2001-01 Lease Revenue Bonds RESOLUTION NO. FA-01-01
RESOLUTION OF THE BOARD OF DIRECTORS OF THE
ENCINITAS PUBLIC FINANCING AUTHORITY
AUTHORIZING THE ISSUANCE OF ITS LEASE REVENUE
BONDS IN THE AGGREGATE PRINCIPAL AMOUNT OF
NOT TO EXCEED $25,000,000 IN CONNECTION WITH THE
FINANCING OF THE ACQUISITION OF LAND FOR PUBLIC
USES IN THE CITY OF ENCINITAS AUTHORIZING AND
DIRECTING EXECUTION OF AN INDENTURE OF TRUST
AND A LEASE AGREEMENT, AUTHORIZING THE SALE
OF THE BONDS, APPROVING A NOTICE OF SALE, A
NOTICE INVITING BIDS AND AN OFFICIAL STATEMENT
AND AUTHORIZING OFFICIAL ACTIONS AND
EXECUTION OF RELATED DOCUMENTS
WHEREAS, the Encinitas Public Financing Authority (the "Authority") has been
formed pursuant to a Joint Exercise of Powers Agreement originally executed by and among the City
of Encinitas (the "City"), Cardiff Sanitation District, Encinitas Fire Protection District, Encinitas
Sanitation District, and San Dieguito Water District, and is authorized under said Agreement and
under the laws of the State of California to finance the acquisition and construction of public capital
improvements for the City; and
WHEREAS, the City has requested the Authority to issue its bonds for the purpose
of providing funds to enable the City to finance certain improvements of benefit to the City,
specifically the acquisition of real property for public uses (the "Project"); and
WHEREAS, to provide such financing for the Project the Authority proposes to issue
its revenue bonds in an aggregate principal amount of not to exceed $25,000,000 (the "Bonds") under
the provisions of Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of
the Government Code of the State of California (the "Act"), which are proposed to be payable from
the revenues to be derived by the Authority from lease payments to be made by the City for the lease
of certain facilities pursuant to a lease agreement relating to the Project lease of certain facilities (the
"Lease Agreement"); and
WHEREAS, the proceeds of the Bonds deposited in the Project Fund to be
established pursuant to the Indenture of Trust which is hereinafter approved, will be applied by the
Authority and the City to the acquisition of the Project pursuant to an Agency Agreement between
the Authority and the City; and
WHEREAS, the Authority has determined that the Bonds should be offered for sale
on a competitive basis and there has been presented to the Authority a form of notice of sale and a
proposed form of Official Statement describing the Bonds, to be used in connection with the
marketing thereofi and
WHEREAS, the Board of the Authority (the "Board") has duly considered such
transactions and has determined that it approves said transactions in the public interests of the City
and the Authority;
THEREFORE, BE IT RESOLVED by the Board of the Encinitas Public Financing
Authority adopt as follows:
Section 1. Findings and Determinations. Pursuant to the Act, the Board hereby finds
and determines that the issuance of the Bonds will result in savings in effective interest rates, bond
underwriting costs and bond issuance costs and thereby result in significant public benefits within the
contemplation of Section 6586 of the Act.
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Section 2. Issuance of Bonds. The Board hereby authorizes the issuance of the
Bonds under and pursuant to the Act, in the maximum aggregate principal amount not to exceed
$25,000,000.
Section 3. Approval of Financing Documents. The Board hereby approves each of
the following documents in substantially the respective forms on file with the Secretary, together with
such additions thereto and changes therein as Bond Counsel shall deem necessary, desirable or
appropriate, the execution of which by the Chairperson the Vice Chairperson or the Executive
Director shall be conclusive evidence of the approval of any such additions and changes:
(1) the Indenture of Trust relating to the issuance of the Bonds and to the
Project, by and between Union Bank of California, N.A. (the "Trustee") and the Authority;
(2) the Lease Agreement relating to the lease of various facilities by the
City from the Authority and to finance the acquisition of the Project;
(3) the Agency Agreement by and between the City and the Authority.
The Chairperson, the Vice Chairperson, the Executive Director or the Treasurer are
hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to
attest and affix the seal of the Authohty to, the final form of each of the foregoing documents and
agreements for and in the name and on behalf of the Authority. The Board hereby authorizes the
delivery and performance of each of the foregoing documents and agreements.
Section 4. Sale of Bonds. The Board hereby approves the sale of the Bonds by the
Authority at a competitive sale. The Executive Director is hereby authorized and directed to award
the sale of the Bonds to the bidder with the lowest net interest cost, provided, that net interest cost
to maturity for the Bonds shall not be more than 6.00% and the rate of interest to be represented by
any single maturity of the Bonds shall not exceed 6.25% per annum.
Section 5. Publication of Notice. The Secretary in cooperation with Bond Counsel
is hereby authorized and directed to publish a Notice of Intention to Sell Securities in The B~nd
Buyer at least 15 days prior to the date bids are to be received. The Secretary, in cooperation with
the financial advisor, shall cause the Official Notice Inviting Bids to be circulated among prospective
bidders.
Section 6. Official Statement; Continuing Disclosure. The Board hereby approves
the preparation of, and hereby authorizes the Executive Director to deem final within the meaning
of Rule 15c2-12 of the Securities and Exchange Commission except for permitted omissions, a
preliminary form of Official Statement of the Bonds. The Executive Director or the Treasurer is
hereby authorized to execute the final Official Statement in the name and on behalf of the Authority,
including any modifications resulting from additions thereto and changes therein as Bond Counsel
shall deem necessary, desirable or appropriate, with the execution of the final Official Statement by
the Chairperson to be conclusive evidence of the approval of any such additions and changes. The
Executive Director or the Treasurer is further authorized to sign on behalf of the Authority a
continuing disclosure certificate with respect to the financing, in such form as may be approved by
Bond Counsel.
Section 7. Official Actions. The Chairperson, the Vice Chairperson, the Executive
Director, the Treasurer, the Secretary and any and all other officers of the Authority are hereby
authorized and directed, for and in the name and on behalf of the Authority, to do any and all things
and take any and all actions, including obtaining a rating on the Bonds and/or a municipal bond
insurance policy and a debt service reserve fund surety bond, and including execution and delivery
of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of
conveyance, warrants and other documents, which they, or any of them, may deem necessary or
advisable in connection with the issuance and sale of the Bonds.
Section 8. Effective Date. This Resolution shall take effect from and after the date
of its passage and adoption.
ADOPTED this 21 st day of March, 2001.
Chairperson
ATTEST:
Secretary of the Encinitas Public
Financing Authority
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CERTIFICATION
I, Deborah Cervone, Secretary o£the Encinitas Public Financing Authority, do hereby certiBd
that the foregoing resolution was adopted by the Board of Directors of the Encinitas Public Financing
Authority at a regular meeting thereo£held on the 21s' day of March, 2001, by the following vote o£
the Encinitas Public Financing Authority:
AYES: Bond, Guerin, Holz, Houlihan, Stocks.
NOES: None.
ABSENT: None.
ABSTAINED: Nope.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the offficial seal
of the Encinitas Public Financing Authority this 21st day of March, 2001.
Secretary of the Encinitas Public Financing Authority
(SEAL)
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