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HomeMy WebLinkAboutRES CC 2013 3192 2013 0605 RESOLUTION NO. 2013-3192 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MOORPARK, CALIFORNIA AUTHORIZING AND APPROVING A CHANGE OF UNDERWRITER IN CONNECTION WITH THE ISSUANCE OF REFUNDING SPECIAL TAX BONDS FOR COMMUNITY FACILITIES DISTRICT NO. 2004-1 (MOORPARK HIGHLANDS) WHEREAS, this Council has conducted proceedings under and pursuant to Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing at Section 53311 of the California Government Code to form Community Facilities District No. 2004-1 (Moorpark Highlands) (the "CFD"), and, for the CFD authorized the levy of special taxes upon the land within the CFD, and to issue bonds secured by such special taxes the proceeds of which were used to finance certain public facilities, all as described in those proceedings; and WHEREAS, this Council heretofore in 2006 authorized, issued, sold and delivered its $38,030,000 City of Moorpark, Community Facilities District No. 2004-1 (Moorpark Highlands) Special Tax Bonds (the "Prior Bonds") to finance facilities necessary for development of property within the CFD; and WHEREAS, by resolution adopted March 20, 2013 (the "Prior Resolution"), this Council authorized and approved the issuance of special tax refunding bonds (the "Refunding Bonds") for the CFD to refund, in advance of their stated maturities, the Prior Bonds, and which refunding will result in a savings of interest costs levied on properties in the CFD as part of the special taxes, and approved the execution of certain documents providing for the issuance of the Refunding Bonds, including an agreement for the purchase of the Refunding Bonds (the "Bond Purchase Agreement") between the City and Piper Jaffray & Co. (the "Underwriter"); and WHEREAS, certain employees of Piper Jaffray & Co. who are familiar with the bond matters of the City have left the employment of Piper Jaffray & Co. and now are employed by Jefferies & Company, Inc.; and WHEREAS, this Council finds that it is in the best interest of the City to enter into the Bond Purchase Contract with Jefferies & Company, Inc.; and WHEREAS, this Council finds it necessary to amend the authorities granted in Section 4 of the Prior Resolution to designate the Mayor, Mayor Pro Tern and the City Manager each as an authorized officer authorized to execute and deliver certain documents and instruments for the issuance, sale and delivery of the Refunding Bonds. Resolution No. 2013-3192 Page 2 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MOORPARK DOES RESOLVE AS FOLLOWS: SECTION 1. Finding. This Council finds and determines that it would be prudent with regard to the issuance of the Refunding Bonds that the Bond Purchase Agreement approved in the Prior Resolution be entered into with Jefferies & Company, Inc. instead of Piper Jaffray & Co. SECTION 2. Amendment to Section 4 of Prior Resolution. Section 4 of the Prior Resolution is hereby amended to read as follows: "The Mayor, Mayor Pro Tern and City Manager (each an "Authorized Officer") are hereby separately authorized and directed to execute and deliver the documents and instruments herein specified in substantially the forms on file with the City Clerk, with such additions thereto or changes therein as are approved by the Authorized Officer upon consultation with City's bond counsel, including such additions or changes as are necessary or advisable to permit the timely issuance, sale and delivery of the Refunding Bonds, provided, however, that no additions or changes shall: (a) authorize an aggregate principal amount of Refunding Bonds in excess of $22,600,000; (b) result in a total interest cost not to exceed 4.95% per annum or such greater amount permitted by applicable law at the time of the sale of the Refunding Bonds; or (c) result in an underwriter's discount in excess of 1.25% of the aggregate principal amount of the Refunding Bonds; or (d) result in a maturity of the Refunding Bonds in excess of the remaining term of the Prior Bonds. The approval of such additions or changes shall be conclusively evidenced by the execution and delivery of the documents and instruments herein specified by the Authorized Officer." SECTION 3. Sale of Bonds. Approval of the form of Bond Purchase Agreement substantially in the form on file with the City Clerk at the time of adoption of the Prior Resolution is hereby ratified with the change of the Underwriter from Piper Jaffray & Co. to Jefferies & Company, Inc. The Mayor, Mayor Pro Tern and City Manager (each an "Authorized Officer") are hereby separately authorized and directed to execute the Bond Purchase Agreement for the City in accordance with the approval granted in the Prior Resolution, as modified herein. SECTION 4. Actions Authorized. An Authorized Officer is hereby authorized to execute and deliver on behalf of the City a fee agreement with Jefferies & Company, Inc., on terms which the Authorized Officer deems appropriate, which such Authorized Officer, or any of them, may deem necessary or advisable in order to consummate the providing of the services referred to herein in connection with the issuance and sale of the Refunding Bonds. All actions heretofore taken by the officers, employees and agents of the City with respect to the sale and issuance of the Refunding Bonds are hereby approved, confirmed and ratified, and any Authorized Officer is hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, which any of them, may deem necessary or advisable in order to consummate the lawful issuance of the Resolution No. 2013-3192 Page 3 Refunding Bonds and delivery of the Refunding Bonds to Jefferies & Company, Inc. in accordance with this resolution. SECTION 5. Effectiveness. This resolution shall take effect from and after its adoption. SECTION 6. Certification. The City Clerk shall certify to the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions. PASSED AND ADOPTED this 5th day of June, 2013. Ja a S. Parvin, Mayor ATTEST: Maureen Benson, City Clerk ��aCpFi Jay{ Resolution No. 2013-3192 Page 4 STATE OF CALIFORNIA ) COUNTY OF VENTURA ) ss. CITY OF MOORPARK ) I, Maureen Benson, City Clerk of the City of Moorpark, California, do hereby certify under penalty of perjury that the foregoing Resolution No. 2013-3192 was adopted by the City Council of the City of Moorpark at a regular meeting held on the 5th day of June, 2013, and that the same was adopted by the following vote: AYES: Councilmembers Mikos, Pollock, Van Dam, and Mayor Parvin NOES: None ABSENT: Councilmember Millhouse ABSTAIN: None WITNESS my hand and the official seal of said City this 10th day of June, 2013. Maureen Benson, City Clerk (seal) QP�K CAS/o � s