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HomeMy WebLinkAboutRESO 922926005-61 JH:CKL Agenda version RESOLUTION NO. 9229 RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO AUTHORIZING THE ISSUANCE OF REFUNDING BONDS AND APPROVING AND AUTHORIZING RELATED DOCUMENTS AND ACTIONS CITY OF PALO ALTO University Avenue Area Off-Street Parking Assessment District (Reassessment and Refunding of 2012) WHEREAS, on January 22, 2001, the City Council (the '"Council") of the City of Palo Alto (the "City") adopted its Resolution ofIntention No. 8034, entitled "A Resolution of the City Council of the CitY of Palo Alto of Intention to Make Acquisitions and Improvements" (the '"Resolution of Intention") relating to the acquisition and/or construction of public improvements under and pursuant to the provisions of the Municipal Improvement Act of 1913, Division 12 of the Streets and Highways Code of the State of California, for the City's "University Avenue Area Off-Street Parking Assessment District" (the '"District"); and WHEREAS, by the Resolution of Intention, the Council provided that bonds would be issued thereunder pursuant to the provisions of the Improvement Bond Act of 1915, Division 10 of the Streets and Highways Code of California and reference to the Resolution of Intention is hereby expressly made for further particulars; and WHEREAS, two series of special assessment bonds were issued and delivered, designated (i) $9,135,000 initial principal amount Limited Obligation Improvement Bonds City of Palo Alto University Avenue Area Off-Street Parking Assessment District Series 2001-A (the "200l-A Bonds"), which are currently outstanding in the principal amount of $7,460,000 and (ii) $35,460,000 initial principal amount Limited Obligation Improvement Bonds City of Palo Alto University Avenue Area Off-Street Parking Assessment District Series 2002-A (the "2002-A Bonds," and together with the 200l-A Bonds, the "Prior Bonds"), which are currently outstanding in the principal amount of $26,250,000; and WHEREAS, on February 13, 2012, the Council adopted a "Resolution of Intention to Levy Reassessments and to Issue Refunding Bonds" (the "Resolution of Intention to Levy Reassessments"), in and for the District, and has thereafter conducted proceedings pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds, Division 11.5 of the Streets and Highways Code of California (the '"Act"); and WHEREAS, the proceedings under the Act and the Resolution of Intention to Levy Reassessments are now completed, a list of unpaid reassessments (the "List of Unpaid Reassessments") is on file with the City Clerk, and this Council wishes to provide for the issuance of refunding improvement bonds hereinafter described and defined as the '"Refunding Bonds" on the security of such unpaid reassessments pursuant to the Act; and WHEREAS, the purpose of the issuance of the Refunding Bonds shall be to refund and redeem the Prior Bonds; and WHEREAS, there has been submitted to this Council an agreement (the "Paying Agent Agreement") providing·for the issuance of the Refunding Bonds by the City for the District, and the City Council, with the aid of City staff, has reviewed the Paying Agent Agreement and found it to be in proper order, and now desires to approve the Paying Agent Agreement and the issuance of the Refunding Bonds; and WHEREAS, there has been presented to this Council two escrow agreements, one relating to the 2001-A Bonds and one relating to the 2002-A Bonds (collectively, the "Escrow Agreements"), which will be used to refund and redeem the Prior Bonds and the Council now desires to approve such Escrow Agreements in connection with the refunding of the Prior Bonds; and . WHEREAS, there has been presented to this Council a Bond Purchase Agreement (the "Bond Purchase Agreement"), pursuant to which the Refunding Bonds will be sold to E. J. De La Rosa & Co., Inc., as underwriter (the "Underwriter"); and WHEREAS, there has been presented to this Council a form of a Preliminary Official Statement (the "Preliminary Official Statement"), the purpose of which is to disclose all material facts relating to the Refunding Bonds to investors in the Refunding Bonds; and WHEREAS, there has been presented to this Council the List of Unpaid Reassessments showing the unpaid reassessments upon the security of which the Refunding Bonds shall be issued, and this Council, with the aid of City staff, has reviewed and considered the List of Unpaid Reassessments; and WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Refunding Bonds and the levy of the reassessments as contemplated by this Resolution and the docUments referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Act. NOW, THEREFORE, the Council of the City of Palo Alto does hereby RESOLVE, as follows: 1. Unpaid Reassessments. The reassessments that remain unpaid are as shown on the List of Unpaid Reassessments, which is hereby approved and incorporated herein by this reference. The total amount of the unpaid reassessments shown on the List of Unpaid Reassessments is $33,480,000, although that amount may be reduced in the event that City staff determines that to do so is necessary and advisable. For a particular description of the lots, pieces and parcels of land bearing the respective reassessment numbers set forth in the List of Unpaid Reassessments, reference is hereby made to the reassessment and to the reassessment diagram, and any amendments thereto approved by this Council, all as recorded in the office of the official who is the Superintendent of Streets of the City. 2. Refunding Bonds Authorized. Pursuant to the Act, this Resolution and the Paying Agent Agreement, refunding improvement bonds of the City for the District designated as "Limited Obligation Refunding Improvement Bonds City of Palo Alto University Avenue Area Off-Street Parking Assessment District (Reassessment and Refunding of 2012)" (the -2- "Refunding Bonds") in an aggregate principal amount of not to exceed $$33,480,000 are hereby authorized to be issued. The date, manner of payment, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms, covenants and conditions of the Refunding Bonds shall be as provided in the Paying Agent Agreement as finally executed. 