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HomeMy WebLinkAboutCC RES 97-091RESOLUTION NO. 97-91 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT AUTHORIZING THE ISSUANCE AND SALE OF REFUNDING BONDS FOR COMMUNITY FACILITIES DISTRICT NO. 91-1 WHEREAS, the City of Palm Desert (the "City") issued its Community Facilities District No. 91-1 (Indian Ridge Improvements) Series 1992 Special Tax Bonds (the "Outstanding Series 1992A Bonds") for Community Facilities District No. 91-1 City of Palm Desert, County of Riverside, State of California (the "District No. 91-1) on July 7, 1992 in the aggregate principal amount of $11,870,000 of which $10,955,000 aggregate principal amount remains outstanding: and WHEREAS, the City of Palm Desert (the "City") issued its Community Facilities District No. 91-1 (Indian Ridge Improvements) Special Tax Bonds Series 1995 (the "Outstanding Series 1995 Bonds") for Community Facilities District Community Facilities on December 12, 1995 in the aggregate principal amount of $12,385,000 of which $12,385,000 aggregate principal amount remains outstanding; and WHEREAS, the City Council has determined that it is in the best interests of the City and the owners of property within the Community Facilities District that the Outstanding Bonds be refunded and redeemed, and that refunding bonds be issued pursuant to the Mello -Roos Community Facilities Act of 1982, as amended, being Sections 53311 et seg. of the California Government Code (the "Act") for that purpose; and WHEREAS, in order to accomplish the advancement of the maturity of and the refunding and redemption of the Outstanding Bonds, the City proposes to issue (i) not to exceed $23,340,000 aggregate principal amount of refunding bonds to be designated Limited Obligation Refunding Bonds (Property Secured Only - No Issuer Liability), City of Palm Desert, Community Facilities District No. 91-1 Series 1997 (the ;Bonds") to refund the Outstanding Bonds; and WHEREAS, there has been presented to the City Council a form of Bond Purchase Contract whereby the Palm Desert Financing Authority (the "Authority") will purchase the Bonds; and WHEREAS, the Authority will issue its 1997 Revenue Bonds (Assessment Districts Nos. 92-1, 94-1, 94-2 and Community Facilities District No. 91-1) (the "Authority Bonds") for the purpose of providing moneys with which to purchase the Bonds; and WHEREAS, there has also been presented to the City Council forms of a Fiscal Agent Agreement providing for the issuance respectively of the Bonds; and 804602.2 WHEREAS, there has also been presented to the City Council a form of a Escrow Deposit and Trust Agreement whereby the proceeds of the sale of the Bonds and moneys on deposit in the reserve funds for the Outstanding Bonds and other funds relating to the Community Facilities District and the Outstanding Bonds will be deposited in an escrow fund for the purpose of accomplishing the refunding and redemption of the Outstanding Bonds; and WHEREAS, there has also been presented to the City Council a form of Continuing Disclosure Agreement to be entered into among the Authority, the City and the Trustee for the Authority Bonds for the benefit of the owners of the Bonds and the Authority Bonds and in order to assist the Underwriter in complying with Rule 15C2-12(b)(5) of the Securities and Exchange Commission; and WHEREAS, the City Council has determined that it is in the best interests of the owners of property within the Community Facilities District that the Bonds be sold to the Authority on the terms and conditions hereinafter specified; NOW, THEREFORE, the City Council of the City, DOES HEREBY RESOLVE, DETERMINE AND ORDER as follows: SECTION L. Approval of Issuance of Bonds. The issuance of not to exceed $23,340,000 aggregate principal amount of the Bonds in order to refund and redeem the Outstanding Bonds is hereby approved. SECTION 2. Fiscal Agent Agreement. The form of Fiscal Agent Agreement (the "Fiscal Agent Agreement") to be dated as of the date when the Bonds will be delivered and the proceeds from the sale thereof will be received (the "Closing Date") and to be entered into by and between the City and First Trust of California, N.A., as fiscal agent (the "Fiscal Agent"), presented at the meeting at which this resolution is adopted are hereby approved and the Mayor or the Mayor Pro Tempore of the City and City Clerk is hereby authorized and directed, for and in the name of and on behalf of the City, to execute, acknowledge and deliver the Fiscal Agent Agreement in substantially the form presented at said meeting with such changes thereto as the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 3. Appointment of Fiscal Agent. First Trust of California, N.A. is hereby appointed as Fiscal Agent pursuant to the Fiscal Agent Agreement, to take any and all action provided for therein to be taken by the Fiscal Agent. SECTION 4. Delivery of Bonds. The form of the Bonds as set forth in the Fiscal Agent Agreement is hereby approved. The City Treasurer and City Clerk are hereby authorized and directed to execute by manual or facsimile signature, in the name and on behalf of the City and under its seal, the Bonds in typewritten, definitive form and to deliver the Bonds to the Authority in accordance with the terms and provisions of the Fiscal Agent Agreement and the Bond Purchase Contract. 