Code (the "Refunding Bond Law") authorizes the City to issue its refunding revenue bonds for the purpose of refunding revenue obligations of the City such as the Vandenberg Well Agreement, the District Desalter Agreement, the State Desalter Agreement, the 1993 Agreement and the Well ~4 Agreement; and WHEREAS, the City, after due investigation and deliberation, has determined that it is in the interests of the City at this time to provide for the issuance of bonds under the Refunding Bond Law to provide for the prepayment of its obligations under the Vandenberg Well Agreement, the District Desalter Agreement, the State Desalter Agreement, the 1993 Agreement (and thereby providing for the refunding of the 1993 Certificates) and the Well ~ Agreement; and WHEREAS, to that end, the City has determined to issue its City of Tustin (Orange County, California) 2003 Refunding Water Revenue Bonds (the "2003 Bonds"), pursuant to an indenture of trust (the "Indenture"), by and between the City and U.S. Bank National Association, as trustee (the "Trustee"); and WHEREAS, the Council has duly considered such transactions and wishes at this time to approve said transactions in the public interests of the City; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Tustin as follows: SECTION 1. Determination to Carry Out Refunding. The Council hereby determines to carry out the issuance and sale of the 2003 Bonds to provide for the prepayment of its obligations under the Vandenberg Well Agreement, the District Desalter Agreement, the State Desalter Agreement, the 1993 Agreement (and thereby providing for the refunding of the 1993 Certificates) and the Well #4 Agreement. SECTION 2. Issuance of the 2003 Bonds; Approval of Indenture. The Council hereby authorizes the issuance of the 2003 Bonds. The maximum aggregate principal amount of the 2003 Bonds shall not exceed $15,000,000. The 2003 Bonds shall be issued pursuant to the Indenture. The Council hereby approves the Indenture in substantially the form on file with the City Clerk, together with such non-material 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 non-material 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 Indenture for and in the name and on behalf of the City. The Council hereby authorizes the delivery and performance of the Indenture. SECTION 3. Approval of Escrow Agreement. The Council hereby approves the escrow agreement, by and between the City and U.S. Bank National Association, as escrow bank and as trustee for the 1993 Certificates (the "Escrow Agreement"), in substantially the form of the Escrow Agreement on file with the City Clerk, together with such non-material 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 non-material 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 City hereby authorizes the delivery and performance of the Escrow Agreement. SECTION 4. Continuing Disclosure Certificate. The City hereby approves a continuing disclosure certificate (the "Continuing Disclosure Certificate"), in substantially the form on file with the City Clerk, together with such non-material 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 non-material 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 Continuing Disclosure Certificate for and in the name and on behalf of the City. The City hereby authorizes the delivery and performance of the Continuing Disclosure Certificate. SECTION 5. Official Statement. The Council hereby approves and deems final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 except for permitted omissions, a preliminary form of official statement describing the Bonds (the "Preliminary Official Statement") in the form on file with the City Clerk. Distribution of the Preliminary Official Statement to prospective purchasers of the Bonds is hereby approved. The Designated Officers are hereby authorized to execute a final form of official statement (the "Final Official Statement"), including as it may be modified by such additions thereto and changes therein as the Designated Officer shall deem - 2- necessary, desirable or appropriate, and the execution of the Final Official Statement by a Designated Officer shall be conclusive evidence of the approval of any such additions and changes. The City hereby authorizes the distribution of the Final Official Statement. The Final Official Statement shall be executed in the name and on behalf of the City by a Designated Officer. SECTION 6. Sale of the Bonds. The Council hereby approves the sale of the Bonds by competitive sale pursuant to and as described in an official notice of sale for the Bonds (the "Notice of Sale"), in substantially the form on file with the City Clerk, together with such non-material additions thereto and changes therein as a Designated Officer shall deem necessary, desirable or appropriate. The Bonds shall be awarded to the bidder who submits the highest responsible bid (lowest true interest cost) to be determined in accordance with the Notice of Sale. The Designated Officers are hereby delegated the authority to accept the highest responsible bid (lowest true interest cost) for the purchase of the Bonds, determined in accordance with the Notice of Sale. The Designated Officers are hereby authorized and directed to accept such bid, for and in the name of the City, by notice to the successful bidder. In the event two or more bids setting forth identical interest rates and premium or discount, if any, are received for the Bonds, the Designated Officer may exercise his or her own discretion and judgment in making the award and may award the Bonds on a pro rata basis in such denominations as he or she shall determine. The Designated Officer may, in his or her discretion, reject any and all bids and waive any irregularity or informality in any bid. The Designated Officer shall award the Bonds, or reject all bids not later than 26 hours after the expiration of the time prescribed for the receipt of proposals unless such time of award is waived by a successful bidder. The City's bond counsel is hereby authorized and directed, pursuant to section 53692 of the California Government Code, to publish a notice of intention to sell the Bonds, in the form thereof on file with the City Clerk, in The Bond Buyer, a financial publication generally circulated throughout the State of California, The City's bond counsel is hereby authorized and directed, pursuant to section 8855 of the California Government Code, to cause notice of the City's intent to sell the Bonds to be given to the California Debt and Investment Advisory Commission ("CDIAC"), substantially in the form required by CDIAC. SECTION 7. 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, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the 2003 Bonds and the consummation of the transactions as described herein. SECTION 8. Employment of Consultants. (a) The financial advisory firm of Gardner, Underwood & Bacon, LLC, Los Angeles, California, is hereby employed as financial advisor to the City in connection with the sale and issuance of the 2003 Bonds. The Designated Officers hereby authorized and directed to execute an agreement, in form acceptable to the Designated Officer, for the services of such firm. (b) The law firm of Quint & Thimmig LLP, San Francisco, California, is hereby employed as bond counsel and disclosure counsel to the City in connection with the sale and issuance of the 2003 Bonds. The Designated Officers hereby authorized and directed to execute an agreement, in form acceptable to the Designated Officer, for the services of such firm. SECTION 9. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. - 3- PASSED AND ADOPTED at a regular meeting of the City Council of the City of Tustin, California, held on the 4th day of August, 2003. PAMELA STOKER City Clerk STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS CITY OF TUSTIN ) RESOLUTION NO. 03-100 Pamela Stoker, City Clerk and ex-officio Clerk of the City Council of the City of Tustin, California, does hereby certify that the whole number of the members of the City Council is five; that the above and foregoing Resolution was duly and regularly passed and adopted at a regular meeting of the City Council held on the 4th day of August, 2003, by the following vote: COUNCILMEMBERAYES: COUNCILMEMBER NOES: COUNCILMEMBERABSTAINED: COUNCILMEMBERABSENT: Worley~ Kawashima, Bone, Davert, Thomas (5) None (0) None (0) None (0) P¥',~I~E'LA STOKER City Clerk - 4-