3. Authorization and Conditions. The Mayor, the City Manager, the Director of Public Works, the Director of Administrative Services, the City Engineer, the City Clerk, the City Attorney or any other officer or employee authorized by the City Councilor by any of the foregoing individuals to undertake any action referenced in this Resolution (each, an "Authorized Officer") is hereby authorized and directed to execute and deliver the various documents and instruments described in this Resolution, provided that no additions or changes shall authorize an aggregate principal amount of Refunding Bonds in excess of $33,480,000, a final maturity date of the Refunding Bonds after September 2, 2030, a stated interest rate on the Refunding Bonds in excess of the maximum rate authorized by applicable law, an average yield on the Refunding Bonds in excess of 5.25% percent per annum, a net present value savings of less than 3% of the principal amount of the Prior Bonds being refunded as a result of the issuance of the Refunding Bonds, or an underwriter's discount in excess of 1.0% of the initial principal amount of the Refunding Bonds (not including any original issue discount). The approval of such additions or changes shall be conclusively evidenced by the execution and delivery of such documents or instruments by an Authorized Officer, upon consultation with Jones Hall, A Professional Law Corporation, the City's bond counsel ("Bond Counsel") and Public Financial Management, Inc., the City's financial advisor (the "Financial Advisor"). 4. Paying Agent Agreement. The proposed form of Paying Agent Agreement with respect to the Refunding Bonds, dated as of February 1,2012, by and between the City and U.S. Bank National Association, as paying agent (the "Paying Agent Agreement"), is hereby approved. The Authorized Officer is hereby authorized and directed to cause the same to be completed and executed on behalf of the City, subject to Section 3 above. 5. Escrow Agreements. The refunding of the Prior Bonds with the prO(~eeds of the Refunding Bonds and other available moneys, in accordance with the provisions of the documents pursuant to which such Prior Bonds were sold and delivered, and pursuant to the Escrow Agreements is hereby approved, and the form of Escrow Agreements by and between the City and U.S. Bank National Association, as escrow holder, in the form presented to this Council at this meeting is hereby approved. An Authorized Officer is hereby authorized and directed to cause the same to be completed and executed on behalf of the City. 6. Official Statement. The Council hereby approves the Preliminary Official Statement describing the financing described therein, in substantially the form on file with the Authorized Officer, together with any changes therein or additions thereto deemed advisable by the Authorized Officer. Pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule") the Preliminary Official Statement is hereby deemed final and an Authorized Official is hereby authorized and directed to provide written certification thereof. An Authorized Officer is hereby authorized to execute the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Authorized Officer, in consultation with Bond Counsel and Disclosure Counsel to the City, and such information permitted to be -3- excluded from the Preliminary Official Statement pursuant to the Rule, which execution shall be conclusive evidence of the approval of the final Official Statement by the City. 7. Sale of Refunding Bonds. The form of the Bond Purchase Agreement between the City and the Underwriter is hereby approved and an Authorized Officer is hereby authorized and directed to execute the Bond Purchase Agreement on behalf of the City upon the execution thereof by the Underwriter, subject to Section 3. 8. Refunding Bonds Prepared and Delivered. Upon the sale of the Refunding Bonds to the Underwriter, the Refunding Bonds shall be prepared, authenticated and delivered, all in accordance with the applicable terms of the Paying Agent Agreement and an Authorized Officer and other responsible City officials are hereby authorized and directed to take such actions as are required under the Bond Purchase Agreement and the Paying Agent Agreement to complete all actions required to evidence the delivery of the Refunding Bonds upon the receipt of the purchase price thereof from the Underwriter. 9. Actions. All actions heretofore taken by the officers and agents of the City with respect to the establishment of the District and the sale and issuance of the Refunding Bonds, including but not limited to the distribution of the Preliminary Official Statement, are hereby approved, confirmed and ratified, and the proper officers of the City are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements, contracts, and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Refunding Bonds in accordance with this Resolution, the Paying Agent Agreement, the Bond Purchase Agreement and any certificate, agreement, contract, and other document described in the documents herein approved. 10. Prior Resolution. In connection with a previous effort to refinance the Prior Bonds, the Council adopted on July 23, 2007 its Resolution No. 8745, entitled Resolution of the Council of the City of Palo Alto Authorizing the Issuance of Refunding Bonds and Approving and Authorizing Related Documents and Actions (the "2007 Bond Resolution"). The 2007 Bond Resolution shall have no further force and effect and shall be superceded by this Resolution in its entirety. 11. Effective Date. This resolution shall take effect from and after its adoption. -4- ..