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HomeMy WebLinkAbout24214 RESOLUTION NO. 24214 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING SITE LEASE AND LEASE AGREEMENT IN CONNECTION WITH THE ISSUANCE CITY OF PALM SPRINGS FINANCING AUTHORITY LEASE REVENUE REFUNDING BONDS, 2017 SERIES A, APPROVING SALE OF SUCH BONDS AND OFFICIAL STATEMENT AND PROVIDING OTHER MATTERS PROPERLY RELATING THERETO. WHEREAS, the City of Palm Springs (the "City") and the City of Palm Springs Financing Authority (the "Authority") have previously refinanced outstanding obligations of the City which were issued to finance public capital improvements, from the proceeds of the City of Palm Springs Financing Authority 2007 Lease Revenue Refunding Bonds (Public Capital Improvements) which have been issued by the Authority in the aggregate principal amount of $20,365,000 (the "2007 Authority Bonds'); and WHEREAS, the 2007 Authority Bonds are currently subject to redemption on any date upon payment of the principal amount thereof together with accrued interest represented thereby to the redemption date, without premium; and WHEREAS, City and the Authority have determined that it is in their financial interests at this time to refinance the 2007 Authority Bonds, and in order to provide funds for that purpose the Authority has authorized the issuance of its City of Palm Springs Financing Authority 2017 Lease Revenue Refunding Bonds (the `Bonds") under the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, commencing with Section 53570 of said Code (the 'Bond Law"); and WHEREAS, In order to provide revenues which are sufficient to enable the Authority to pay debt service on the Bonds, the Authority and the City have proposed to enter into a Site and Facilities Lease under which the City leases certain real property, consisting generally of the land and improvements which constitute the Resort Golf Course and the police building which is located within the City's municipal complex (the "Leased Property") to the Authority in consideration of the agreement by the Authority to issue the Bonds, and to enter into a Lease Agreement under which the Authority leases the Leased Property back to the City in consideration of the agreement by the City to pay semiannual Lease Payments which are sufficient to provide funds for the payment of debt service on the Bonds when due; and WHEREAS, the City Council wishes at this time to approve the issuance and sale of the Bonds by the Authority for the purpose of refinancing the 2007 Authority Bonds and to approve the execution and delivery of all related financing documents and actions; Resolution No. 24214 Page 2 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA HEREBY RESOLVES, AS FOLLOWS: SECTION 1. Authorization of Bonds. The City Council hereby authorizes the issuance of the Bonds by the Authority under the Bond Law in such principal amount as shall be required to provide funds to refinance the 2007 Authority Bonds in full and to provide payment of incidental financing costs. SECTION 2. Approval of Related Financing Agreements. The City Council hereby approves each of the following agreements required for the issuance and sale of the Bonds and the refinancing of the 2007 Authority Bonds, in substantially the respective forms on file with the Interim City Clerk together with any changes therein or additions thereto deemed advisable by the City Manager: • Site and Facilities Lease between the City as lessor and the Authority as lessee, whereby the City leases the Leased Property to the Authority in consideration of the agreement by the Authority to issue the Bonds and apply the proceeds thereof to refinance the 2007 Authority Bonds. Lease Agreement between the Authority as lessor and the City as lessee, whereby the Authority leases the Leased Property back to the City in consideration of the agreement by the City to pay semiannual lease payments which are sufficient to provide revenues with which to pay debt service on the Bonds. • Irrevocable Refunding Instructions given by the City and the Authority to U.S. Bank National Association, as trustee for the 2007 Authority Bonds, relating to the establishment and investment of funds to refinance the 2007 Authority Bonds. • Bond Purchase Agreement between the City, the Authority and Stifel, Nicolaus & Company, Incorporated (the "Underwriter"), under which the City and the Authority agree to sell the Bonds to the Underwriter and prescribing the terms and provisions of the sale of the Bonds. The City Council hereby authorizes and directs the City Manager to execute and deliver the final form of each of the final documents in the name and on behalf of the City. SECTION 3. Sale of Bonds. The City Council hereby approves the sale of the Bonds on a negotiated basis to the Underwriter. Such sale shall be accomplished pursuant to the Bond Purchase Agreement which is approved under Section 2. The City Council hereby delegates to the City Manager the authority to accept an offer from the Underwriter to purchase the Bonds, provided that the true interest rate represented by all of the Bonds (taking into account any original issue discount or original issue Resolution No. 24214 Page 3 premium on the sale of the Bonds) shall not exceed 3.25% and the maximum amount of Underwriter's discount on the sale of the Bonds shall not exceed 0.65% of the par amount of the Bonds. SECTION 4. Approval of Official Statement. The City Council hereby approves the Preliminary Official Statement describing the Bonds, in substantially the form on file with the Interim City Clerk. Distribution of the Preliminary Official Statement by the Underwriter is hereby approved. Prior to the distribution of the Preliminary Official Statement, the City Manager is hereby authorized and directed, on behalf of the City, to deem the Preliminary Official Statement "final' within the meaning of Rule 15c2-12 under the Securities Exchange Act of 1934 (the `Rule"). The execution of the Final Official Statement, which shall include such changes and additions thereto deemed advisable by the City Manager, and such information permitted to be excluded from the Preliminary Official Statement pursuant to the Rule, is hereby approved for delivery to the purchasers of the Bonds. The City Manager is authorized and directed to execute and deliver the Final Official Statement for and on behalf of the City, to deliver to the Underwriter a certificate with respect to the information set forth therein and to execute and deliver a Continuing Disclosure Certificate to the Underwriter substantially in the form appended to the final Official Statement. SECTION 5. Official Actions. The Mayor, the City Manager, the Interim City Clerk, the Finance Director 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, which they, or any of them, may deem necessary or advisable to implement the issuance and sale of the Bonds. Whenever in this Resolution any officer of the City 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. SECTION 6. Effective Date. This Resolution shall take effect from and after the date of approval and adoption thereof. PASSED, APPROVED AND ADOPTED BY THE PALM SPRINGS CITY COUNCIL THIS 19TH DAY OF APRIL, 2017. DAVID H. READY, PH.D. CITY MANAGER ATTEST: KATHLEEN D. HART, MMC INTERIM CITY CLERK Resolution No. 24214 Page 4 CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF PALM SPRINGS ) I, KATHLEEN D. HART, Interim City Clerk of the City of Palm Springs, hereby certify that Resolution No. 24214 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 April 19, 2017, by the following vote: AYES: Councilmembers Kors, Roberts, and Mayor Moon NOES: None ABSENT: Councilmember Mills, and Mayor Pro Tern Foat ABSTAIN: None RECUSED: None KATHLEEN D. HART, MMC INTERIM CITY CLERK