HomeMy WebLinkAboutCity Council - 2004-1 RESOLUTION NO. 2004_1
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
HUNTINGTON BEACH AUTHORIZING THE ISSUANCE
OF SPECIAL TAX BONDS FOR CITY OF HUNTINGTON
BEACH COMMUNITY FACILITIES DISTRICT NO. 2003-1
(HUNTINGTON CENTER) IN AN AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $25,000,000 AND APPROVING
CERTAIN DOCUMENTS AND TAKING CERTAIN OTHER
ACTIONS IN CONNECTION THEREWITH
WHEREAS, the City Council of the City of Huntington Beach (the "City") has
heretofore undertaken proceedings and declared the necessity to issue bonds on behalf of the
City of Huntington Beach Community Facilities District No. 2003-1 (Huntington Center) County
of Orange, State of California (the "Community Facilities District') pursuant to the terms and
conditions of Chapter 3.56 of the Municipal Code of the City and the ("Municipal Code") and
the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1,
Division 2, Title 5 of the Government Code of the State of California (the "Act'); and
Pursuant to Resolution No. 2003-12 adopted by the City Council on February 3,
2003, the questions of whether bonds should be issued to finance the costs of construction and
acquisition of certain public facilities and a special tax levy in order to pay the principal of and
interest on such bonds were submitted to the qualified electors within the Community Facilities
District and were approved by a two-thirds majority of the qualified electors at an election held
on February 3, 2003; and
The City Council by its Resolution No. 2003-13 adopted on February 3, 2003,
declared that the propositions authorizing the issuance of bonds and the levy of special taxes,
presented to the qualified electors of the Community Facilities District on February 3, 2003,
received a two-thirds majority vote of the qualified electors voting at said election and each
carried, and, accordingly, the Community Facilities District is hereby authorized to issue from
time to time, as determined by the City Council, bonds for the benefit of the Community
Facilities District and to take the necessary steps to levy the special tax; and
The City Council is now considering the issuance of Bonds in the aggregate
principal amount of not to exceed $25,000,000 designated as the "City of Huntington Beach
Community Facilities District No. 2003-1 (Huntington Center) Special Tax Bonds, (the
"Bonds") as permitted by the Municipal Code, the Act and Resolution No. 2003-10 establishing
the Community Facilities District; and
The City Council has determined in accordance with Section 53360.4 of the
California Government Code that a negotiated sale of the Bonds with UBS Financial Services,
Inc. (the "Underwriter") in accordance with the terms and conditions of the Bond Purchase
Agreement (the "Purchase Contract') approved as to the form by the City Council will result in a
lower overall cost to the Community Facilities District than a public sale; and
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Resolution No. 2004-1
The City on behalf of the Community Facilities District, has caused to be
prepared a Preliminary Official Statement (the "Preliminary Official Statement") containing
certain information with respect to the Community Facilities District.
NOW, THEREFORE, The City Council of The City of Huntington Beach
resolves as follows:
Section 1. Findings. The City Council finds as follows: (1) each of the above
recitals is true and correct; (2) that the sale of the Bonds at a private sale will result in a lower
overall cost to the Community Facilities District; and (3) based upon the appraisal report for the
land within the Community Facilities District prepared by Integra Realty Resources hereby finds
and determines that:
(a) the Bonds do not present any unusual credit risk due to the provisions of
the Fiscal Agent Agreement defined herein;
(b) The value of the real property subject to the Special Tax and the
improvements thereon is more than three times the aggregate principal amount of Bonds;
and
(c) the Bond issue should proceed for the following public policy reasons: (i)
orderly development of the land within the Community Facilities District; (ii) there are
significant public benefits as a result of development within the Community Facilities
District; (iii) the District's obligations under the developer funding agreements with
respect to land in the Community Facilities District are satisfied by issuing the Bonds.
Section 2. Approval of Issuance of Bonds. The issuance of the Bonds in a
principal amount of not to exceed $25,000,000 is hereby authorized pursuant to the Act. The
Bonds shall mature on the dates, pay interest at the rates and shall be substantially in the form set
forth in the Fiscal Agent Agreement as executed.
Section 3. Execution of Bonds. The Bonds shall be executed on behalf of the
Community Facilities District by the manual or facsimile signature of the Mayor or the City
Administrator and attested with the manual or facsimile signature of the City Clerk.
Section 4. Appointing of Fiscal Agent. U.S. Bank National Association is hereby
appointed to act as Fiscal Agent for the Bonds and to assume the duties and obligations of Fiscal
Agent under the Fiscal Agent Agreement. Payment of principal of and interest on the Bonds
shall be made at the principal offices of the Fiscal Agent.
Section 5. Approval of Financing Documents. The forms of financing documents
listed below in this Section 5 (the "Financing Documents") presented at this meeting are hereby
approved and the Mayor, City Administrator, Assistant City Administrator, Director of
Administrative Services or Director of Economic Development is authorized to execute and
deliver the Financing Documents in the name of and on behalf of the Community Facilities
District and the City in said form with such changes therein as the officer executing the same
may approve, such approval to be conclusively evidenced by the execution and delivery thereof:
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Resolution No. 2004-1
(a) Funding and Construction Agreement, between the City and Huntington
Center Associates, LLC;
(b) FiscaI Agent Agreement, between the City and U.S. Bank National
Association, as fiscal agent;
(c) Purchase Contract, by and between the City and UBS Financial Services,
Inc.;
(d) Reciprocal Easement Agreement, by and between the City and Huntington
Center Associates, LLC; and
(e) Operating Agreement, by and between the City and Huntington Center
Associates, LLC.
