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Home My WebLink AboutCC Res 4831 2000-08-14 RESOLUTION NUMBER ~I RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH APPROVING ISSUANCE AND SALE OF NOT TO EXCEED $ 1,800,000 MILLION PRINCIPAL AMOUNT OF AUTHORITY 2000 REFUNDING REVENUE BONDS; APPROVING FORM AND SUBSTANCE OF INDENTURE OF TRUST AND AUTHORIZING CHANGES THERETO; APPROVING A PRELIMINARY OFFICIAL STATEMENT AND AUTHORIZING CHANGES THERETO; APPROVING A LOCAL OBLIGATION PURCHASE CONTRACT, A BOND PURCHASE CONTRACT, A CONTINUlNG DISCLOSURE CERTIFICATE AND AN ENGAGEMENT LETTER WITH FULBRIGHT & JAWORSKI, L L.P , AND AUTHORIZING CHANGES THERETO AND EXECUTION AND DELIVERY OF EACH; AND AUTHORIZING RELATED ACTIONS NECESSARY TO IMPLEMENT THE PROPOSED REFUNDING PROGRAM (2000 Authority Refunding Revenue Bonds) I WHEREAS, the City Council of the City of Seal Beach (the "City"), by proceedings duly had and taken, provided for the issuance of its Limited Obligation Improvement Bonds (thc "Prior Bonds") for the City's Assessment District No. 94-1 (Surfside Colony) (the "Prior Assessment District") under and pursuant to the conditions and tenns of the Improvement Bond Act of 1915 (the "1915 Act"), the unmatured portion of which is now outstanding; and WHEREAS, the City Council of the City has, by prior resolution, declared its intention to issue limited obligation refunding bonds (the "Local Obligations") pursuant to the Refunding Bond Act of 1984 for 1915 Improvement Act Bonds (the "Reassessment Act") for the purpose of refunding the unmatured portion of the Prior Bonds now outstanding under and pursuant to the conditions and terms of the Reassessment Act and to provide for the levy and collection of reassessments as security for the Local Obligations; and I WHEREAS, the rcfunding program recommcnded by City stafTand consultants entails issuance by the Seal Beach Public Financing Authority (the "Authority") of its 2000 Refunding Revenue Bonds (the "2000 Refunding Revenue Bonds"), to be issued pursuant to and under the terms of an Indenture of TIUSt (the "Indenture") pertaining thereto, to be dated as of August I, 2000, by and between the Authority and BNY Western TIUSt Company, as trustee (the "TlUstee"), with the procceds of sale to be derivcd from the sale to Sutro & Co. Incorporated (the "Underwritcr") of the 2000 Refunding Revenue Bonds to be used by the Authority, when combined with available funds pertaining to the Prior Bonds, to (a) purchase the Local Obligations, (b) establish a reserve fund for the 2000 Refunding Revenue Bonds, and (c) pay the costs of issuance respecting the Local Obligations and the 2000 Refunding Revenue Bonds, and WHEREAS, in furtherance of implementing the proposed refunding program, the following documents have been prepared, reviewed and approved as to form by City staff, and filed with the City Clerk: (a) the Preliminarv Official Statement, pertaining primarily to the 2000 Refunding Revenue Bonds but also dcscribing the refunding program, the Local Obligations, the Prior Assessment District and certain othcr information deemed material to an informed investment I decision respecting the 2000 Refunding Revenue Bonds; (b) a Local Obligation Purchase Contract, by which the Authority proposes to purchase the Local Obligations from the City; (c) a Bonil: Purchase Contract, by which the Authority proposes to sell and the Underwriter proposes to purchase the 2000 Refunding Revenue Bonds from the Authority, (d) the Indenture, pursuant to which the 2000 Refunding Revenue Bonds are to be issucd and administered by the TlUstee; I I I Resolution Number ~-!/ (e) a Continuing Disclosure Certificate of the City, to be exccuted by the City, pursuant to which the City is providing for continuing disclosurc in compliance with the requirements of Rule 15c(2)-12 ("Rule 15c(2)-12"). promulgated by the United Statcs Securities and Exchange Comn~ission under the Sccuritics Exchange Act uf 1934; and (I) an EnlJ.agement Letter, by which Fulbright & Jaworski, L L.P., offers to provide legal services to thc City and, through the City to the Authority, as Disclosure Cuunsel with respect to thc 2000 Refunding Revenuc Bonds of the Authority'and the related legal proceedings of thc City for the issuance and sale of the Local Obligations and the refunding of the Prior Bonds. