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HomeMy WebLinkAboutResolution No. 21-0002 - Authorizing Issuance & Sale - Bonds Meausre M, Series 2021A& Measure R Series 2021BWHEREAS, the Measure R Ordinance, as so approved, imposed for a period of 30 years, beginning July 1, 2009, a tax upon the sale of tangible personal property at retail at a rate of 0.5 percent of the gross receipts of the sale and a complementary tax upon the storage, use or other consumption in the County at a rate of 0.5 percent of the sales price of the property whose storage, use • other consumption is subject to the tax (the "Measure R Sales Tax"); and WHEREAS, LACIVITA is authorized • Section 130350.7 • the • Public Utilities Code to impose a retail transactions and use tax that is applicable in the County, at a rate that, when combined with the Measure R Sales Tax during any period when the Measure R Sales Tax is in effect and upon expiration of the Measure R Sales Tax, shall not exceed one percent, if authorized by at least two-thirds of the electors voting on the issue; and WHEREAS, in accordance with such provision, LACMTA, • July 23, 2016, adopted Ordinance No. 16-01, • as the • •-- • Traffic Improvement Plan (the "Measure M Ordinance"), imposing a transactions and use tax for transportation purposes subject to approval by the electors of the County; and WHEREAS, the Measure M Ordinance was submitted to the electors of the County in the form of Measure M and approved by greater than a two-thirds vote at an election held on November 8, 2016; and WHEREAS, the Measure M Ordinance, as so approved, ti• a tax, beginning July 1, 2017, upon the sale •' tangible personal property at retail at a rate • 0.5 •` • the gross receipts of the sale and a complementary tax upon the storage, use or other consumption in the County at a rate of 0.5 percent of the sales price of the property whose storage, use or other consumption is subject to the tax, with the rate increasing to 1 percent on July 1, 2039, following the expiration of the Measure R Sales Tax (the "Measure M Sales Tax"); and WHEREAS, a portion of the Measure R Sales Tax revenues is allocated and paid (the "Measure R Receipts") by LACIVITA to the cities located within the County (the "Local Agencies"), including the City, and to the County for the purpose of funding transportation projects (the "Measure R Projects") eligible to be funded with Measure R Receipts pursuant to the Measure R Ordinance and the guidelines prepared by LACIVITA and disseminated to the Local Agencies, approved by the LACIVITA Board on October 24, 2009, as amended (the "Measure R Guidelines"), relating to the administration and use • the Measure R Sales Tax and the Measure R Receipts; and WHEREAS, under the Measure R Ordinance, the City is entitled to receive Measure R Receipts in an amount determined pursuant to the Measure R Ordinance and the Measure R Guidelines (the "Downey Measure R Receipts"); and WHEREAS, a portion of the Measure M Sales Tax revenues are allocated and paid (the "Measure M Receipts") by LACIVITA to the Local Agencies, including the City, and to the County for the purpose of funding transportation projects (the "Measure M Projects" and, together with the Measure R Projects, the "Projects") eligible to be funded with Measure M Receipts pursuant to the Measure M Ordinance and the guidelines prepared by LACIVITA and disseminated to the Local Agencies, approved by the LACIVITA Board on June 22, 2017, as amended (the "Measure M Guidelinesrelating to the administration and use • the Measure M Sales Tax and the Measure M Receipts; and wiW61111016 0 1:121CIM WHEREAS, under the Measure M Ordinance, the City is entitled to receive Measure ITTI Receipts (the "Downey Measure M Receipts") in an amount determined pursuant to the Measure M Ordinance and the Measure M Guidelines; and WHEREAS, the Authority hereby determines to issue and deliver at the request of, and for the benefit of, the City, a series of bonds payable from the Downey Measure M Receipts, entitled "Downey Public Financing Authority Sales Tax Revenue Bonds (Limited Tax Bonds) (Measure M), Series 2021K (the "2021A Bonds") with such subseries designations and other additions and modifications as may be appropriate to finance (i) the payment of the costs of the Measure M Projects, including the reimbursement of the City for certain amounts expended on the Measure M Projects prior to the issuance of the 2021A Bonds, (ii) a debt service reserve fund for the 2021A Bonds, if necessary or desirable, and (iii) the costs of issuance incurred in connection with the 2021A Bonds; and WHEREAS, the Authority hereby determines to issue and deliver at the request of, a for the benefit of the City, a series of bonds payable from the Downey Measure R Receipt entitled "Downey Public Financing Authority Sales Tax Revenue Bonds (Limited Tax Bond (Measure R), Series 202113" (the "202113 Bonds" and, together with the 2021A Bonds, t "Bonds") with such subseries designations and other additions and modifications as may appropriate, to finance (i) the payment of the costs of the Measure R Projects, including t reimbursement of the City for certain amounts expended on the Measure R Projects prior to t issuance of the 2021 B Bonds, (ii) a debt service reserve fund for the 2021 B Bonds, if necessa or desirable, and (iii) the costs of issuance incurred in connection with the 2021 B Bonds; and WHEREAS, in furtherance of the issuance of the Bonds, the Authority proposes to ent into (i) a Pledge Agreement with the City (the "Measure M Pledge Agreement"), which commi the Downey Measure M Receipts to the repayment of the 2021A Bonds, and (ii) a Pled Agreement with the City (the "Measure R Pledge Agreement" and, together, with the Measure Pledge Agreement, the "Pledge Agreements"), which commits the Downey Measure R Receipi to the repayment of the 2021 B Bonds; and WHEREAS, the Authority hereby further determines that (i) the 2021A Bonds shall be issued pursuant to an Indenture (the "2021A Bonds Indenture"), between the Authority and U.S. Bank National