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HomeMy WebLinkAbout25313RESOLUTION NO. 25313 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS AUTHORIZING PROCEEDINGS AND AGREEMENTS RELATING TO THE FINANCING OF PUBLIC CAPITAL IMPROVEMENTS, 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 dated February 1, 1991, by and between the City of Palm Springs (the "City"), and the Redevelopment Agency of the City of Palm Springs (the "Agency"), as amended by that Amendment to Joint Exercise of Powers Agreement, dated as of July 5, 2011, between the City and the Agency, and as further amended by the Second Amendment to Joint Exercise of Powers Agreement, dated as of July 1, 2014, among the City, the Successor Agency to the Palm Springs Community Redevelopment Agency, and the Housing Authority of the City of Palm Springs (together, the "Joint Powers Agreement"), and is authorized under said Agreement and under the laws of the State of California to finance the acquisition and construction of public capital improvements for the City; and WHEREAS, the City has requested that the Authority issue its 2025 Lease Revenue Bonds (Public Facilities Renovation and Expansion Project) (the "Bonds") for the purpose of providing funds to enable the City to finance the cost of construction of the Library and Swim Center and such other public capital improvements as the City deems necessary (the "2025 Project"); and WHEREAS, to provide such financing for the 2025 Project the Authority proposes to issue Bonds in an aggregate original principal amount of not to exceed $40,000,000 under the provisions of Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the "Act"). Such Bonds may be issued in one or more series of bonds in such amounts as may be determined by the Authority, and which are proposed to be payable from lease payments to be paid to the Authority by the City pursuant to that certain Lease Agreement related to the Bonds (the "Lease Agreement"); and WHEREAS, the City Council has determined that the Library and all or a portion of Sunrise Park and improvements thereon should be the leased assets under the Lease Agreement (the "Leased Premises"); and WHEREAS, a portion of the proceeds of the Bonds will be deposited in the Acquisition and Construction Fund established pursuant to that certain Indenture of Trust related to the Bonds, by and between the Authority and U.S. Bank Trust Company, National Association (the "Indenture"), and will be applied by the Authority and the City Resolution No. 25313 Page 2 for the acquisition of the Project pursuant to an Agency Agreement by and between the Authority and the City; and WHEREAS, a portion of the proceeds of the Bonds will be deposited in the Acquisition and Construction Fund to be established pursuant to the Indenture of Trust, which is hereinafter approved, and will be applied by the Authority and the City to the acquisition, construction and installation of the 2025 Project pursuant to an Agency Agreement between the Authority and the City; and WHEREAS, the City and the Authority have previously used the Leased Premises for financings which have been paid in full and any legal encumbrances remaining may be removed with a form of Release of Lien and Termination Agreement (the "Termination Agreement"), presented to this meeting; and WHEREAS, the City Council has conducted a noticed public hearing held May 28, 2025 pursuant to Section 6586.5 of the California Government Code and published notice was given in accordance with the terms of the Government Code; and WHEREAS, the Authority intends on competitively bidding the sale of the Bonds pursuant to the terms and conditions set forth in the proposed form of Notice of Intention to Sell and the Official Notice Inviting Bids ("Notice Inviting Bids"); WHEREAS, there has been presented to the City Council a form of Preliminary Official Statement (the "Preliminary Official Statement") relating to the Bonds, the terms thereof and the security for the Bonds; and WHEREAS, there has also been presented to the City Council a form of Continuing Disclosure Certificate as an appendix to the Preliminary Official Statement to be executed and delivered by the City (the "Continuing Disclosure Certificate"), for the benefit of the owners of the Bonds and in order to assist the purchaser of the Bonds in complying with Rule 15c2-12(b)(5) of the Securities and Exchange Commission, as amended (the "Rule"); and WHEREAS, Section 5852.1 of the Government Code of the State of California ("Section 5852.1") provides 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 finance charge of the Bonds, meaning the sum of all fees and charges paid to third parties, (c) the amount of proceeds of the Bonds received less the finance charge described above 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; and WHEREAS, in accordance with Section 5852.1, the City Council has obtained such good faith estimates from Harrell & Company Advisors, LLC, the City's municipal Resolution No. 25313 Page 3 advisor (the "Municipal Advisor''), and such estimates are disclosed in Exhibit A attached hereto; and WHEREAS, the City Council wishes at this time to authorize all proceedings relating to the issuance and sale of the Bonds and all other agreements and documents relating thereto. THE CITY COUNCIL OF THE CITY OF PALM SPRINGS DOES HEREBY RESOLVES, DETERMINES AND APPROVES 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 and that the proceeds of the Bonds be deposited in the Acquisition and Construction Fund to be used for the acquisition, construction and installation of the 2025 Project. B. Pursuant to the Act, the City Council hereby finds that significant public benefits will arise from the issuance of the Bonds to fund the Library and Swim Center renovation costs, including demonstrable savings in effective interest rate, bond preparation, or bond issuance costs pursuant to Section 6586 of the Act. C. The fair rental value of the Leased Premises exceeds the present value of Lease Payments to be made under the Lease Agreement. SECTION 2. Approval of Bonds. The City Council hereby approves of the issuance of the Bonds for the purpose of funding the 2025 Project by the Authority under and pursuant to the Act provided that the maximum aggregate principal amount of the Bonds shall not exceed $40,000,000. 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 Tem, the City Manager or the Director of Finance and Treasurer (each, and "Authorized Officer") shall be conclusive evidence of the approval of any such additions and changes. A. the Lease Agreement relating to the Bonds, regarding the lease and sublease of the Leased Premises by and between the City and the Authority, together with any memorandum of such Lease Agreement to be recorded and B. the Agency Agreement, by and between the City and the Authority; Resolution No. 25313 Page 4 C. the Termination Agreement, among the City the Authority and the trustee relating to the prior obligations; D. the Continuing Disclosure Certificate; E. the Preliminary Official Statement relating to the Bonds; and F. the Notice Inviting Bids. An Authorized Officer, acting alone, is 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, as applicable. SECTION 4. Official Statement; Continuing 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, the Preliminary 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 City Manager or the Director of Finance and Treasurer are hereby each, acting alone, 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 City Manager or the Director of Finance and Treasurer to be conclusive evidence of the approval of any such additions and changes. SECTION 5. Approval of Continuing Disclosure Certificate. The Continuing Disclosure Certificate is approved in the form appended to the Preliminary Official Statement, and the City Manager or the Director of Finance and Treasurer are each, acting alone, authorized to execute and deliver said certificate on behalf of the City. SECTION 6. Official Actions. The Mayor, the Mayor Pro Tem, the City Manager, the Director of Finance and Treasurer, 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. Resolution No. 25313 Page 5 SECTION 7, Effective Date, This Resolution shall take effect from and after the date of its passage and adoption. ADOPTED THIS 28TH DAY OF MAY 2025. ATTEST: A- - t� - - renda ree,4MMC, CERA City Clerk 11 l Scott Stiles, City Manager Resolution No. 25313 Page 6 CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE) ss. CITY OF PALM SPRINGS) I, BRENDA PREE, City Clerk of the City of Palm Springs, hereby certify that Resolution No. 25313 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 the 28th day of May, by the following vote: AYES: Councilmembers Ready, Garner, Bernstein, Mayor Pro Tern Soto, and Mayor deHarte 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 OL day of June 2025. 1 1A / � Z� 0 Brenda Pre , MMC, CERA City Clerk I