Section 6. City Administrator Authorized to Establish Final Terms of the Sale of
the Bonds. The City Administrator, Assistant City Administrator, Director of Administrative
Services or Director of Economic Development, upon such advice of staff as they may deem
necessary, is hereby authorized and directed to act on behalf of the City to establish and
determine (i) the final principal amount of the Bonds, which amount shall not exceed
$25,000,000, including Bonds which may be issued at an original issue discount, (ii) the final
amounts of the various maturities and sinking fund payments of the Bonds the final maturity of
such Bonds to be no later than September 1, 2033, (Ili)the final interest rate on the Bonds, which
rate shall not exceed seven percent (7%) per annum for any maturity of the Bonds, and (iv) the
Underwriter's discount for the purchase of the Bonds, which shall not exceed $13.75 per $1,000
principal amount of the Bonds.
Section 7. Approval of Preliminary Official Statement; Preparation of Final
Official Statement. The Preliminary Official Statement is approved, and the City Administrator,
Assistant City Administrator, Director of Administrative Services or Director of Economic
Development, is authorized to consent to and assist in the preparation of such modifications
thereto as may be specified by Disclosure Counsel. The City Administrator, Assistant City
Administrator, Director of Administrative Services or Director of Economic Development, is
authorized to determine, with the assistance of Bond Counsel, when the Preliminary Official
Statement is to be deemed final within the meaning of Rule 15c2-12 of the Securities and
Exchange Commission under the Securities Exchange Act of 1934 and to deliver a certificate to
that effect to the Underwriter. The Underwriter may distribute the Preliminary Official
Statement as approved hereby, or as modified with the consent of the City Administrator,
Assistant City Administrator, Director of Administrative Services or Director of Economic
Development, to prospective purchasers of the Bonds. The City Administrator, Assistant City
Administrator, Director of Administrative Services or Director of Economic Development, is
authorized to participate in the preparation of the Final Official Statement, based on the
Preliminary Official Statement, and such modifications thereto as may be agreed to by
Disclosure Counsel and the Underwriter. The City Administrator, Assistant City Administrator,
Director of Administrative Services or Director of Economic Development, is authorized to sign
the Final Official Statement on behalf of the City and the Community Facilities District.
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Section 8. Findings Regarding the Levy and Rates of Special Taxes. The City
Council finds that the Community Facilities District will covenant in the Fiscal Agent
Agreement, for the benefit of the owners of the Bonds, that to the extent it is legally permitted to
do so (a) it will levy the Special Taxes for the payment of the Administrative Expenses (as
defined therein) which are expected to be incurred in each fiscal year, and (b) it will not initiate
proceedings under the Mello-Roos Community Facilities Act of 1982 to reduce the maximum
Special Tax Rates (the "Maximum Rates") on property below the amounts which are necessary
to pay such Administrative Expenses and to provide Special Tax Revenues (as defined therein)
in an amount equal to one hundred ten percent (110%) of Maximum Annual Debt Service (as
defined therein) on the outstanding Bonds. The City further finds and determines that any
reduction or limitation of the Special Tax rates below the Maximum Rates would interfere with
the timely retirement of the Bonds.
Section 9. Approval of Continuing Disclosure Certificate. The Continuing
Disclosure Certificate-Issuer is approved in the form submitted to the City Council at the
meeting at which this Resolution is adopted, and the City Administrator, Assistant City
Administrator, Director of Administrative Services or Director of Economic Development, is
authorized to execute and deliver said certificate on behalf of the Community Facilities District.
Section 10. Other Acts. All actions heretofore taken by officers and agents of the
City and the Community Facilities District with respect to the sale and issuance of Bonds are
hereby approved, confirmed and ratified, and the City Administrator, Assistant City
Administrator, Director of Administrative Services, Treasurer and Director of Economic
Development, and the City Clerk, and other appropriate officials of the City and the Community
Facilities District are hereby authorized and directed to take any actions and execute and deliver
any and all documents as are necessary to accomplish the issuance, sale and delivery of the
Bonds in accordance with the provisions of this Resolution.
PASSED AND ADOPTED by the City Council of the City of Huntington Beach
at a regular meeting thereof held on this 5 th day of January , 2004 ,
ar
ATTEST: APPROVED AS TO FORM
City Clerk Jity Atto eye=
REVIEWED AND APPROVED INITIATED AND APPROVED
City Adm istrator Director of Economic Development
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STATE OF CALIFORNIA
COUNTY OF ORANGE ) ss:
CITY OF HUNTINGTON BEACH )
I, CONNIE BROCKWAY, the duly elected, qualified City Clerk
of the City of Huntington Beach, and ex-officio Clerk of the City Council of
said City, do hereby certify that the whole number of members of the City
Council of the City of Huntington Beach is seven; that the foregoing resolution
was passed and adopted by the affirmative vote of at least a majority of all the
members of said City Council at an regular meeting thereof held on the 5th
day of January, 2004 by the following vote:
AYES: Sullivan, Coerper, Hardy, Green, Boardman, Cook, Houchen
NOES: None
ABSENT: None
ABSTAIN: None
City Clerk and ex-officio 61erk of the
City Council of the City of
Huntington Beach, California