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HomeMy WebLinkAbout23109 RESOLUTION NO. 23109 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING SITE LEASE AND LEASE AGREEMENT IN CONNECTION WITH THE ISSUANCE OF THE CITY OF PALM SPRINGS FINANCING AUTHORITY LEASE REVENUE BONDS, 2012 SERIES B (DOWNTOWN REVITALIZATION PROJECT) NOT TO EXCEED $47 MILLION, APPROVING SALE OF SUCH BONDS AND OFFICIAL STATEMENT AND PROVIDING OTHER MATTERS PROPERLY RELATING THERETO. WHEREAS, the City of Palm Springs Financing Authority (the "Authority") is a joint exercise of powers authority duly organized and existing under and pursuant to that certain Joint Exercise of Powers Agreement, dated February 1, 1991, by and between the City of Palm Springs (the "City"), and the Community Redevelopment Agency of the City of Palm Springs, as amended, and under the provisions of Articles 1 through 4 (commencing with SECTION 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the "Act"), and is authorized pursuant to Article 4 of the Act (the "Bond Law") to lease and lease back public capital improvements of the City and to borrow money for the purpose, among other things, of financing and refinancing public capital improvements of the City; and WHEREAS, the Authority intends to issue its lease revenue bonds (the "Bonds") pursuant to the Bond Law in order to assist the City in connection with the City's downtown revitalization project which consists of the acquisition, construction and rehabilitation of several public capital improvements, including public parking structures and public streets (the Downtown Revitalization Project" or the "Project"); and WHEREAS, for the purpose of providing funds to finance the Project, the Authority has determined to issue the Bonds designated "City of Palm Springs Financing Authority Lease Revenue Bonds, 2012 Series B (Downtown Revitalization Project)" pursuant to an Indenture of Trust, dated as of April 1, 2012, by and between the Authority and The Bank of New York Mellon Trust Company, N.A. (the "Indenture"); and WHEREAS, the City proposes to lease certain sites and facilities to the Authority (the "Leased Property") pursuant to a Site and Facilities Lease, dated as of April 1, 2012, by and between the City, as lessor, and the Authority, as lessee; and WHEREAS, the City and Authority will enter into a Lease Agreement, dated as of April 1, 2012, by and between the Authority, as lessor, and the City, as lessee, pursuant to which the City will lease back the Leased Property from the Authority and will make lease payments (the "Lease Payments") for use and possession of the Leased Property; and Resolution No. 23109 Page 2 WHEREAS, the Authority will assign to the Trustee its right to receive the Lease Payments, together with certain of its other rights under the Lease Agreement, pursuant to an Assignment Agreement, dated as of April 1, 2012, by and between the Authority and the Trustee, and the Bonds will be secured by and be payable from the Lease Payments to be paid by the City pursuant to the Lease Agreement; and WHEREAS, as a condition precedent to the issuance of the Bonds by the Authority, SECTION 6586.5 of the California Government Code requires that the City approve the proposed issuance of the Bonds by the Authority and that the City make certain findings with respect to such issuance, and SECTION 6586.5 further requires that such approval be given and findings be made only after noticed public hearing thereon; and WHEREAS, the City Council has duly held such public hearing after notice thereof having been duly given and hereby determines that there are significant public benefits to the City from the proposed financing in that there will be demonstrable savings to the City from the issuance and sale of the Bonds by the Authority for the purpose of financing the Project, all as evidenced by the calculations provided by the Harrell & Company, Advisors LLP, Financial Advisor to the City and the Authority with respect to the issuance of the Bonds by the Authority on file in the official records of the City; and WHEREAS, the Authority proposes to sell the Bonds to E.J. De La Rosa & Co., Inc. (the "Underwriter") all on the terms and conditions provided in the form of a Bond Purchase Agreement (the "Bond Purchase Agreement') on file with the City Clerk; and WHEREAS, the Authority has caused to be prepared a form of Official Statement describing the Bonds, the Authority and the City, the preliminary form of which is on file with the City Clerk (the "Official Statement'); and WHEREAS, the City Council has duly considered the foregoing described transactions and has reviewed the Site Lease, the Lease Agreement, the Bond Purchase Agreement and the Official Statement, and desires at this time to approve the foregoing as in the public interests of the Authority and the City; and THE CITY COUNCIL OF THE CITY OF PALM SPRINGS DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. Approval of the Bonds. The City Council hereby approves the issuance by