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HomeMy WebLinkAboutRES SA 2014 07 2014 0702 RESOLUTION NO. SA-2014-07 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK, CALIFORNIA REQUESTING DIRECTION TO UNDERTAKE PROCEEDINGS FOR THE ISSUANCE OF 2014 TAX ALLOCATION REFUNDING BONDS TO REFUND CERTAIN OUTSTANDING OBLIGATIONS OF THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK, APPROVING THE ISSUANCE OF SUCH REFUNDING BONDS AND THE EXECUTION AND DELIVERY OF THIRD SUPPLEMENTAL INDENTURE OF TRUST AND ESCROW AGREEMENT AND PROVIDING OTHER MATTERS RELATING TO THE ISSUANCE OF THE REFUNDING BONDS WHEREAS, the Redevelopment Agency of the City of Moorpark (the "Former Agency") was a public body, corporate and politic, duly established and authorized to transact business and exercise powers under and pursuant to the provisions of the Community Redevelopment Law of the State of California, constituting Part 1 of Division 24 of the Health and Safety Code of the State (the "Redevelopment Law"); WHEREAS, a redevelopment plan for the Moorpark Redevelopment Project was adopted in compliance with all requirements of the Redevelopment Law; WHEREAS, pursuant to Section 34172(a) of the California Health and Safety Code (unless otherwise noted, all Section references hereinafter being to such Code), the Former Agency has been dissolved and no longer exists as a public body, corporate and politic, and pursuant to Section 34173, the City of Moorpark has become the successor entity to the Former Agency (the "Successor Agency"); WHEREAS, prior to the dissolution of the Former Agency, the Former Agency issued its (i) $9,860,000 initial principal amount of Redevelopment Agency of the City of Moorpark, Moorpark Redevelopment Project 1999 Tax Allocation Refunding Bonds (the "1999 Bonds") for the purpose of refunding in full, the Former Agency's Moorpark Redevelopment Project 1993 Tax Allocation Bonds; (ii) $11,625,000 initial principal amount of Redevelopment Agency of the City of Moorpark, Moorpark Redevelopment Project 2001 Tax Allocation Bonds (the "2001 Bonds" and together with the 1999 Bonds, the "Prior Bonds") for the purpose of financing redevelopment projects of the Former Agency; and (iii) $11 ,695,000 initial principal amount of the Redevelopment Agency of the City of Moorpark, Moorpark Redevelopment Project 2006 Tax Allocation Bonds (the "2006 Bonds"), for the purpose of financing redevelopment projects of the Former Agency; WHEREAS, Section 34177.5(a)(1) authorizes the Successor Agency to undertake proceedings for the refunding of outstanding bonds and other obligations of the Former Agency in order to achieve debt service savings within the parameters set forth in Section 34177.5(a)(1) (the "Savings Parameters"), and to issue bonds for such Resolution No. SA-2014-07 Page 2 purpose pursuant to Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code (the "Refunding Law"); WHEREAS, the Successor Agency has determined, based on current conditions in the municipal bond market, that it will achieve debt service savings in compliance with the Savings Parameters as evidenced by the analysis prepared by its Financial Advisor, describing potential savings that will accrue to the Successor Agency and to applicable taxing entities as a result of the refunding of the Prior Bonds (the "Debt Service Savings Analysis"); WHEREAS, the Successor Agency proposes to achieve the potential debt service savings evidenced by the Debt Service Savings Analysis by the issuance of its Successor Agency to the Redevelopment Agency of the City of Moorpark 2014 Tax Allocation Refunding Bonds (the "Refunding Bonds") pursuant to the Law, the Refunding Law and a Third Supplemental Indenture of Trust (the "Third Supplement"), supplementing an Indenture of Trust, dated as of May 1 , 1999 (the "Original Indenture"), the First Supplemental Indenture of Trust, dated as of December 1, 2001 (the "First Supplement") and the Second Supplemental Indenture of Trust, dated as of December 1, 2006 (the "Second Supplement" and together with the Original Indenture, First Supplement and the Third Supplement, the "Indenture"), by and between The Bank of New York Mellon Trust Company, N.A. and the Former Agency on file with the Secretary; WHEREAS, debt service on the Refunding Bonds will be payable on a parity basis with the 2006 Bonds; WHEREAS, pursuant to Section 34179, an oversight board (the "Oversight Board") has been established for the Successor Agency and the Successor Agency requests that the Oversight Board direct the Successor Agency to undertake proceedings for the issuance of the Refunding Bonds, it being understood that such direction by the Oversight Board will enable the Successor Agency to recover its related costs in connection with the refunding proceedings, as authorized by Section 34177.5(f); WHEREAS, the Successor Agency, with the aid of its staff, has reviewed the Indenture and the Escrow Deposit and Trust Agreement relating to the refunding of the Prior Bonds (the "Escrow Agreement") and the Successor Agency wishes to approve the Indenture and the issuance, sale and delivery of the Refunding Bonds and to approve the Escrow Agreement; WHEREAS, the Successor Agency