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HomeMy WebLinkAboutReso CIFA 1-2003RESOLUTION NO. CIFA 1-2003 CAPITAL IMPROVEMENTS FINANCING AUTHORITY CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF 2003 REFUNDING REVENUE BONDS (SOUTH SAN FRANCISCO CONFERENCE CENTER), APPROVING A SECOND AMENDED AND RESTATED CONFERENCE CENTER USE AGREEMENT, ESCROW DEPOSIT AND TRUST AGREEMENT, OFFICIAL STATEMENT, AND AUTHORIZING OFFICIAL ACTIONS WHEREAS, the Redevelopment Agency of the City of South San Francisco (the "Agency") and the City of South San Francisco (the "City") have heretofore entered into a Joint Exercise of Powers Agreement dated September 11, 1991, establishing the City of South San Francisco Capital Improvements Financing Authority (the "Financing Authority") for the purpose of providing an entity which can assist in providing financing for purposes which are authorized under the Joint Powers Law (Section 6500 et seq. of the California Government Code); and WHEREAS, a transient occupancy tax in the amount of $2.50 per day per room is levied and collected by the City for the exclusive purpose of funding the establishment and maintenance of a conference center in the city (the "Conference Center Tax") pursuant to Ordinance No. 1066-89, adopted by the City Council of the City on July 12, 1989 and approved by the voters on November 7, 1989, and Section 4.20.035 of the City's municipal code; and WHEREAS, the City originally took possession of the land and facilities at 255 South Airport Boulevard (the "Conference Center Site"), pursuant to a long term lease with Erwin W. Mayer and Josephine Anne Mayer, his wife, as landlord (the "Prior Owners"), dated as of December 1, 1989; and WHEREAS, the Financing Authority issued its $5,715,000 1991 Revenue Bonds (Conference Center Project) on November 12, 1991 (the "1991 Bonds") for the purpose of financing the construction of the South San Francisco Conference Center (the "Conference Center"), to be located on the Conference Center Site; and WHEREAS, the 1991 Bonds were secured by Conference Center Payments to be made by the City from proceeds of the Conference Center Tax ("Conference Center Tax Revenues") pursuant to a Conference Center Use Agreement, dated as of November 1, 1991, among the Financing Authority, Bank of America National Trust and Savings Association and the City; and WHEREAS, the City created the South San Francisco Conference Center Authority (the "Conference Center Authority") by adding Chapter 2.78 to the City's Municipal Code, pursuant to Ordinance No. 1111-92, adopted by the City Council of the City on February 26, 1992, as amended from time to time; and WHEREAS, the Financing Authority refunded the 1991 Bonds on August 10, 1993 through the issuance of its $6,505,000 1993 Revenue Bonds (South San Francisco Conference Center) (the "1993 Bonds"); and WHEREAS, the 1993 Bonds were secured by Conference Center Payments to be made by the City from Conference Center Tax Revenues pursuant to an Amended and Restated Conference Center Use Agreement, dated as of August 1, 1993, among the Financing Authority, Bank of America National Trust and Savings Association and the City; and WHEREAS, the City caused to be executed and delivered $6,145,000 1999 Certificates of Participation (the "1999 Certificates") pursuant to a Trust Agreement, dated as of January 1, 1999, among the City, the Financing Authority and U.S. Bank Trust National Association for the purpose of funding the acquisition of the Conference Center Site from the Prior Owners, and as a result of such acquisition, the City is currently the owner of the Conference Center Site and the Conference Center; and WHEREAS, the City, the Conference Center Authority, and the Financing Authority wish to realize interest savings at this time by refunding the 1993 Bonds through the issuance of the Financing Authority's 2003 Refunding Revenue Bonds (South San Francisco Conference Center) (the "Bonds"), so long as present value savings of at least five percent of the principal amount of the 1993 Bonds are achieved as a result of the issuance of the Bonds and the refunding of the 1993 Bonds; and WHEREAS, the Bonds are to be issued pursuant to the Marks-Roos Local Bond Pooling Act of 1985 (the "Act") constituting Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, and pursuant to an Indenture of Trust dated as of June 1, 2003, (the "Indenture") by and between the Financing Authority and BNY Western Trust Company of California, as trustee (the "Trustee"); and WHEREAS, Jones Hall, a Professional Law Corporation, as disclosure counsel to the City, has caused to be prepared an Official Statement describing the Bonds, the Financing Authority, the Conference Center, the Conference Center Tax, the Conference Center Authority, and the City, a preliminary form of which is on file with the Secretary; and WHEREAS, the Financing Authority has duly considered such transactions and wishes at this time to approve said transactions in the public interests of the Financing Authority, the Conference Center Authority