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HomeMy WebLinkAboutResolution No. 08-C104Pi RESOLUTION NO. 08-C 104 0 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA SUPPLEMENTING A RESOLUTION OF THE CITY COUNCIL ADOPTED JUNE 2, 2008, PROVIDING FOR THE ISSUANCE OF ONE OR MORE SERIES OF CITY OF AZUSA TAXABLE PENSION OBLIGATION BONDS, AND RATIFYING ACTION TAKEN ON JUNE 2, 2008, APPROVING THE FORMS OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE, BOND PURCHASE AGREEMENT AND OFFICIAL STATEMENT AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, the City Council of the City of Azusa (the "City of Azusa" and the "City", respectively) adopted a retirement plan pursuant to the Public Employees' Retirement Law, commencing at Section 20000 of the Government Code of the State of California, as amended (the "PERS Law"); WHEREAS, among other things, the PERS Law obligates the City (1) to amortize the unfunded accrued actuarial liability to the California Public Employees' Retirement System (including any successor system establish6d by the State of California, (the "State Retirement System"), with respect to pension benefits for its employees who are members thereof, and (2) to make annual contributions to the State Retirement System to fund pension benefits for said employees; WHEREAS, the obligation of the City to pay its unfunded accrued actuarial liability to the State Retirement System and its normal annual contribution to the State Retirement System for its police, fire and miscellaneous pension plans (collectively, the "PERS Obligation") is evidenced by a contract between the City and the State Retirement System, dated as of December 20, 1948, as amended thereafter from time to time (collectively, the "PERS Contract"); WHEREAS, as of June 30, 2008, based upon the actuarial report of the State Retirement System, the City will have an obligation of approximately $7,763,106 pursuant to the PERS Law as an unfunded accrued actuarial liability of the City's Safety Plan of the State Retirement System; WHEREAS, the City currently has a normal annual contribution obligation of approximately $819,179 for public safety; WHEREAS, under and pursuant to a resolution (the "POB Resolution") adopted by the City Council on June 2, 2008, the City authorized the issuance of its taxable pension obligation bonds in one or more series (the "Bonds") in an aggregate principal amount equal to the sum of (a) the principal amount not to exceed the total amount of the PERS Obligation, (b) the costs of issuance of the Bonds (including underwriters' discount), and (c) the original issue discount (if any) on the Bonds, for the purpose of refunding the PERS Contract and thereby providing funds to the State Retirement System for investment; RVPUBUCBYRENS\754499.1 I 0 0 WHEREAS, the City, acting pursuant to the provisions of Section 860 et seq. of the California Code of Civil Procedure and Government Code Sections 53511 and 53589.5, filed a complaint in the Superior Court of the State of California for the County of Los Angeles seeking judicial validation of the proceedings and transactions relating to the issuance of the Bonds and any future series of bonds to be issued by the City in connection therewith and the court has entered a default judgment to the effect, among other things, that the Bonds are valid, legal and binding obligations of the City and in conformity with all applicable of law; WHEREAS, there were presented to the Council at its meeting of June 2, 2008, a form of an Indenture proposed to be entered into by and between the City and Wells Fargo Bank, National Association, as trustee (the "Trustee"), relating to the Bonds (the "Indenture"). WHEREAS, by action of the Council taken on June 2, 2008, the Council approved the forms of the Indenture, and has determined to now ratify such action taken; WHEREAS, there is presented to this meeting a form of Official Statement relating to the Bonds and a proposed form of Bond Purchase Agreement (the "Bond Purchase Agreement") between the City and the Underwriter, Chilton & Associates; WHEREAS, the City has full legal right, power and authority under the Constitution and the laws of the State of California to enter into the transactions hereinafter authorized; NOW THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the City Council of the City of Azusa, as follows: Section 1. Recitals. The foregoing recitals are true and correct and this Council hereby so finds and determines. Section 2. Indenture. The Council hereby ratifies its approval at the meeting of