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HomeMy WebLinkAboutResolution No. 97-R200 0 RESOLUTION NO. 97-R20 A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA APPROVING THE ISSUANCE OF ITS MERGED PROJECT AREA TAX ALLOCATION REFUNDING BONDS, 1997 SERIES A, APPROVING A THIRD SUPPLEMENT TO INDENTURES, AN OFFICIAL STATEMENT AND BOND PURCHASE AGREEMENT, SETTING THE MAXIMUM FINAL TERMS OF THE SALE OF THE BONDS AND MAKING CERTAIN DETERMINATIONS RELATING THERETO WHEREAS, the Redevelopment Agency of the City of Azusa (the "Agency") is a redevelopment agency duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law, being Section 33000 and following of the Health and Safety Code of the State of California (the "Community Redevelopment Law"), and the powers of the Agency include the power to issue bonds for any of its corporate purposes; and WHEREAS, pursuant to the Community Redevelopment Law, the City Council of the City of Azusa (the "City Council") has, by Ordinance No. 2062. adopted September 18, 1978, adopted a redevelopment plan for the Agency's Central Business District Redevelopment Project (the "CBD Project"), WHEREAS, pursuant to the Community Redevelopment Law, the City Council has, by Ordinance No. 2196, adopted November 28, 1983, adopted a redevelopment plan for the Agency's West End Redevelopment Project (the "West End Project"); WHEREAS, pursuant to the Community Redevelopment Law, the City Council has, by Ordinance No. 3282, adopted November 8, 1988, Ordinance No. 2062, as amended; and Ordinance No. 2196 to provide for the merger of the CBD Project and the West End Project into the Merged Project Area (the "Merged Project"); WHEREAS, to provide financing and refinancing for the CBD Project, the Agency has by its Resolution No. 292, adopted August 11, 1986, authorized the issuance of, and the Agency has issued, $6,130,000 principal amount of its Central Business District Redevelopment Project Tax Allocation Bonds, 1986 Series A (the "1986 CBD Bonds"), pursuant to a Trust Indenture (the "CBD Bond Indenture"), dated as of August 1, 1986, by and between the Agency and the Trustee named therein; WHEREAS, to provide financing and refinancing for the West End Project the Agency has by its Resolution No. 293, adopted August 11, 1986, authorized the issuance of, and the Agency has issued, $3,800,000 principal amount of its West End Redevelopment Project Tax Allocation Bonds, RVPUBTJMM27 0 0 Series 1986 (the "1986 West End Bonds") pursuant to a Trust Indenture (the West End Bond Indenture"), dated as of August 1, 1986, by and between the Agency and the Trustee named therein; WHEREAS, Sections 3.05 of the CBD Bond Indenture and the West End Bond Indenture, respectively, authorize the issuance by supplemental indenture of additional bonds payable on a parity with the CBD Bonds and the West End Bonds; WHEREAS, to provide financing for the Merged Project (of which the CBD Project and West End Project are constituent project areas under the Community Redevelopment Law), the Agency has by its Resolution No. 92-R25, adopted May 4, 1992, authorized the issuance of, and the Agency has issued, $6,065,000 principal amount of its Merged Project Area Tax Allocation Bonds, 1992 Series A (the "1992 Bonds"), pursuant to the CBD Bond Indenture, the West End Bond Indenture and a First Supplement to Trust Indentures, dated as of May 1, 1992, by and between the Agency and the Trustee named therein (the "First Supplement"); WHEREAS, to provide funds to refund the 1986 CBD Bonds and the 1986 West End Bonds; the Agency has by its Resolution No. 94-R8, adopted February 7, 1994, authorized the issuance of, and the Agency has issued, on a parity with the 1992 Bonds, $12,325,000 principal amount of its Merged Project Area Ta Allocation Bonds 1994 Series A (the "1994 Bonds") pursuant to the CBD Bond Indenture, the West End Bond Indenture and a Second Supplement to Trust Indenture, dated as of March 1, 1994, by and between the Agency and the Trustee named therein (the "Second Supplement'); WHEREAS, First Trust of California, National Association, is successor trustee (the "Trustee") under the CBD Indenture, the West End Indenture, the First Supplement and the Second Supplement, WHEREAS, it is in the interests of the Agency at this time to provide for the issuance of its Redevelopment Agency of the City of Azusa, Merged Project Area Tax Allocation Refunding Bonds, 1997 Series A, in the aggregate principal amount of not to exceed $7,000,000 (the "1997 Bonds"), on a parity with the 1994 Bonds, to provide