also requests that the Oversight Board approve the issuance, sale and delivery of the Refunding Bonds by the Successor Agency, as authorized by Section 34177.5(f), and that the Oversight Board make certain determinations described below on which the Successor Agency will rely in undertaking the refunding proceedings and the issuance, sale and delivery of the Refunding Bonds; Resolution No. SA-2014-07 Page 3 WHEREAS, following approval by the Oversight Board of the issuance of the Refunding Bonds by the Successor Agency to be effective upon approval by the California Department of Finance of such approval by the Oversight Board, the Successor Agency, with the assistance of Jones Hall, as its legal counsel, Urban Futures, Inc., as its Financial Advisor and Jeffries Group LLC, as underwriter, will cause to be prepared a form of Official Statement describing the Refunding Bonds and containing material information relating to the Refunding Bonds, the preliminary form of which will be submitted to the Successor Agency for approval for distribution by the underwriter of the Refunding Bonds to persons and institutions interested in purchasing the Refunding Bonds; and WHEREAS, the Successor Agency will approve a purchase contract with the underwriter and will authorize and direct its officers and staff to implement the sale and delivery of the Refunding Bonds to the underwriter pursuant to the purchase contract. NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK DOES HEREBY RESOLVE AS FOLLOWS: Determination of Savings. The Successor Agency has determined that there are significant potential savings available to the Successor Agency and to applicable taxing entities in compliance with the Savings Parameters by the issuance by the Successor Agency of the Refunding Bonds to provide funds to refund the Prior Bonds, all as evidenced by the Debt Service Savings Analysis on file with the Secretary of the Successor Agency, which Debt Service Savings Analysis is hereby approved. SECTION 2. Request for Direction. The Oversight Board is hereby requested to direct the Successor Agency to undertake the refunding proceedings pursuant to Section 34177.5(a)(1) for the issuance, sale and delivery of the Refunding Bonds. SECTION 3. Approval of Issuance of the Refunding Bonds. The Successor Agency hereby authorizes and approves the issuance of the Refunding Bonds pursuant to the Refunding Law in the aggregate principal amount of not to exceed $15,000,000 for the purpose of providing funds to refinance the Prior Bonds in whole or in part. The Successor Agency further authorizes the sale of the Refunding Bonds, provided that the Refunding Bonds shall bear interest at such rates and shall be sold at such a price so as to achieve the Savings Parameters required to be met by Section 34177.5(a)(1). SECTION 4. Indenture of Trust. The Successor Agency hereby approves the Indenture prescribing the terms and provisions of the Refunding Bonds and the application of the proceeds of the Refunding Bonds. Each of the Mayor, as the presiding officer of the Successor Agency, or the City Manager of the City of Moorpark, as the chief administrative officer of the Successor Agency, or a designee of such authorized individual (each, an "Authorized Officer"), is hereby authorized and directed to execute and deliver, and the City Clerk, as the secretary of the Successor Agency, is hereby authorized and directed to attest to, the Third Supplement for and in the name Resolution No. SA-2014-07 Page 4 and on behalf of the Successor Agency, in substantially the form on file with the City Clerk, with such changes therein, deletions therefrom and additions thereto as the Authorized Officer shall approve, such approval to be conclusively evidenced by the execution and delivery of the Third Supplement. The Successor Agency hereby authorizes the delivery and performance of the Third Supplement. SECTION 5. Issuance in Separate Series. The Refunding Bonds may be issued as a single issue, or from time to time in separate series, as the Successor Agency shall determine. The approval of the issuance of the Refunding Bonds by the Successor Agency and by the Oversight Board shall constitute the approval of each and every separate series of Refunding Bonds, without the need for any further approval from the Oversight Board, provided that each such separate series of Refunding Bonds complies with the Saving Parameters required to be met by Section 34177.5(a)(1). SECTION 6. Escrow Agreement. The Successor Agency hereby approves the Escrow Agreement (which may be a separate agreement for each series) prescribing the provisions for refunding the Prior Bonds. Each Authorized Officer is hereby authorized and directed to execute and deliver, and the City Clerk, as the secretary of the Successor Agency, is hereby authorized and directed to attest to, the Escrow Agreement for and in the name and on behalf of the Successor Agency, in substantially the form on file with the City Clerk, with such changes therein, deletions therefrom and additions thereto as the Authorized Officer shall approve, such approval to be conclusively evidenced by the execution and delivery of the Escrow Agreement. The Successor