June 2, 2008 of the proposed form of Indenture, between the City and the Trustee and the execution thereof by of the Mayor, the Mayor Pro Tem, the City Manager, or the City Manager's designee (each, an "Authorized Representative"). Section 3. Bond Purchase Agreement. The Council hereby approves the proposed form of Bond Purchase Agreement, between the City and the Underwriter and the execution thereof by the Authorized Representative. The Bonds shall be issued in an amount not exceeding $9,000,000, with an interest rate in each maturity of the bonds not in excess of 7.50%. The underwriter's discount shall not exceed 1.25% of the par amount, exclusive of original issue discount. At the recommendation of the Underwriter, the City may privately place the Bonds so long as the limitations of the preceding sentence have not been exceeded. Section 4. Official Statement. The Council hereby approves of the Official Statement in preliminary form relating to the Bonds (the "Official Statement"), provided with this resolution, with such deletions, additions, or changes therein as shall be approved by an authorized representative and the City hereby authorizes and directs the preparation of a Final Official Statement, for and in the name of the City, substantially in the form of the Preliminary Official Statement, with such changes therein, as such Authorized Representative may approve, such approval to be conclusively evidenced by the execution and delivery of such Final Official RVPU8\KBYRENS\754499.1 2 0 0 Statement. The City has reviewed the substance of all disclosure documentation, has had the opportunity to ask questions and receive answers with respect to the Preliminary Official Statement, has satisfied itself as to. the accuracy and completeness of such disclosure. The City and the Underwriter are hereby directed to distribute copies of such Final Official Statement to all actual purchasers of the Bonds. Distribution by the City or the Underwriter of the Preliminary Official Statement relating to the Bonds is hereby approved and any one of the Authorized Representative is hereby authorized and directed, for and in the name and on behalf of the City, to execute a certificate confirming that such Preliminary Official Statement has been "deemed final" by the City for purposes of Securities and Exchange Commission Rule 15c2-12. Additionally, the Council hereby approves the continuing disclosure obligation attached to the Official Statement and hereby directs any Authorized Representative to cause such continuing disclosure obligation to be executed and delivered on behalf of the City pursuant to Rule 15c2- 12. Section 5. POB Resolution in Full Force and Effect. Except as otherwise herein specifically supplemented, all terms and provisions of the POB Resolution shall remain in full force and effect, and all authorizations, provisions and terms of the POB Resolution shall apply to this resolution with the same effect as if set forth herein. The officers and agents of the City are, and each of them hereby is, authorized and directed to do any and all things and to execute and deliver any and all documents which they or any of them deem necessary or advisable in order to consummate the transactions contemplated by this resolution, the Indenture, the Bond Purchase Agreement, the Official Statement and the Bonds and otherwise to carry out, give effect to and comply with the terms and intent of this resolution, and all such actions heretofore taken by such officers are hereby ratified, confirmed and approved. Section 6. Effective Date. This resolution shall take effect immediately upon its passage. PASSED AND ADOPTED by the City Council of the City of Azusa at a regular meeting on the 3rd day of November, 2008. Vp Rocha or of the City of Azusa, California ATTEST: Vera Mendoza City Clerk of the City of Azusa, California RVPUBVKBYRENW54499.) 3 0 CLERK'S CERTIFICATE I, Vera Mendoza, City Clerk of the City of Azusa, do hereby certify as follows: The foregoing resolution No. 08-C104 is a full, true and correct copy of a resolution duly adopted at a regular meeting of the City Council of said City duly and regularly held on the 3rd day of November, 2008, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present; and that at said meeting said resolution was adopted by the following vote: AYES: COUNCILMEMBERS: GONZALES, CARRILLO, MACIAS, HANKS, ROCHA NOES: COUNCILMEMBERS`. NONE ABSENT: COUNCILMEMBERS: NONE ABSTAINED: COUNCILMEMBERS: NONE Vera Mendoza City Clerk of the City of Azusa, California RV PUB\KBYRENS V 54499.1