2013-01 Issuance of revenue bonds - park RESOLUTION 2013-01
RESOLUTION OF THE BOARD OF DIRECTORS OF THE
ENCINITAS PUBLIC FINANCING AUTHORITY
AUTHORIZING THE ISSUANCE OF ITS REVENUE
BONDS IN THE ORIGINAL PRINCIPAL AMOUNT OF
NOT TO EXCEED $8,000,000 IN CONNECTION WITH THE
FINANCING OF CITY PARK IMPROVEMENTS,
AUTHORIZING AND DIRECTING EXECUTION OF AN
INDENTURE OF TRUST AND A LEASE AGREEMENT,
AUTHORIZING A NOTICE OF SALE 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 by and among the City of Encinitas
(the "City"), Cardiff Sanitation District, Encinitas Fire Protection District, Encinitas Sanitation
District and the 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 improvements to a City park located in the former "Hall Property" (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 $8,000,000 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 financing of the
Project, and the lease of the Leased Premises, defined below(the "Lease Agreement"); and
WHEREAS, the City Council has determined that the City Corporation Yard should be
the leased asset under the Lease Agreement (the "Leased Premises"); and
WHEREAS, a portion of the proceeds of the Bonds will be deposited in the Project Fund
to be established pursuant to the Indenture of Trust which is hereinafter approved, and will be
applied by the Authority and the City to the acquisition, construction and installation 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 has presented a form of official notice of sale and a proposed form of
Official Statement describing the Bonds, to be used in connection with the marketing thereof,
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;
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the
Board of Directors of the Encinitas Public Financing Authority as follows:
SECTION 1 Findings and Determinations. (a) 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 thereby result in significant public benefits within the
contemplation of Section 6586 of the Act.
(b) The Board finds and determines that the above recitals are true and correct and
that the fair rental value of Leased Premises exceeds the present value of Lease Payments to be
made under the Lease Agreement.
SECTION 2 Issuance of Bonds. The Board hereby authorizes the issuance of the
Bonds for the purpose of funding the Project under and pursuant to the Act, in the maximum
original principal amount not to exceed $8,000,000.
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, the Executive
Director or the Director of Finance 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 National Association (the "Trustee") and the
Authority;
(2) the Lease Agreement relating to the lease of the Leased Premises by the
City from the Authority for the purpose of financing the Project;
(3) the Agency Agreement by and between the City and the Authority;
(4) the Official Notice of Sale.
The Chairperson, the Vice Chairperson, the Executive Director or the Director of Finance
are hereby authorized and directed to execute, and the Secretary is hereby authorized and
directed to attest and affix the seal of the Authority 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 competitive sale, and the Executive Director shall award the sale to the bidder
providing the lowest true interest cost on the Bonds.
SECTION 5 Official Statement, Disclosure. The Board hereby approves
the preparation of, and hereby authorizes the Executive Director or the Director of Finance 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 Director of Finance 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 Director of Finance 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 6 Official Actions. The Chairperson, the Vice Chairperson, the Executive
Director, the Director of Finance, the Secretary and any and all other officers of the Authority, as
shall be designated by the Executive Director, 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 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 7 Effective Date. This Resolution shall take effect from and after the date of
its passage and adoption.
ADOPTED this 13th day of February, 2013
Teresa Arballo Barth,
Chairperson of the Encinitas Public Financing
Authority
ATTEST.
Kathy lywoo ,
Secretary of the Encinitas Public
Financing Authority
CERTIFICATION
I, Kathy Hollywood, Secretary of the Encinitas Public Financing Authority do hereby
certify that the foregoing resolution was adopted by the Board of Directors of the Encinitas
Public Financing Authority at a regular meeting thereof held on the 13th day of February, 2013,
by the following vote of the Board of Directors:
AYES: Barth, Gaspar, Kranz, Muir, Shaffer.
NAYS: None.
ABSENT: None.
ABSTAINED: None.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal
this 13th day of February, 2013.
��AWA
Kathy H wood,
Secretary of the Encinitas Public Financing
Authority
(SEAL)
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