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HomeMy WebLinkAboutResolution No. 03-R436 0 RESOLUTION NO. 03-R43 A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA APPROVING THE ISSUANCE OF ITS AMENDED AND RESTATED MERGED CENTRAL BUSINESS DISTRICT AND WEST END REDEVELOPMENT PROJECTS TAX ALLOCATION REFUNDING BONDS, 2003 SERIES A, APPROVING A FOURTH 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 WHEREAS, the Redevelopment Agency of the City cf 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 ACommunity Redevelopment Lawe), and the powers of the Agency include the power to issue bonds for any of its corporate purposes; and WHEREAS, pursuant to the provisions of Article 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California (the "Refunding Bond law"), the Agency may refund its outstanding bonds and indebtedness consistent with the provisions of the Refunding Bond Law; and WHEREAS, pursuant to the Community Redevelopment Law, the City Council ofthe City of Azusa (the "City Council") has, by Ordinance No. 2062. adopted September 18, 1978, adopted a redevelopment plan forthe 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 an ordinance effective as of November 6, 2003, provided for the amendment and restatement ofthe Merged CBD Project and the West End Project (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, RVPUDKAB1661904 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, 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 Tax Allocation Bonds 1994 Series A (the 11994 Bonds4) 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 ASecond Supplemente); WHEREAS, pursuant to Resolution No. 97-R20 adopted May 19, 1997, the Agency authorized the issuance of its $6,470,000 aggregate principal amount Merged Project Area Tax Allocation Refunding Bonds, 1997 Series A (the 1997 Bonds") for the purpose of refunding the 1992 Bonds pursuant to the CBD Bond Indenture, the West End Bond Indenture and a Third Supplement to Trust Indenture dated as of September 1, 1997 (the "Third Supplement"); WHEREAS, Wells Fargo Bank, National Association, is successor trustee (the'Tnustee')uudathe CBD Indenture, the West End Indenture, the First Supplement, the Second Supplement and the Third 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, Amended and Restated Merged Central Business District and West End Redevelopment Project Tax Allocation Refunding Bonds, 2003 Series A, in the aggregate principal amount of not to exceed $12,100,000 (the '2003 Bonds"), on a parity with the 1997 Bonds, to provide funds to defease and refund on a current basis the 1994 Bonds; RVPUB Aft61904 WHEREAS, for these purposes, there has been presented to the meeting a Fourth Supplement to Trust Indenture, to be dated as of December 1, 2003 (the "Fourth Supplement'), which Fourth Supplement is a "Supplemental Indenture" within the meaning of the CBD Bond Indenture and the West End Bond Indenture and the 2003 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, the Second Supplement and the Third Supplement, payable on a parity with the 1997 Bonds; WHEREAS, the CBD Bond Indenture, the West End Bond Indenture, the First Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement are collectively referred to herein as the Alndentures@; and WHEREAS, the Agency is authorized to sell the 2003 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 Issuance of Bonds. Pursuant to the Refunding Bond Law, the issuance of not to exceed $12,000,000 aggregate principal amount of the Agency's Amended and Restated Merged Central Business District and West End Redevelopment Projects Tax Allocation Refimding Bonds, 2003 Series A (the "2003 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 refunding on a current basis the 1994 Bonds is hereby authorized and approved. Section 2. Fourth Supplement. The form of Fourth Supplement to Trust Indentures, dated as of December 1, 2003, by and between the Agency and Wells Fargo Bank, National Association, as trustee (the "Fourth 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 Fourth 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. Wells Fargo Bank, National Association, as Trustee under the Indentures, is hereby directed to execute and deliver the Fourth 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 2003 Bonds and presented to this meeting is hereby approved. The preparation of a Final Official Statement relating to the2003 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 RVPUI AHY,61904 0 0 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 2003 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 2003 Bonds. The form of the 2003 Bonds as set forth in the Fourth 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, such 2003 Bonds in either temporary and/or definitive form in the aggregate principal amount set forth in the Fourth 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 2003 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 aggregate principal amount ofthe various maturities ofthe 2003 Bonds shall not exceed $12,000,000 in the aggregate; (i) the shall have a true interest cost ofnot to exceed 5.00%; and (iii) the Underwriter's discount for the purchase of the 2003 Bonds shall not exceed .50% percent. Section 7. Bond Purchase Agreement. The form of Bond Purchase Agreement (theABord Purchase Agreements) providing for the sale of 2003 Bonds by the Agency to UBS Financial Services Inc., as Underwriter for the 2003 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. Continuing Disclosure Certificate. The form of Continuing Disclosrue 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 Wells Fargo Bank, National Association, as Escrow Holder and relating to the defeasance and advance refunding of the Agency's Merged Project Area Tax Allocation Bonds, 1994 RVPUMKABK61904 Series A (theAEscrow 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. Section 10. 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 2003 Bonds from the proceeds of the 2003 Bonds, all pursuant to the Fourth 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 2003 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 1 s' da �X of 0�ecember, 2003. Chairperson of the Redevelopment Agency of the City of Azusa ATTEST: SR'retary of the Redevelopment Agency of the City of Azusa RVPUMKAB 61904 • 0 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss CITY OF AZUSA ) 1, vara Man(in?a Secretary ofthe Redevelopment Agency ofthe City of Azusa, hereby certify that the above and foregoing Resolution No. 0 3-g4 3 was passed and adopted ata regular meeting of said the Board of said Agency held on the 1 n day of December, 2003, by the following ME can vote: AYES: DIRECTORS: HARDISON, STANFORn, ROCHA, CHAGNON MADRID NOES: DIRECTORS: NONE ABSENT: DIRECTORS: NONE IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Seal of the Redevelopment Agency of the City of Azusa this 1 s tday of Dec. 2003.. RVPURKAB`661"4 6