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HomeMy WebLinkAbout24938RESOLUTION NO. 24938 Yi A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS AUTHORIZING PROCEEDINGS AND AGREEMENTS RELATING TO THE REFINANCING OF THE ACQUISITION OF AND CONSTRUCTION OF IMPROVEMENTS FOR THE CONVENTION CENTER, APPROVING ISSUANCE AND SALE OF BONDS BY THE CITY OF PALM SPRINGS FINANCING AUTHORITY, APPROVING AN OFFICIAL STATEMENT AND AUTHORIZING OFFICIAL ACTIONS WHEREAS, the City of Palm Springs Financing Authority (the "Authority") has been formed pursuant to a Joint Exercise of Powers Agreement originally executed by and among the City of Palm Springs (the "City"), the Successor Agency to the Community Redevelopment Agency of the City of Palm Springs and the Housing Authority of the City of Palm Springs, and is authorized under said Agreement and pursuant to Articles 1 through 4 (commencing with Section 6500) of Chapter 5, Division 7, Title 1, of the California Government Code, and the Mello -Roos Local Bond Polling Act of 1985 (the "Act") to finance and refinance the acquisition and construction of public capital improvements for the City; and WHEREAS, the City has requested that the Authority issue its lease revenue refunding bonds (the "Bonds") for the purpose of providing funds to enable the City to refinance the cost of acquisition and construction of improvements constituting the Convention Center (the "Project"); and WHEREAS, the Authority previously issued its City of Palm Springs Financing Authority Lease Revenue Refunding Bonds, 2012 Series A (Convention Center Project) (the "2012 Bonds") under that certain Trust Agreement (the "Original Trust Agreement"), dated as of April 1, 1991, as amended and supplemented, including as amended and supplemented by that Supplemental Trust Agreement No. 4, dated as of February 1, 2012 (the "2012 Trust Agreement") by and between the Authority and U.S. Bank National Association, as successor trustee for the purpose of refinancing the acquisition and construction of the Project; and WHEREAS, the City secured the 2012 Bonds with the lease payments pursuant to a Lease Agreement dated as of April 1, 1991 (the "Original Lease Agreement"), as amended and supplemented, including as amended and supplemented by a Supplemental Lease Agreement No. 5, dated as of February 1, 2012 (the "2012 Lease") and in which the City leased certain sites in the City's possession under the Business Lease-315 Agua Caliente (Palm Springs) Reservation, as amended by Amendment No. 1 to PSL-315, the First Amendment to Business Lease-315 and the Second Amendment to Business Lease - 315 (together, the "Leased Premises") pursuant to the laws of the State of California to enter into leasehold agreements for such purpose; and Resolution No. 24938 Page 2 WHEREAS, the Authority previously issued its City of Palm Springs Financing Authority Lease Revenue Refunding Bonds, 2014 Series A (Convention Center Project)" (the "2014 Bonds," and together with the 2012 Bonds, the "Prior Bonds") under the Original Trust Agreement as amended and supplemented, including as amended and supplemented by that Supplemental Trust Agreement No. 5, dated as of July 1, 2014 (the "2014 Trust Agreement") by and between the Authority and U.S. Bank National Association, as trustee for the purpose of refinancing the acquisition and construction of the Project; and WHEREAS, the City secured the 2014 Bonds with the lease payments pursuant to the Original Lease Agreement, as amended and supplemented, including as amended and supplemented by a Supplemental Lease Agreement No. 6, dated as of July 1, 2014 (the "2014 Lease") which encumbered the Leased Premises pursuant to the laws of the State of California to enter into leasehold agreements for such purpose; and WHEREAS, the Authority and the City propose to amend and restate the Original Lease Agreement and the supplements thereto, and to lease the Leased Premises as provided in an Amended and Restated Lease Agreement, such lease to the City being for the purpose (among others) of providing amounts sufficient to provide for the payment of the principal of and interest on the Bonds; and WHEREAS, a portion of the proceeds of the Bonds will be deposited in an escrow established under an Escrow Deposit and Trust Agreement (the "Escrow Agreement") and used to prepay the lease payments to be made under the 2012 Lease and the 2014 Lease, and to defease and redeem the Prior Bonds; and 0 WHEREAS, the Authority has determined that the Bonds be offered for sale on a negotiated basis to Stifel, Nicolaus & Company, Incorporated. (the "Underwriter") upon the terms and conditions provided in a Bond Purchase Agreement (the "Purchase Agreement") to be entered into among the Underwriter, the Authority and the City; WHEREAS, Section 5852.1 of the California Government Code requires that the City Council obtain from an underwriter, financial advisor or private lender and disclose, in a meeting open to the public, prior to authorization of the issuance of the Bonds, good faith estimates of (a) the true interest cost of the Bonds, (b) the sum of all fees and charges paid to third parties with respect to the Bonds, (c) the amount of proceeds of the Bonds expected to be received net of the fees and charges paid to third parties and any reserves or capitalized interest paid or funded with proceeds of the Bonds, and (d) the sum total of all debt service payments on the Bonds calculated to the final maturity of the Bonds, plus the fees and charges paid to third parties not paid