Association, as trustee (the "Trustee") and (ii) the 2021B Bonds shall be issued pursuant to an Indenture (the "202113 Bonds Indenture" and, together with the 2021A Bonds Indenture, the "Indentures"), between the Authority and the Trustee; and WHEREAS, Stifel, Nicolaus & Company, Incorporated, has presented the City and the Authority with (i) a proposal, in the form of a Bond Purchase Agreement, to purchase the 2021A Bonds (the "2021A Bond Purchase Agreement"), and (ii) a proposal, in the form of a Bond Purchase Agreement, to purchase the 2021B Bonds (the "202113 Bond Purchase Agreement" and together with the 2021A Bond Purchase Agreement, the "Bond Purchase Agreements"); and WHEREAS, a form of the Preliminary Official Statement to be distributed in connection with the public offering of the Bonds has been prepared (the "Preliminary Official Statement"); and WHEREAS, the City is a member of the Authority and the Projects of the City are to be located within the boundaries of the City; and PAGE 4 WHEREAS, the improvement and reconstruction of the Projects of the City will enhance the City's transportation infrastructure and contribute to the improvement of traffic resulting in a • public benefit; and WHEREAS, on this date, the City held a public hearing on the financing of such public • • within the City in accordance with Section 6586.5 • the Act; and WHEREAS, after said hearing, the City determined that the issuance of the Bonds by the Authority will result in significant public benefits; and WHEREAS, in accordance with Section 6586.5 of the Act, notice of such hearing was ILINVIM01 IIIr.KVr- I] Lor- Mfl IM10161 M lot-INZI RZI 9*TIKZTZT9k-JK*IMIM so -00 0 44*6151k •0 oil SECTION- proposed • of 1,21A Bonds Indenture, in substantially• thereofsubmitted to this meeting and made a part hereof as though set forth herein, is hereby approved. The structure, dated date, maturity date or dates or methods of determining the same, interest payment dates, forms, registration privileges, place or places of payment, terms of redemption, provisions for reserve funds, if any, additional series designation and number • other termsof • •. be(subject• the foregoing limitations) provided in the 2021A Bonds Indenture as finally executed and delivered. Each of the Chair, Treasurer, Executive Director, and the written designee of any of them (each, an "Authorized Officer"), acting individually, is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the 2021A Bonds Indenture, in substantially such form, with such changes therein as the Authorized Officer executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 4. The proposed form of 2021 B Bonds Indenture, in substantially the form submitted to this meeting and made a part hereof as though set forth herein, is hereby approved. The structure, dated date, maturity date or dates or methods of determining the same, interest payment dates, forms, registration privileges, place or places of payment, terms of redemption, provisions for reserve funds, if any, additional series designation and number thereof and other terms of the 2021 B Bonds shall be (subject to the foregoing limitations) as provided in the 2021 B Bonds Indenture as finally executed and delivered. Each Authorized Officer is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the 2021 B Bonds Indenture, in substantially such form, with such changes therein as the Authorized Officer executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 5. The proposed forms of the Pledge Agreements, in substantially the forms submitted to this meeting and made a part hereof as though set forth herein, are hereby approved. Each Authorized Officer is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Pledge Agreements in substantially such forms, with such changes therein as the Authorized Officer executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 6. The Bond Purchase Agreements, in substantially the forms submitted to this meeting and made a part hereof as though set forth herein, are hereby approved and each of Authorized Officer, acting individually, is hereby authorized and directed on behalf of the Authority and in its name to execute and deliver the Bond Purchase Agreements in substantially the forms presented to and considered at this meeting, with such changes therein, however, as may be approved by the Authorized Officer executing the same, such approval to be conclusively evidenced by his or her execution thereof; provided, however, that such changes, insertions and omissions shall not result in an aggregate underwriter's discount (not including any original issue discount) from each series of Bonds in excess of 0.50% of the aggregate principal amount of each series Bonds. SECTION 74 The Preliminary Official Statement, in substantially the form presented to this meeting and made a part hereof as though set forth in full herein, with such changes, insertions and omissions therein as may be approved by an Authorized Officer, be and the same is hereby approved, and the use of the Preliminary Official Statement in connection with the offering and sale of the Bonds is hereby authorized and approved. The Authorized Officers are each hereby authorized to certify on behalf of the Authority that the Preliminary Official Statement is deemed final as of its date, within the meaning of Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 (except for the omission of certain final pricing, rating and related information as permitted such Rule 15c2-12). SECTION 13. This Resolution shall take effect immediately upon its passage anLi� adoption. APPROVED AND ADOPTED this 13 1h day of July 2021. CU'kU`bIK—M.--F­R­0-WTA, thair— MAkkALICIA DUAFft, CMC-o� Secretary I HEREBY CERTIFY that the foregoing Resolution was adopted by the Board of Directors of the Downey Public Financing Authority at a Regular meeting held on the 13 th of July, 2021 by the following vote to wit: AYES: Board Members: Alvarez, Pacheco, Chair Frome • Board Member: None. I ABSENT: Board Members: Ashton, Trujillo ABSTAIN: Board Member: None.