804602.2 2 SECTION 5. Bond Purchase Contract. The form of the Bond Purchase Contract (the "Bond Purchase Contract") presented at the meeting at which this resolution is adopted to be entered into by and between the City and the Authority, whereby the Authority will purchase the Bonds from the City upon the terms and conditions set forth therein. is hereby approved and. subject to such approval and, subject to such approval and subject to the provisions of Section 6 hereof, the Mayor, the Mayor Pro Tempore, the Acting City Manager or the City Treasurer is hereby authorized and directed to evidence the City's acceptance of the offer made by the Bond Purchase Contract by executing and delivering the Bond Purchase Contract in said form with such changes therein as the officer executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 6. Final Terms of Sale of Bond&. The City Manager or the City Treasurer. based on such advice as he may deem necessary, is hereby authorized and directed to act on behalf of the City to establish and determine: (i) the final.aggregate principal amount of the Bonds, which shall not exceed the respective amounts set forth in Section 1 hereof; (ii) the final maturity dates of the respective Bonds, which shall not be later than the maturity date of the last maturity of the corresponding issue of Outstanding Bonds; (iii) the final interests rates on the various maturities of the Bonds, provided that the interest rate on any of the Bonds shall not exceed 8.00% per annum; and (iv) the purchase price to be paid by the Authority for the purchase of the Bonds, which shall not be less than 100% of the aggregate principal amount of the Bonds. The redemption premium for the redemption of the respective Bonds shall be the same percentage of principal during the same periods as in effect for the corresponding Outstanding Bonds. SECTION 7. Escrow Agreement: Escrow Holder. The form of the Escrow Deposit and Trust Agreement to be dated as of the Closing Date and each to be entered into by and among the City, the Authority and First Trust of California, N.A., as escrow holder (the "Escrow Agreement"), presented at the meeting at which this resolution is adopted is hereby approved and the Mayor, the Mayor Pro Tempore or the City Treasurer is hereby authorized to execute and deliver said agreement in said form with such changes therein as the officer executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. First Taut of California, N.A. is appointed as Escrow Holder pursuant to the Escrow Agreement, to take any and all action provided therein to be taken by the Escrow Holder. SECTION 8. Continnin' Disclosure Agreement. The form of the Continuing Disclosure Agreement to be dated as of the Closing Date and to be entered into by and among the City, the Authority and the Dissemination Agent (as defined therein), presented at the meeting at which this resolution is adopted is hereby approved, and the Mayor, the Mayor Pro Tempore or the City Treasurer is hereby authorized to execute and deliver said agreement in said form with such changes therein as the officer executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 9. Application of Reserve Fund and Other Funds. The amount remaining on deposit in the reserve funds for the Outstanding Bonds shall be used to retire such Outstanding Bonds. The City Treasurer shall transfer or cause the fiscal agent or paying agent for each issue 804602.2 3 of the Outstanding Bonds to transfer the entire amount remaining on deposit in the reserve fund for that issue to the Escrow 'Holder for deposit in the Escrow Fund to be established pursuant to the Escrow Agreement relating to such series. The City Treasurer shall also transfer or cause the transfer of the amount on deposit in the redemption funds for each issue of Outstanding Bonds which is in excess of the amount needed to pay the interest on and principal of the respective issue of Outstanding Bonds on October 1, 1998, and any amount which may be on deposit in the improvement fund relating to such issue of Outstanding Bonds to the Escrow Holder for deposit in the Escrow Fund as provided in the Escrow Agreement relating to such issue of Bonds. SECTION 10. Other Acts. The officers and staff of the City are authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, which in consultation with staff, counsel to the City and bond counsel, they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds or otherwise effectuate the purposes of this resolution, and any and all such actions previously taken by such officers or staff members are hereby ratified and confirmed. vote: SECTION 11. Effective Date. This resolution shall take effect upon adoption. PASSED, APPROVED AND ADOPTED this 23 day of October, 1997, by the following AYES: Benson, Crites, Snyder, Spiegel, Kelly NOES: None. ABSENT: None. ABSTAINED: None. • ATTEST: 'Sheila R. 6111ligan City Clerk Ri d S. K l ly , Mayo of the City of Palm Desert, Calif rnia 804602.2 4 I, Sheila R. Gilligan , City Clerk of the City of Palm Desert. California. do hereby certify that the foregoing resolution was regularly introduced and adopted by the City Council of the City of Palm Desert, California, at a regular meeting thereof held on the 23 day of October , 1997 by the following vote of the Council: AYES: Benson, Crites, Snyder, Spiegel, Kelly NOES: None. ABSENT: None. ABSTAINED: None. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, this 23 day of October , 1997 Sheil- ' Gillig City Clerk 804602.2 5 STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) I, Sheila R. Gilligan , City Clerk of the City of Palm Desert, California, DO HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of Resolution No. 97-91 and that the same has not been amended or repealed. DATED: October 23 , 1997 -,-City Clerk of1,he City of Palm Desert, California 804602.2 6