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HomeMy WebLinkAboutReso 01-21 Approval and Authorization of the City of Dublin and the Dublin Financing Authority to Execute the Sale and Issuance of 2021 Lease Revenue BondsReso. No. 01-21, Item 3.1, Adopted 09/21/2021 Page 1 of 4 RESOLUTION NO. 01 - 21 A RESOLUTION OF THE DUBLIN FINANCING AUTHORITY AUTHORIZING THE ISSUANCE AND SALE OF 2021 LEASE REVENUE BONDS TO FINANCE ENERGY EFFICIENCY CAPITAL IMPROVEMENTS FOR THE CITY OF DUBLIN, AND APPROVING RELATED DOCUMENTS AND OFFICIAL ACTIONS WHEREAS, the City of Dublin (the “City”) desires to acquire and install energy efficiency improvements to various City facilities (collectively, the “Project”), all which comprise capital projects of benefit to the City and its citizens; and WHEREAS, in order to provide financing for a portion of the cost of the Project and incidental expenses related thereto, the City has agreed to lease certain real property, consisting of the City’s civic center complex located at 100 Civic Plaza (the “Leased Property”), to the Dublin Financing Authority (“Authority”) as provided in a Site Lease, as defined herein; and WHEREAS, in order to fund the Site Lease, the Authority proposes to issue and sell its Dublin Financing Authority 2021 Lease Revenue Bonds in the aggregate principal amount of not to exceed $22,000,000 (the “Bonds”) under Article 4 of Chapter 5, Division 7, Title 1 of the Government Code of the State of California, commencing with Section 6584 of said Code (the “Bond Law”); and WHEREAS, in order to secure the payments of principal of and interest on the Bonds, the Authority proposes to lease the Leased Property back to the City under a Lease Agreement (the “Lease Agreement”), under which the City is obligated to pay semiannual lease payments as rental for the Leased Property, and the Authority will assign substantially all of its rights under the Lease Agreement to U.S. Bank National Association, as trustee for the Bonds; and WHEREAS, to provide for development of the most favorable debt structure for the City and to ensure the most favorable reception in the marketplace for the Bonds, the City has requested the Authority to sell the Bonds through a negotiated sale pursuant to the terms of a Bond Purchase Agreement (the “Bond Purchase Agreement”) between the Authority, the City and Hilltop Securities, Inc., as underwriter (the “Underwriter”); and WHEREAS, for purposes of the sale of the Bonds, the City has caused to be prepared an Official Statement describing the Bonds, the preliminary form of which is on file with the Secretary and the Governing Board, with the aid of their staff, have undertaken such review of the Official Statement as hereinafter described as is necessary to assure proper disclosure of all material facts relating to the Bonds that are within the personal knowledge of members of the Governing Board and the staff; and Reso. No. 09-21, Item 3.1, Adopted 09/21/2021 Page 2 of 4 WHEREAS, as required by Section 6586.5 of the California Government Code, the City has caused publication of a notice of a public hearing on the financing of the public capital improvements included within the Project once at least five days prior to the hearing in a newspaper of general circulation in the City; and WHEREAS, the City Council of the City held a public hearing at which all interested persons were provided the opportunity to speak on the subject of financing such public capital improvements; and WHEREAS, in accordance with Government Code Section 5852.1, the following information has been obtained and disclosed in the staff report for the City Council action related to that set forth herein: (i) the estimated true interest cost of the Bonds, (ii) the estimated finance charge of the Bonds, (iii) the estimated proceeds of the Bonds expected to be received, net of proceeds for finance charges in (iv) above to pai d from the principal amount of the Bonds, and (v) the estimated total payment amount of the Bonds; and WHEREAS, the Governing Board wishes at this time to approve all proceedings of the Authority relating to the issuance and sale of the Bonds in order to assist the City in financing of a portion of the Project. NOW, THEREFORE, BE IT RESOLVED by the Governing Board of the Dublin Financing Authority as follows: Section 1. The Governing Board hereby authorizes the issuance of the Bonds under the Bond Law in the maximum principal amount of not to exceed $22,000,000, for the purpose of providing funds to finance all or a portion of the Project. The Bonds shall be issued under the Bond Law and the Indenture of Trust that is approved below. Section 2. The Governing Board hereby approves each of the following agreements required for the issuance and sale of the Bonds, in substantially the respective forms on file with the Secretary together with any changes therein or additions thereto deemed advisable b y the Executive Director or the Treasurer or any of their designees (each, an “Authorized Officer”), whose execution thereof shall be conclusive evidence of the approval of any such changes or additions. An Authorized Officer is hereby authorized and directed for and on behalf of the Authority to execute, and the Secretary is hereby authorized and directed to attest, the final form of each such agreement, as follows: • Indenture of Trust, between the Authority and U.S. Bank National Association, as trustee (the “Trustee”), setting forth the terms and provisions relating to the Bonds; • Site Lease, between the City as lessor and the Authority as lessee, under which the City leases the Leased Property to the Authority in consideration of the payment of an upfront amount which will be applied by the City to finance all or a portion of the Project; • Lease Agreement, between the Authority as lessor and the City as lessee, under which the Authority leases the Leased Property back to the City and the Reso. No. 09-21, Item 3.1, Adopted 09/21/2021 Page 3 of 4 City agrees to pay semiannual lease payments to provide revenues with which to pay principal of and interest on the Bonds when due; and • Assignment Agreement, between the Authority and the Trustee, whereby the Authority assigns certain of its rights under the Lease Agreement to the Trustee for the benefit of the Bond owners. Section 3. The Governing Board hereby authorizes and directs the negotiated sale of the Bonds to the Underwriter. The Bonds shall be sold pursuant to the terms and provisions of the Bond Purchase Agreement among the Authority, the City and the Underwriter in substantially the form on file with the Secretary together with any changes therein or additions thereto deemed advisable by an Authorized Officer. The true interest cost of the Bonds shall not exceed 3.50% and the Underwriter’s discount shall not exceed 1.00%. Section 4. The Governing Board hereby approves the preliminary Official Statement describing the Bonds in substantially the form on file with the Secretary. An Authorized Officer is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement and, if requested by the Underwriter, to execute an appropriate certificate stating the Authority’s determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by the Underwriter is hereby approved. An Authorized Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by an Authorized Officer shall be conclusive evidence of approval of any such changes and additions. The Governing Board hereby authorizes the distribution of the final Official Statement by the Underwrite r. The final Official Statement shall be executed on behalf of the Authority by the Executive Director or the Treasurer. Section 5. The Authorized Officers, the General Counsel, the Secretary and all other officers of the Authority are each authorized and directed on behalf of the Authority to make any and all leases, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance or termination, warrants and other documents, which they or any of them deem necessary or appropriate in order to consummate any of the transactions contemplated by the agreements and documents approved under this Resolution. An Authorized Officer may revise the identity of the Leased Property (including by adding thereto) as necessary to accomplish the purposes of this Resolution. Whenever in this resolution any officer of the Authority is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf if such officer is absent or unavailable. Section 6. This Resolution shall take effect immediately upon its passage and adoption. Reso. No. 09-21, Item 3.1, Adopted 09/21/2021 Page 4 of 4 PASSED, APPROVED, AND ADOPTED by the Governing Board of the Dublin Financing Authority at a regular meeting held this 21st day of September 2021, by the following vote: AYES: Boardmembers Hu, Josey, Kumagai, McCorriston and Chair Hernandez NOES: ABSENT: ABSTAIN: APPROVED: Chair ATTEST: Secretary