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HomeMy WebLinkAboutRES RD 2001 105 2001 1113RESOLUTION NO. 2001 -105 A RESOLUTION OF THE MOORPARK REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK, CALIFORNIA, AUTHORIZING THE ISSUANCE AND SALE OF 2001 TAX ALLOCATION BONDS AND APPROVING RELATED DOCUMENTS AND ACTIONS WHEREAS, Part 1 of Division 24 Code of the State of California, authorizes redevelopment agencies to purpose of financing the redevelopme benefit to redevelopment project agencies; and of the Health and Safety as amended (the "Law "), incur indebtedness for the at activities within or of areas of redevelopment WHEREAS, the Redevelopment Agency of the City of Moorpark (the "Agency ") now desires to finance redevelopment activities within or of benefit to the Agency's Moorpark Redevelopment Project (the "Redevelopment Project "); and WHEREAS, The Agency has determined at this time to issue its not to exceed $12,500,000 initial principal amount of revenue bonds (the "Bonds ") , under the provisions of the Law to such activities, with the payment of the principal of and interest on the Bonds to be secured by a parity pledge of tax increment revenues received by the Agency from the Redevelopment Project with the pledge thereof to the payment of the Agency's Moorpark Redevelopment Project 1999 Tax Allocation Refunding Bonds; and WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Bonds as contemplated by this Resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Law, and the Agency now desires to authorize the issuance of the Bonds, as provided herein. NOW, THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Issuance of the Bonds; Approval of the First Supplement. The Agency hereby authorizes the issuance of the Bonds in the initial principal amount of not to exceed $12,500,000. The Bonds shall be issued pursuant to the Law and an indenture of Trust, dated as of May 1, 1999 (the "Original indenture "), by and between the Agency and BNY Western Trust Company, as trustee (the Trustee ") , as supplemented by a First Resolution No. 2001 -105 Page 2 Supplemental Indenture of Trust, dated as of December 1, 2001 (the "First Supplement "), between the Agency and the Trustee. The Agency hereby approves the First Supplement in form on file with the Secretary, together with such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate, and the execution thereof by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Executive Director is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest the final form of the First Supplement for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the First Supplement as 'so executed, and hereby ratifies and confirms the provisions of the Original Indenture. SECTION 2. Sale of the Bonds. The Agency hereby approves the bond purchase agreement (the "Bond Purchase Agreement ") , by and among the Moorpark Public Financing Authority (the "Authority "), U.S. Bancorp Piper Jaffray, as underwriter (the "Underwriter ") and the Agency, in the form on file with the Secretary, together with such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate, and the execution thereof by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Executive Director is hereby authorized and directed to execute and deliver the final form of the Bond Purchase Agreement for and in the name and on behalf of the Agency. The Agency hereby approves the sale of the Bonds to the Authority, and the resale by the Authority of the Bonds to the Underwriter, pursuant to the Bond Purchase Agreement, so long as the Underwriter's discount, excluding original issue discount which does not constitute compensation to the Underwriter, with respect to the Bonds does not exceed 1.3500, the net interest cost of the Bonds does not exceed 7.000 %, and the principal amount of the Bonds is not in excess of $12,500,000. The Agency finds and determines that the issuance of the Bonds and the purchases and sale thereof by the Authority, as contemplated by the Bond Purchase Agreement, will result in savings in effective interest rates, bond. underwriting costs and bond issuance costs and thereby result in significant public benefits to the Agency within the contemplation of Section 6586 of the California Government Code. SECTION authorizes the 3. Official Statement. The Agency hereby Executive Director to approve and deem final Resolution No. 2001 -105 Page 3 within the meaning of Rule 15c2 -12 of the Securities Exchange Act of 1934, except for permitted omissions, a form of Official Statement describing the Bonds in the preliminary form on file with the Secretary, together with such changes thereto as the Executive Director may approve, including changes necessary to reflect the proper terms of the Bonds. Distribution of such preliminary Official Statement by the Underwriter to prospective purchasers of the Bonds is hereby approved. The Executive Director is hereby authorized to deem the Preliminary Official Statement final for purposes of the federal securities laws, and to so deem final and to execute the final form of the Official Statement, including as it may be modified by such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate, and the execution of the final Official Statement by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Agency hereby authorizes the distribution of the final Official Statement by the Underwriter. The final Official Statement shall be executed in the name and on behalf of the Agency by the Executive Director. SECTION 4. Delivery of the Bonds. The Bonds, when executed, shall be delivered to the Trustee for authentication. The Trustee is hereby requested and directed to authenticate the Bonds by executing the Trustee's certificate of authentication and registration appearing thereon, and to deliver the Bonds, when duly executed and authenticated, to upon the instruction of the Authority in accordance with written instructions executed on behalf of the Agency by the Executive Director, which instructions such officer is hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Authority or as otherwise directed by the Authority in accordance with the Bond Purchase Agreement upon payment of the purchase price therefor. SECTION S. Continuing Disclosure Certificate. The Continuing Disclosure Certificate, in the form on file with the Secretary, is hereby approved. The Executive Director is hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute and deliver the Continuing Disclosure Certificate in said form, with such additions thereto or changes therein as are deemed necessary, desirable or appropriate by the Executive Director, the approval of such changes to be conclusively evidenced by the execution and delivery by the Executive Director of the Continuing Disclosure Certificate. Resolution No. 2001 -105 Page 4 SECTION 6. Financial Advisor. The firm of Urban Futures Incorporated is hereby designated as Financial Advisor to the Agency with respect to the Bonds. SECTION 7. Bond Counsel and Disclosure Counsel. The firm of Quint & Thimmig LLP is hereby designated as Bond Counsel and as Disclosure Counsel to the Agency with respect to the Bonds. The Executive Director is hereby authorized and directed to execute an agreement with said firm for its services related to the Bonds, in the form on file with the Secretary. SECTION 8. Official Actions. The Chair, the Executive Director, the Treasurer and the Secretary of the Agency, and any and all other officers of the Agency, are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds. Whenever in this resolution any officer of the Agency is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. SECTION 9. The Agency Secret a adoption of this resolution, which sh upon its adoption, and shall cause a filed in the book of original $� utions. ry shall certify to the all take effect immediately certified resolution to be PASSED AND ADOPTED this ATTEST: Sm� Deborah S. Traffenstedt, dU �,9 IW9 tl7 LISHyg®l ESTABLISHED Agency Secretary �� Resolution No. 2001 -105 Page 5 STATE OF CALIFORNIA ) COUNTY OF VENTURA ) ss. CITY OF MOORPARK ) I, Deborah S. Traffenstedt, Secretary of the Redevelopment Agency of the City of Moorpark, California, do hereby certify under penalty of perjury that the foregoing Resolution No. 2001- 105 was adopted by the Redevelopment Agency of the City of Moorpark at a special meeting held on the 13th day of November, 2001 and that the same was adopted by the following vote: AYES: Agencymembers Harper, Mikos, Millhouse, Wozniak and Chair Hunter NOES: None ABSENT: None ABSTAIN: None WITNESS my hand and the official seal of said City this 10th day of December, 2001. ez� - G- I ;v Deborah S. Traffenste t, Agency Secretary (seal) EE1ABUSMED MARCH 18,1987