Agency hereby authorizes the delivery and performance of the Escrow Agreement, and any additional escrow agreements determined to be necessary by an Authorized Officer in order to refinance the Prior Bonds. SECTION 7. Oversight Board Approval of the Issuance of the Refunding Bonds. The Successor Agency hereby requests that the Oversight Board approve the issuance, sale and delivery of the Refunding Bonds pursuant to this Resolution and the Indenture, as above described. SECTION 8. Filing of this Resolution. The Secretary of the Successor Agency is hereby authorized and directed to file a certified copy of this Resolution with the Oversight Board, together with the Debt Service Savings Analysis, and, as provided in Section 34180(j), with the Ventura County Administrative Officer, the Ventura County Auditor-Controller and the California Department of Finance. SECTION 9. Determinations by the Oversight Board. The Successor Agency requests that the Oversight Board make the following determinations upon which the Successor Agency will rely in undertaking the refunding proceedings and the issuance, sale and delivery of the Refunding Bonds: (a) The Successor Agency is authorized, as provided in Section 34177.5(f), to recover its costs related to the issuance of the Refunding Bonds from the proceeds of the Refunding Bonds, including the cost of reimbursing the Resolution No. SA-2014-07 Page 5 City of Moorpark for administrative staff time spent with respect to the authorization, issuance, sale and delivery of the Refunding Bonds; (b) The application of proceeds of the Refunding Bonds by the Successor Agency to the refunding and defeasance of the Prior Bonds, as well as to the payment by the Successor Agency of all costs of issuance of the Refunding Bonds, as provided in Section 34177.5(a), shall be implemented by the Successor Agency promptly upon sale and delivery of the Refunding Bonds, and, notwithstanding Section 34177.3 or any other provision of law to the contrary, no further approval of the Oversight Board, the California Department of Finance, the Ventura County Auditor-Controller or any other person or entity other than the Successor Agency shall be required; (c) The Successor Agency shall be entitled to receive its full Administrative Cost Allowance under Section 34181 (a)(3) without any deductions with respect to continuing costs related to the Refunding Bonds, such as trustee's fees, auditing and fiscal consultant fees and continuing disclosure and rating agency costs (collectively, "Continuing Costs of Issuance"), and such Continuing Costs of Issuance shall be payable from property tax revenues pursuant to Section 34183. In addition and as provided by Section 34177.5(f), if the Successor Agency is unable to complete the issuance of the Refunding Bonds for any reason, the Successor Agency shall, nevertheless, be entitled to recover its costs incurred with respect to the refunding proceedings from such property tax revenues pursuant to Section 34183 without reduction in its Administrative Cost Allowance. SECTION 10. Appointments. The appointments of Urban Futures, Inc., as Financial Advisor and Jones Hall, A Professional Law Corporation, as bond counsel and disclosure counsel, and Jeffries Group LLC, as underwriter, are hereby confirmed to act on behalf of the Successor Agency in the presentation of this Resolution and the Debt Service Savings Analysis to the Oversight Board and for purposes of the proceedings for the issuance, sale and delivery of the Refunding Bonds. SECTION 11. Official Actions. The Authorized Officers and any and all other officers of the Successor Agency are hereby authorized and directed, for and in the name and on behalf of the Successor Agency, to do any and all things and take any and all actions, which they, or any of them, may deem necessary or advisable in obtaining the requested approvals by the Oversight Board and the California Department of Finance and to implement the sale and delivery of the Refunding Bonds to the Underwriter. Whenever in this Resolution any officer of the Successor Agency is directed 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 is absent or unavailable. Resolution No. SA-2014-07 Page 6 SECTION 12. Effective Date. This Resolution shall take effect from and after its passage and adoption. PASSED AND ADOPTED this 2nd day of July, 2014. dJ ice S. Parvin, Chair ATTEST: �pR C4 thimpteAllis Maureen Benson, Agency Secretary 09,.E Resolution No. SA-2014-07 Page 7 STATE OF CALIFORNIA COUNTY OF VENTURA ) ss. CITY OF MOORPARK I, Maureen Benson, Secretary of the Successor Agency of the Redevelopment Agency of the City of Moorpark, California, do hereby certify under penalty of perjury that the foregoing Resolution No. 2014-SA-07 was adopted by the Successor Agency of the Redevelopment Agency of the City of Moorpark at a regular meeting held on the 2nd day of July, 2014, and that the same was adopted by the following vote: AYES: Agency Members Mikos, Millhouse, Pollock, Van Dam, and Chair Parvin NOES: None ABSENT: None ABSTAIN: None WITNESS my hand and the official seal of said City this 16th day of July, 2014. Maureen Benson, Agency Secretary (seal) " ° 4 0 ratettA :Ka I • 411 t?tt