and the City. NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the City of South San Francisco Capital Improvements Financing Authority, as follows: Section 1. Issuance of Bonds. The Board hereby authorizes the issuance of the Bonds under and pursuant to the Act and the Indenture for the purposes hereinbefore described, so long as the minimum present value savings to be achieved by the issuance of the Bonds and the refunding of the 1993 Bonds is at least five percent (5%) of the principal amount of the 1993 Bonds outstanding. The Board hereby approves the Indenture in substantially the form on file with the Secretary, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director. The Chairman is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the Financing Authority to, the final form of the Indenture for and in the name and on behalf of the Financing Authority. The Board hereby authorizes the delivery and performance of the Indenture. Section 2. Sale of Bonds. The Board hereby approves the sale of the Bonds by negotiation with Sutter Securities (the "Underwriter"), pursuant to the Purchase Contract by and between the Financing Authority and the Underwriter, in substantially the form on file with the Treasurer/Secretary together with any changes therein or additions thereto approved by the Executive Director or an authorized representative or designee of the Executive Director, whose execution thereof shall be conclusive evidence of approval of any such additions and changes. The Purchase Contract shall be executed in the name and on behalf of the Financing Authority by the Executive Director, who is hereby authorized and directed to execute and deliver said form of Purchase Contract on behalf of the Financing Authority upon submission of a proposal by the Underwriter to acquire the Bonds, which proposal is acceptable to the Executive Director. The Underwriter's discount on the Bonds shall not exceed 1.1%, and the minimum present value savings to be achieved by the issuance and sale of the Bonds shall be five percent of the principal amount of the 1993 Bonds. Section 3. Approval of Second Amended and Restated Conference Center Use Agreement. The Financing Authority approves the Second Amended and Restated Conference Center Use Agreement (the "Agreement"), dated as of June 1, 2003, by and among the City, the Financing Authority, the Conference Center Authority and the Trustee, in substantially the form on file with the Secretary, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director. The Executive Director is authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the final form of the Second Amended and Restated Conference Center Use Agreement for and in the name and on behalf of the Financing Authority. The Financing Authority hereby authorizes the delivery and performance of the Second Amended and Restated Conference Center Use Agreement. Section 4. Approval of Escrow Deposit and Trust Agreement. The Financing Authority approves the Escrow Deposit and Trust Agreement (the" Escrow Agreement"), dated as of June 1, 2003, by and between the Financing Authority and U.S. Bank National Association, as trustee for the 1993 Bonds, in substantially the form on file with the Secretary, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director. The Executive Director is authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the final form of the Escrow Agreement for and in the name and on behalf of the Financing Authority. The Financing Authority hereby authorizes the delivery and performance of the Escrow Agreement. Section 5. Official Statement. The Financing Authority hereby approves as being accurate those portions of the Preliminary Official Statement describing the Financing Authority, the Conference Center Tax Revenues and the Agreement, in substantially the form submitted by Disclosure Counsel and on file with the Secretary. Distribution of the Preliminary Official Statement by the Underwriter is hereby authorized and approved. The Financing Authority hereby authorizes the distribution of the final Official Statement by the Underwriter. The Executive Director is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement. 3 Section 6. Official Action. The Executive Director, the Finance Director, the Secretary, the Mayor, the City Attorney, and any and all other officers of the Financing Authority are hereby authorized and directed, for and in the name and on behalf of the Financing Authority, 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 and the execution of the Agreement as described herein; provided that the same shall have been approved as to form by the City Attorney. Section 7. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Capital Improvements Financing Authority of the City of South San Francisco at a special meeting held on the 28th of May 2003 by the following vote: AYES: Boardmembers Joseph A. Fernekes, Richard A. Garbarino, and Raymond L. Green and Vice-Chair Karyl Matsumoto and Chairman Pedro Gonzalez NOES: None. ABSTAIN: None. ABSENT: None. ATTEST: 4