the Authority of the Bonds in the principal amount of not to exceed $47,000,000 under and pursuant to the Indenture. SECTION 2. Approval of the Site Lease. The City Council hereby authorizes and approves the lease of the Leased Property to the Authority pursuant to the Site Lease. The City Council hereby approves the Site Lease in substantially the form on file with the City Clerk together with any additions thereto or changes therein (including, but not limited to, the amount of the advance rental payment to be paid to the City for the Leased Property), deemed necessary or advisable by the City Manager. The City Resolution No. 23109 Page 3 Manager is hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest and affix to, the final form of the Site Lease for and in the name and on behalf of the City and the execution thereof shall be conclusive evidence of the City Council's approval of any such additions and changes. The City Council hereby authorizes the delivery and performance of the Site Lease. SECTION 3. Approval of the Lease Agreement. The City Council hereby authorizes and approves the lease back of the Leased Property to the City pursuant to the Lease Agreement. The City Council hereby approves the Lease Agreement in substantially the form on file with the City Clerk together with any additions thereto or changes therein (including, but not limited to, the final lease payment schedule and the compliance with the requirements of any rating agency issuing a rating on the Bonds and any financial institution which may provide credit enhancement for all or any portion of the Bonds) deemed necessary or advisable by the City Manager. The City Manager is hereby authorized and directed to execute, and the City Clerk is hereby authorized and directed to attest to, the final form of the Lease Agreement for and in the name and on behalf of the City and the execution thereof shall be conclusive evidence of the City Council's approval of any such additions and changes. The City Council hereby authorizes the delivery and performance of the Lease Agreement. SECTION 4. Sale of the Bonds. The City Council hereby approves the sale of the Bonds by the Authority to the Underwriter pursuant to and in accordance with the Bond Purchase Agreement in substantially the form on file with the City Clerk together with any additions thereto or changes therein approved by the Authority. The City Council hereby directs the City Manager to execute and deliver the Bond Purchase Agreement on behalf of the City. SECTION 5. Official Statement. The City Council hereby approves the description of the City and its finances in the preliminary Official Statement relating to the Bonds, in substantially the form on file with the City Clerk, together with any changes therein or additions thereto necessary or convenient to cause the preliminary Official Statement to describe accurately matters pertaining to the Bonds and the City. The Underwriter is hereby authorized to distribute (including in electronic form) the "near final" preliminary Official Statement in connection with the marketing of the Bonds. The City Manager is hereby authorized and directed to approve any changes in or additions to the final form of such Official Statement as they shall deem advisable to cause the final Official Statement to describe accurately the Bonds and matters contained in the Bond Purchase Agreement, the Indenture and the related proceedings and actions, and to execute and deliver (including in electronic form) the final Official Statement, together with the Continuing Disclosure Certificate, substantially in the form appended to the final Official Statement, for and in the name and on behalf of the City. SECTION 6. Official Action. All actions heretofore taken by the officers and agents of the City with respect to the issuance of the Bonds are hereby approved, confirmed and ratified. The Mayor, the Mayor Pro-Tem, the City Manager, the Finance Director, the City Attorney, 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 Resolution No. 23109 Page 4 and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, including agreements in customary form providing for the investment of the proceeds of the Bonds, 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 sale, issuance and delivery of the Bonds to the Underwriter. SECTION 7. Effective Date. This resolution shall take effect from and after the date of approval and adoption thereof. ADOPTED THIS 11'' DAY OF APRIL, 2012. ATTEST: an David H. Ready, City mes Thompson, City Clerk CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF PALM SPRINGS ) I, JAMES THOMPSON, City Clerk of the City of Palm Springs certify that Resolution No. 23109 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 11m day of April, 2012, by the following vote: AYES: Councilmember Hutcheson, Councilmember Lewin, Councilmember Mills, Mayor Pro Tern Foat, and Mayor Pougnet. NOES: None. ABSENT: None. ABSTAIN: None. mes Thompson, City Clerk atr/al jrDl Z City of Palm Springs, California