funds to defease and advance refund the 1992 Bonds; WHEREAS, for these purposes, there has been presented to the meeting a Third Supplement to Trust Indenture, to be dated as of June 1, 1997 (the "Third Supplement'), which Third Supplement is a "Supplemental Indenture" within the meaning of the CBD Bond Indenture and the West End Bond Indenture and the 1997 Bonds are "Additional Bonds" within the meaning of the CBD Bond Indenture and the West End Bond Indenture, as amended and supplemented by the First Supplement and the Second Supplement, payable on a parity with the 1994 Bonds; WHEREAS, the CBD Bond Indenture, the West End Bond Indenture, the First Supplement, the Second Supplement and the Third Supplement are collectively referred to herein at the "Indentures", and RVPUB\FM\22327 -2- 0 0 WHEREAS, the Agency is authorized to sell the 1997 Bonds on a negotiated basis pursuant to the Community Redevelopment Law; NOW, THEREFORE, the Redevelopment Agency of the City of Azusa does hereby RESOLVE, DETERMINE AND ORDER as follows: Section 1. Approval of Issuan e of Bonds. The issuance of not to exceed $7,000,000 aggregate principal amount of the Agency's Merged Project Area Tax Allocation Refunding Bonds, 1997 Series A (the "1997 Bonds"), in order to provide a portion of the moneys required to refinance a portion of the Merged Project Area by means of defeasing and advance refunding the 1992 Bonds is hereby authorized and approved. Section 2. 'Third element. The form of Third Supplement to Trust Indentures, dated as of June 1, 1997, by and between the Agency and First Trust of California, National Association, as trustee (the "Third Supplement"), presented at this meeting is hereby approved and the Chairperson, the Vice Chairperson or the Executive Director and the Secretary of the Agency is and each of them are hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute, acknowledge and deliver said Third Supplement in substantially the form presented at this meeting with such changes therein as the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 3. Direction to Trustee. First Trust of California, National Association, as Trustee under the Indentures, is hereby directed to execute and deliver the Third Supplement and to take any and all action provided for therein to be taken by the Trustee. Section 4. Official Statement. The form of Preliminary Official Statement relating to the 1997 Bonds and presented to this meeting is hereby approved. The preparation of a Final Official Statement relating to the 1997 Bonds is hereby approved and the Chairperson, the Vice Chairperson or the Executive Director, is and each of them are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver a Final Official Statement containing such changes from the Preliminary Official Statement as may be approved by the Chairperson, the Vice Chairperson or the Executive Director, Bond Counsel and/or Agency Counsel, and the distribution of such Preliminary and Final Official Statements in connection with the sale of the 1997 Bonds is hereby authorized. The Chairperson, the Vice Chairperson or the Executive Director is and each of them are also authorized and directed to deem the Preliminary Official Statement final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 (the "Rule"), omitting only such information as is permitted under such Rule, and to execute an appropriate certificate stating the Agency's determination that the Preliminary Official Statement has been deemed final within the meaning of such Rule. Section 5. Form of 1997 Bonds. The form of the 1997 Bonds as set forth in the Third Supplement as presented to this meeting is hereby approved and the Chairperson or the Vice Chairperson and the Secretary or any Assistant Secretary are hereby authorized and directed to execute by manual or facsimile signature, in the name and on behalf of the Agency and under its seal, xveveTMM27 -3- 0 0 such 1997 Bonds in either temporary and/or definitive form in the aggregate principal amount set forth in the Third Supplement and all in accordance with the terms and provisions of the Indentures. Section 6. Final Terms of Sale of Bonds. The terms of the 1997 Bonds should be established by any of the Chairperson, Vice Chairperson or Executive Director in connection with the execution of the Bond Purchase Agreement referred to in Section 7 hereof, provided that: (i) the final principal amount of the various maturities of the 1997 Bonds shall not exceed $7,000,000 in the aggregate; (u) the refunding of the 1992 Bonds shall