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Seal Beach as follows' Section I and determines. The forcgoing recitals are true and correct, and this City Council so finds Section 2 This City Council hereby finds and determines that the issuance of the 2000 Refunding Revcnue Bonds, the refunding of the Prior Bonds and the acquisition of the Local Obligations by the Authority will rcsult in significant public benefits, including demonstrable savings in etlcctive interest rate, bond preparation, bond lInderwriting and bond issuance costs. Scction 3 The Preliminary Official Statemcnt, (thc "Preliminary Official Statcment"), submittcd to this meeting and on file with the City Clcrk, is hereby approved, with such changcs as the Treasurer of the Authority or designee shall approve prior to delivery and distribution thercof in connection with the public offering by the Underwriter of the 2000 Rcfunding Revenue Bonds. Section 4. The form of Local Obligation Purchase Contract (the "Local Obligation Purchase Contract"), submitted to this meeting and on file with thc City Clerk, is hereby approved, with such changes as the Administrative Services Director ur designee shall approve, such approval to bc conclusively cstablished by the execution thcreof. The Administrativc Services Director is hereby authorized and directed, for and in the namc and on behalf of the City, to execute and deliver to the Authority the Local Obligation Purchase Contract in substantially said limn, providing lor the salc of the Local Obligations to thc Authority at par. The Local Obligations shall mature in the principal amounts in the years and shall bear interest at the interest rates provided in Exhibit A of the Local Obligation PlIrchase Contract, which Exhibit A shall be attached thercto prior to execution thereof on behalf of the City. Section 5. The form of Bond Purchase Contract (the "Bond Purchase Contract"), submitted to this meeting and on file with the City Clerk. is hereby approved, with such changes as shall be approved by the officer of the Authority executing the Bond Purchase Contract on behalf of the Authority, such approval to be conclusively established by execution of the Bond Purchase Contract on behalf of the Authority by such officer. Section 6 The form of the Indenture, submitted to this mccting and on file with the City Clerk, is hereby approved, with such changes as shall be approved by the officer of the Authority executing the Indenture on behalf of the Authority, such approval to be conclusively established by execution of the Indeilture on behalf of the Authority by such officer Section 7 The form of Continuing Disclosure Certificate of the City, submitted to this meeting and on file with the City Clerk, is hereby approved, with such changes as thc Administrativc Selvices Dircctor or designce thercof shall approvc, such approval to be cunclusively cstablished by the execution thereof. The Administrative Services Director or designee thereof is authorized and directed to execute and deliver the Continuing Disclosure Ccrtificate of thc City to thc Underwriter on behalf of the City, acting as agent for the Authority. Sectiun 8. The form of engagement letter (the "Engagement Letter") from Fulbright & Jaworski, L.L.P ("Disclosure Counsel"), submitted to this meeting and on file with the City Clerk, pursuant to which to which Disclosure Counsel proposes to provide legal services to the City, and through the City to the Authority, with respect to the 2000 Refunding Revenue Bonds Resolution Number~ and related aspccts of thc rcfunding program, is hereby approved, with such changes as the Administrative Services Director or designce shall approve, such approval to be conclusively established by the execution thereof. The Administrative Selvices Director or designee thereof is authorized and directed to exccute and deli vcr the Engagemcnt Letter to Disclosure Counsel on behalf of the City Section 9 All actions heretofore taken by the officers and agents of the City with respect to notice of advanced redemption to the holders of thc outstanding Prior Bonds, the sale, execution and delivery of thc Local Obligations, and the other transactions authorized and I contemplated herein are hereby approved, confirmed and ratified Notwithstanding any provision of this resolution authorizing the Administrative Scrvices Dircctor to take any action or execute any document to the contrary, in the absence of the Administrative Services Director or in lieu of the Administrative Selvices Director, thc pcrson designated in writing by the Administrative Services Dircctor, may take such action or cxecute such document with like effect as fully as though named in this resolution instead of the Administrative Services Director. Section 10 This resolution shall take effect immediately upon its adoption. /4-."'" day of a. PASSED, APPROVED AND ADOPTED on this by thc following vote. ABSENT: Councihnember ,2000 AYES. Councihnember NOES' Councihnember '-AfIf;J;;4J~ Mayo a ICla. mpbell Clerk ATE OF CALIFORNIA) COUNTY OF ORANGE ) SS CITY OF SEAL BEACH ) I I, Joanne M Yeo, City Clcrk of Seal Beach, Califor~~~ do hercby cCltify that the forcgoing resolution is the original copy of Resolution Number3~ on file inlhe office of the City Clerk, passed, approvcd, and adopted ~the City Council of the . of Seal each, at a regular meeting thereof held on the /t/~ day of ,2000. , I