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HomeMy WebLinkAboutRES OB 2016 088 2016 0315 RESOLUTION NO. OB-2016-88 A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK, CALIFORNIA, FOR THE REGULAR MEETING OF MARCH 15, 2016, DIRECTING PREPARATION OF PROCEEDINGS FOR THE REFUNDING OF CERTAIN OUTSTANDING OBLIGATIONS OF THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK, APPROVING ISSUANCE OF REFUNDING BONDS, MAKING CERTAIN DETERMINATIONS WITH RESPECT TO THE REFUNDING BONDS AND PROVIDING OTHER MATTERS RELATING THERETO 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 "Law"); and WHEREAS, pursuant to Section 34172(a) of the California Health and Safety Code (unless otherwise stated, all Section references hereinafter being to such Code), the Former Agency has been dissolved and no longer exists, and pursuant to Section 34173, the City of Moorpark (the "City") has become the successor entity to the Former Agency (the "Successor Agency"); and 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") 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; and WHEREAS, Section 34177.5 authorizes the Successor Agency to issue refunding bonds 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") for the purpose of achieving debt service savings within the parameters set forth in Section 34177.5(a)(1) (the "Savings Parameters"); and WHEREAS, on November 18, 2014, the Successor Agency issued its 2014 Tax Allocation Refunding Bonds (the "2014 Bonds") to refund the 1999 Bonds and 2001 Bonds, pursuant to the Law, the Refunding Law, approval of the Oversight Board and Department of Finance, and a supplement to an Indenture of Trust, dated as of May 1, 1999 (the "Original Indenture"), by and between The Bank of New York Mellon Trust Company, N.A. and the Former Agency; and Resolution No. OB-2016-88 Page 2 WHEREAS, the Successor Agency has determined that, based on current conditions in the municipal bond market, it will achieve debt service savings in compliance with the Savings Parameters as evidenced by the analysis prepared by its Municipal Advisor, Urban Futures, Incorporated, describing potential savings that will accrue to the Successor Agency and to applicable taxing entities as a result of the refunding of the 2006 Bonds (the "Debt Service Savings Analysis"); and WHEREAS, the Successor Agency proposes to achieve the potential debt service savings evidenced by the Debt Service Savings Analysis by refunding the 2006 Bonds from the issuance of its Successor Agency to the Redevelopment Agency of the City of Moorpark 2016 Tax Allocation Refunding Bonds (the "Refunding Bonds") pursuant to the Law, the Refunding Law and a Fourth Supplemental Indenture of Trust (the "Fourth Supplement"), supplementing the Original Indenture, as supplemented by a First Supplemental Indenture of Trust, dated as of December 1, 2001 (the "First Supplement"), a Second Supplemental Indenture of Trust, dated as of December 1, 2006 (the "Second Supplement") and a Third Supplemental Indenture of Trust, dated as of November 1, 2014 (the "Third Supplement" and together with the Original Indenture and all supplements, the "Indenture"), which Fourth Supplement is on file with the Secretary; and WHEREAS, debt service on the Refunding Bonds will be payable on a parity basis with the 2014 Bonds; and WHEREAS, pursuant to Section 34179, this Oversight Board has been established for the Successor Agency, and the Successor Agency by Resolution No. SA-2016-12 of its governing board adopted March 2, 2016, (the "Successor Agency Resolution") requested that the Oversight Board pursuant to §34177.5(f) direct the Successor Agency to undertake such refunding proceedings by 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); and WHEREAS, in the Successor Agency Resolution, the Successor Agency approved the issuance of the Refunding Bonds and authorized the execution and delivery of the Indenture, subject to the conditions set forth in the Successor Agency Resolution; and WHEREAS, in the Successor Agency Resolution, the Successor Agency also requested that this Oversight Board approve the issuance of the Refunding Bonds pursuant to the Successor Agency Resolution and the Fourth Supplement and that this Oversight Board make certain determinations described below on which the Successor Agency will rely in undertaking the refunding proceedings and the issuance of the Refunding Bonds; and WHEREAS, the Successor Agency Resolution provides that Successor Agency staff shall determine if the best interests of the Successor Agency are served by selling Resolution No. 08-2016-88 Page 3 the Refunding Bonds by public or private sale; if the Successor Agency determines to utilize a public sale, staff of the Successor Agency shall select an underwriter and cause to be prepared a form of Purchase Contract as needed for a public sale of the Refunding Bonds, to be entered into with the underwriter for purchase and sale of the Refunding Bonds and providing reasonable compensation to the underwriter for services performed thereunder, the form of which will be submitted to the governing board of the Successor Agency for approval at a future meeting and direction to implement the sale and delivery of the Refunding Bonds to the underwriter pursuant to the purchase contract; and 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, and Urban Futures, Inc., as its Municipal Advisor, will cause to be prepared a form of Official Statement as needed for a public sale of the Refunding Bonds for distribution by the underwriter