produce a present value savings to the Agency of three percent or more, using the yield on the 1997 Bonds for purposes of determining such savings; and (iii) the Underwriters discount for the purchase of the 1997 Bonds shall not exceed two percent (excluding any original issue discount). Section 7. Bond Rrchase Agreement. The form of Bond Purchase Agreement (the "Bond Purchase Agreement") providing for the sale of 1997 Bonds by the Agency to Seidler - Fitzgerald Public Finance, as Underwriter for the 1997 Bonds, presented at this meeting, and the purchase of Bonds upon the terms and conditions set forth therein is hereby approved and the Chairperson, the Vice Chairperson or the Executive Director is and each of them are hereby authorized and directed to execute and deliver on behalf of the Agency, said Bond Purchase 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 8. CoIllinuing Di clo ure Certificate. The form of Continuing Disclosure Certificate which has been attached to the Preliminary Official Statement to be executed by the Agency to comply with the provisions of Securities and Exchange Commission Rule 15c2 -12(b)(5) is hereby approved and any of the Chairperson, Vice Chairperson or Executive Director are and each of them is authorized to execute the Continuing Disclosure Certificate for, in the name of and on behalf of the Agency in substantially such form presented to this meeting with such changes therein as the officers executing the same conclusively evidence by the execution and delivery thereof. Section 9. Escrow Agreement. The form of Escrow Deposit and Trust Agreement by and between the Agency and First Trust of California, National Association, as Escrow Holder and relating to the defeasance and advance refunding of the Agency's Merged Project Area Tax Allocation Bonds, 1992 Series A (the "Escrow Agreement"), presented at this meeting is hereby approved and the Chairperson, the Vice Chairperson or the Executive Director is and each of them are authorized and directed for and in the name of and on behalf of the Agency, to execute, acknowledge and deliver said Escrow Agreement in substantially the form presented at this meeting with such changes therein as the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. RVPUB\FJBV.2327 -4- 0 0 Section 10. Retention of Professionals. The Agency hereby approves the retention of the following firms to provide the following services in connection with the issuance of the 1997 Bonds: (i) Seidler -Fitzgerald Public Finance, as underwriter; (ii) Best Best & Krieger LLP, as bond counsel; (iii) Quint & Thimmig LLP, as disclosure counsel; and (iv) Hdl Companies, Coren, Cone & Associates, as fiscal consultant. The Executive Director is hereby authorized to enter into agreements on behalf of the Agency with said firms for such services. Section 11. Requisitions. The Chairperson, the Vice Chairperson or the Executive Director are hereby authorized and directed to execute one or more requisitions authorizing the Trustee to pay the costs of issuing the 1997 Bonds from the proceeds of the 1997 Bonds, all pursuant to the Third Supplement. Section 12. Other Acts. The Chairperson, the Vice Chairperson and the Executive Director are hereby authorized and directed, jointly and severally, to do any and all things (including, but not limited to, obtaining a policy or policies of municipal bond insurance and/or a rating from a national rating agency with respect to the Bonds), to execute and deliver any and all documents which in consultation with Staff, Bond Counsel and Agency Counsel, they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the 1997 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. Section 13. Effective Date. This Resolution shall take effect upon adoption. PASSED, APPROVED AND ADOPTED this 19th day of May, 1997. Ason of e Redevelopment Agency of the City of Azusa I.1 Secretary of Y Redevelopment Agency of the City of Azusa avrus\FJe\22327 -5- 0 0 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss CITY OF AZUSA ) I, Adolph A. Solis, Secretary of the Redevelopment Agency of the City of Azusa, hereby certify that the above and foregoing Resolution No. 97-R20 was passed and adopted at a regular meeting of said the Board of said Agency held on the 19th day of May, 1997, by the following roll call vote. AYES: Hardison, Stanford, Rocha, Beebe, Madrid NOES: None ABSENT: None IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Sea] of the Redevelopment Agency of the City of Azusa this 199 day of May 1997. RVPUBTJMM27 -6-