with the proceeds of the Bonds; WHEREAS, in compliance with Section 5852.1 of the California Government Code, the Council has obtained from Harrell and Company Advisors, LLC, the City's municipal advisor (the "Municipal Advisor") the required good faith estimates, and such estimates are disclosed in the report provided to the City Council at this meeting; and Resolution No. 24938 Page 3 THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, HEREBY RESOLVES AS FOLLOWS: Section 1. Findings and Determinations. (a) The City Council finds and determines that it is in the prudent management of the fiscal affairs of the City that the proceeds of the Bonds be used to cause the defeasance and prepayment of the Prior Bonds. (b) Pursuant to the Act, the City Council hereby finds that the issuance of the Bonds by the Authority will result in savings in effective interest rates, underwriting costs and bond issuance costs and thereby result in significant public benefits pursuant to Section 6586 of the Act. (c) The fair rental value of the assets subject to the Amended and Restated Lease Agreement, which include the Convention Center and the parking lot, exceed the present value of Lease Payments to be made under the Amended and Restated Lease Agreement. Section 2. Approval of Bonds. (a) The City Council hereby approves of the issuance of the Bonds for the purpose of refinancing the Project by the Authority under and pursuant to the Act provided that the maximum aggregate principal amount of the Bonds shall not exceed $60,000,000. Section 3. Approval of Financing Documents. The City Council hereby approves each of the following documents in substantially the respective forms on file with the City Clerk, together with such additions thereto and changes therein as the Bond Counsel shall deem necessary, desirable or appropriate, the execution of which by the Mayor, the Mayor Pro Tern, the City Manager or the Director of Finance (together, the "Authorized Officers") shall be conclusive evidence of the approval of any such additions and changes. (a) The Amended and Restated Lease Agreement relating to the lease purchase of the above -described assets by the City from the Authority to refinance the Project; (b) the Amended and Restated Site Lease; (c) the Escrow Agreement; and (d) the Purchase Agreement. The Authorized Officers are each individually hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest and affix the seal of the City to, the final forms of each of the above -mentioned documents for and in the name and on behalf of the City. Resolution No. 24938 Page 4 Section 4. Final Terms of Bonds. The City hereby authorizes the sale of the Bonds pursuant to and consistent with the terms and conditions of this resolution, provided that: (i) the final principal amount of the Bonds shall not exceed $60,000,000 in the aggregate; (ii) the true interest cost for the Bonds shall not exceed 3%, and (iii) the net present value savings in debt service as a result of the issuance of the Bonds shall be at least 4%. Section 5. Official Statement, Continuinq Disclosure. The City Council approves the preparation of, and hereby authorizes the City Manager or the Director of Finance to deem final within the meaning of Rule 15c2-12 of the Securities and Exchange Commission except for permitted omissions, a preliminary form of Official Statement describing the Bonds, the form of which is on file with the City Clerk and presented at this meeting, together with such changes as may be approved by the officer executing the same. The Authorized Officers are each hereby authorized to execute the final Official Statement in the name and on behalf of the City, including any modifications resulting from additions thereto and changes therein as the City Attorney shall deem necessary, desirable or appropriate, with the execution of the final Official Statement by the Authorized Officers to be conclusive evidence of the approval of any such additions and changes. The City Council has reviewed and approved the Continuing Disclosure Agreement, the form of which is on fife with the City Clerk and the Authorized Officers are further authorized to sign the Continuing Disclosure Certificate on behalf of the City in such form as may be approved by the officer executing the same. Section 6. Official Actions. The Authorized Officers and the City Clerk and any and all other officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions, including obtaining a rating on the Bonds and/or a municipal bond insurance policy and a debt reserve fund surety bond, and 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 transactions as described herein in connection with the issuance and sale of the Bonds. Section 7. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. Resolution No. 24938 Page 5 PASSED, APPROVED AND ADOPTED BY THE PALM SPRINGS CITY COUNCIL THIS 30th DAY OF SEPTEMBER, 2021. 04 JUSTIN IFTON, CI ANAGER ATTEST: /L 4r�' � - THONY J. M CLERK CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF PALM SPRINGS) I, ANTHONY J. MEJIA, City Clerk of the City of Palm Springs, hereby certify that Resolution No. 24938 is a full, true, and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on September 30, 2021, by the following vote: AYES: Councilmembers Garner, Kors, Woods, Mayor Pro Tern Middleton, and Mayor Holstege NOES: None ABSENT: None ABSTAIN: None IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Springs, California, this "7*`t day of cx—Atk ..r , Zozl Atithony J. M jia, MM , c lerk City of Palm prings, alifornia