HomeMy WebLinkAboutResolution No. 13-7421 RESOLUTION NO. 13 -7421
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DOWNEY APPROVING
THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING
DOCUMENTS IN CONNECTION WITH THE OFFERING AND SALE OF
CERTIFICATES OF PARTICIPATION RELATING THERETO TO REFUND THE
CITY'S OUTSTANDING 2002 CERTIFICATES OF PARTICIPATION (DOWNEY GOLF
COURSE FINANCING), AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS
WITH RESPECT THERETO
WHEREAS, the City of Downey, California (the "City "), working with the City of Downey
Public Facilities Financing Corporation (the "Corporation "), has heretofore caused the execution
and delivery of the 2002 Certificates of Participation (Downey Golf Course Financing)(the "2002
Certificates "), representing undivided fractional interests of the owners thereof in lease
payments to be made by the City as the rental for certain property pursuant to a lease
agreement with the Corporation, delivered to finance and refinance the acquisition, construction,
installation and equipping of the City's Rio Hondo Golf Course, event center and clubhouse;
and,
WHEREAS, the 2002 Certificates are currently outstanding in the principal amount of
$7,140,000; and,
WHEREAS, the City, with the assistance of the Corporation, has determined at this time,
due to prevailing interest rates in the municipal bond market and for other reasons, to refinance
the 2002 Certificates and to implement a lease financing for such purposes; and,
WHEREAS, it is in the public interest and for the public benefit that the City authorize
and direct execution of the Lease Agreement (hereinafter defined) and certain other financing
documents in connection therewith; and,
WHEREAS, a preliminary official statement containing information material to the
offering and sale of the Certificates described below (the "Preliminary Official Statement ") has
been prepared on behalf of the City; and,
WHEREAS, the documents below specified shall be filed with the City and the members
of the City Council (the "Council ") of the City, with the aid of its staff, shall review said
documents.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DOWNEY DOES
HEREBY RESOLVE AS FOLLOWS:
SECTION 1. Certificates of Participation (2013 Refinancing Project) (the "Certificates ")
are hereby authorized to be executed and delivered pursuant to the provisions of the Trust
Agreement, as hereinafter defined.
SECTION 2. The below- enumerated documents, in the forms on file with the City Clerk,
be and are hereby approved, and the Mayor, the City Manager or the Director of Finance, or the
designee thereof (each, a "Designated Officer "), are hereby authorized and directed to execute
said documents, with such changes, insertions and omissions as may be approved by such
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officials, and the City Clerk is hereby authorized and directed to attest to such official's
signature:
RESOLUTION NO. 13 -7421
PAGE 2
(a) a site and facility lease, by and between the City, as lessor, and the Corporation, as
lessee, pursuant to which the City will lease certain existing property (the "Property ") to the
Corporation, for the purpose of leasing the Property back to the City pursuant to the Lease
Agreement;
(b) a lease agreement relating to the Property, between the Corporation, as lessor, and
the City, as lessee (the "Lease Agreement "), so long as the lease payments to be made by the
City under the Lease Agreement results in net present value savings of at least 4% as
compared to the principal component of the 2002 lease payments;
(c) a trust agreement, by and among the Corporation, the City and U.S. Bank National
Association, as trustee, relating to the execution and delivery of the Certificates (the "Trust
Agreement ");
(d) an escrow deposit and trust agreement, by and between the City and U.S. Bank
National Association, as escrow bank, relating to the defeasance of the 2002 Certificates;
(e) a termination agreement, by and among the City, the Corporation and U.S. Bank
National Association, as successor trustee for the 2002 Certificates (the "2002 Trustee "),
whereby the City, the Corporation and the 2002 Trustee agree to terminate the documents
relating to the 2002 Certificates; and
(f) a continuing disclosure certificate.
SECTION 3. The certificate purchase agreement, by and between Piper Jaffray & Co.,
as underwriter (the "Underwriter ") and the City (the "Certificate Purchase Agreement "), relating
to the purchase by the Underwriter of the Certificates, in the form on file with the City Clerk, is
hereby approved and any Designated Officer is hereby authorized and directed to execute said
document, with such changes, insertions and omissions as may be approved by such official, so
long as the Underwriter's discount does not exceed 0.75% of the principal amount of the
Certificates, exclusive of any original issue discount which does not represent compensation to
the Underwriter.
SECTION 4. The Council hereby approves the Preliminary Official Statement, in the
form on file with the City Clerk, together with any changes therein or additions thereto deemed
advisable by any Designated Officer. The Council authorizes and directs any Designated Officer
to deem the Preliminary Official Statement "final" pursuant to Rule 15c2 -12 under the Securities
Exchange Act of 1934 (the "Rule "). The Financial Advisor is hereby authorized to cause to be
furnished to prospective bidders copies of the Preliminary Official Statement.
SECTION 5. Any Designated Officer is authorized and directed to cause the Preliminary
Official Statement to be brought into the form of a final official statement (the "Final Official
Statement ") and to execute said Final Official Statement, dated as of the date of the sale of the
Certificates, and a statement that the facts contained in the Final Official Statement, and any
supplement or amendment thereto (which shall be deemed an original part thereof for the
purpose of such statement) were, at the time of sale of the Certificates, true and correct in all
material respects and that the Final Official Statement did not, on the date of sale of the
Certificates, and does not, as of the date of delivery of the Certificates, contain any untrue
statement of a material fact with respect to the City or omit to state material facts with respect to
RESOLUTION NO. 13 -7421
PAGE 3
the City required to be stated where necessary to make any statement made therein not
misleading in the Tight of the circumstances under which it was made. The Designated Officers
shall take such further actions prior to the signing of the Final Official Statement as are deemed
necessary or appropriate to verify the accuracy thereof. The execution of the final Official
Statement, which shall include such changes and additions thereto deemed advisable by any
Designated Officer and such information permitted to be excluded from the Preliminary Official
Statement pursuant to the Rule, shall be conclusive evidence of the approval of the final Official
Statement by the City.
SECTION 6. The Final Official Statement, when prepared, is approved for distribution in
connection with the offering and sale of the Certificates.
SECTION 7. The Mayor, the City Manager, the Director of Finance, the City Clerk and all
other appropriate officials of the City are hereby authorized and directed to execute such other
agreements, documents and certificates as may be necessary to effect the purposes of this
resolution and the financing herein authorized.
SECTION 8. This Resolution shall take effect upon its adoption by this Council.
SECTION 9. The City Clerk shall certify to the adoption of this Resolution and provide for
appropriate distribution thereof.
APPROVED AND ADOPTED this 1 1 th day of June, 2013.
MARIO A. GUERR
ATTEST:
c - 0/14,
ADRIA M. JIMENEZ, CMC
City Clerk
HEREBY CERTIFY that the foregoing Resolution was adopted by the City Council of
the City of Downey at a regular meeting held on the 11 day of June, 2013, by the following
vote, to wit:
AYES: Council Members: Marquez, Saab, Vasquez, Guerra
NOES: Council Member: None
ABSENT: Council Member: Brossmer
ABSTAIN: Council Member: None
A C - V
ADRIA M. JIMENEZ, t MC
City Clerk