of the Refunding Bonds to persons and institutions interested in purchasing the Refunding Bonds, describing the Refunding Bonds and containing material information relating to the Refunding Bonds, the preliminary form of which will be submitted to the governing board of the Successor Agency for approval at a future meeting; and WHEREAS, this Oversight Board has completed its review of the refunding proceedings and the Debt Service Savings Analysis and wishes at this time to give its approval to the issuance of the Refunding Bonds by the Successor Agency; and WHEREAS, at the regular meeting of March 15, 2016, the 2016 Tax Allocation Refunding Bonds report was submitted to the Oversight Board for its review and consideration (Agenda Item 8.A.). NOW, THEREFORE, THE OVERSIGHT BOARD TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Determination of Savings. This Oversight Board 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 and defease the 2006 Bonds, all as evidenced by the Debt Service Savings Analysis on file with the Secretary of the Oversight Board, which Debt Service Savings Analysis is hereby approved. SECTION 2. Direction to Refund. The Oversight Board hereby directs 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, as requested in the Successor Agency Resolution on file with the Secretary of the Oversight Board. Resolution No. OB-2016-88 Page 4 SECTION 3. Approval of Issuance of the Refunding Bonds. As authorized by Section 34177.5(f) and Section 34180, this Oversight Board hereby approves the issuance by the Successor Agency of the Refunding Bonds pursuant to Section 34177.5(a)(1) and under applicable provisions of the Law and the Refunding Law and as provided in the Successor Agency Resolution and the Indenture, including the Fourth Supplement, in the aggregate principal amount of not to exceed $12,500,000, provided that the principal and interest payable with respect to the Refunding Bonds complies in all respects with the requirements of the Savings Parameters, as shall be certified to by the Municipal Advisor upon delivery of the Refunding Bonds. In connection with the sale and issuance of the Refunding Bonds, the Successor Agency is authorized to purchase a municipal bond insurance policy and/or a reserve account surety bond for the Refunding Bonds if the Successor Agency determines that the purchase of either or both reduces the true interest cost of the Refunding Bonds, thereby increasing the savings obtained through the issuance of the Refunding Bonds and the refunding of the 2006 Bonds. SECTION 4. 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 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 in all respects with the Saving Parameters required to be met by Section 34177.5(a)(1). SECTION 5. Sale of Bonds. The Refunding Bonds may be sold by public or private sale, as the Successor Agency shall determine is in the best interests of the Successor Agency to maximize savings attributable to the refunding. If the Successor Agency determines to utilize a public sale, staff of the Successor Agency shall select an underwriter and approve a purchase contract with the underwriter providing reasonable compensation to the underwriter for services performed thereunder, and direct its officers and staff to implement the sale and delivery of the Refunding Bonds to the underwriter pursuant to the purchase contract. The approval of the issuance of the Refunding Bonds by the Oversight Board shall constitute the approval of a private or public sale and the purchase contract, without the need for any further approval from the Oversight Board. SECTION 6. Determinations by the Oversight Board. As requested by the Successor Agency in the Successor Agency Resolution, the Oversight Board makes the following determinations upon which the Successor Agency shall rely in undertaking the refunding proceedings and the issuance 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 City of Moorpark for administrative staff time spent with respect to the authorization, issuance, sale and delivery of the Refunding Bonds; and Resolution No. OB-2016-88 Page 5 (b) The application of proceeds of the Refunding Bonds by the Successor Agency to the refunding and defeasance of the 2006 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; and (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 7. Effective Date. Pursuant to Section 34179(h), all actions taken by this Oversight Board may be reviewed by the California Department of Finance and, therefore, this Resolution shall be effective five (5) business days after notice to the Department of Finance unless the Department of Finance requests a review of the actions taken in this Resolution, in which case this Resolution will be effective upon approval by the Department of Finance after such review. SECTION 8. 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 15th day of March, 201 .. / Lt i vel 3 B uce Hamous, Chair ATTEST: u-,- Maureen Benson, City Clerk Resolution No. OB-2016-88 Page 6 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. OB-2016-88 was adopted by the Oversight Board to the Successor Agency of the Redevelopment Agency of City of Moorpark at a regular meeting held on the 15th day of March, 2016, and that the same was adopted by the following vote: AYES: Board Members Burgh, Driscoll, Melby, Parvin, Priestley and Chairperson Hamous NOES: None ABSENT: Board Member Kasper ABSTAIN: None IN WITNESS THEREOF, I have set my hand this 15th day of March, 2016. Maureen Benson, City Clerk