FA Resolution 1996-03 RESOLUTION NO. FA96-03
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE LA
QUINTA FINANCING AUTHORITY AUTHORIZING THE
ISSUANCE OF NOT TO EXCEED $9,000,000 PRINCIPAL
AMOUNT OF 1996 LEASE REVENUE REFUNDING BONDS (LA
QUINTA CITY HALL PROJECT), AUTHORIZING AND DIRECTING
EXECUTION OF A FORM OF AN INDENTURE OF TRUST, AN
AMENDMENT TO LEASE, AN AMENDMENT TO SUBLEASE AND
OPTION TO PURCHASE, AN OFFICIAL STATEMENT,
AUTHORIZING THE SALE OF BONDS, AUTHORIZE EXECUTION
OF AGREEMENT FOR INVESTMENT BANKING SERVICE AND
PROVIDING OTHER MATTERS PROPERLY RELATING THERETO.
WHEREAS, the City of La Quinta (the "City") and the La Quinta Redevelopment
Agency (the "Agency") have heretofore entered into a Joint Exercise of Powers
Agreement establishing the La Quinta Financing Authority (the "Authority") for the
purpose of issuing its bonds to finance the acquisition of bonds, notes, and other
obligations of, or for the purpose of making loans to, public entities, and to provide
financing for public capital improvements of public entities; and
WHEREAS, the Authority proposes at this time to issue its La Quinta Financing
Authority 1996 Lease Revenue Refunding Bonds (La Quinta City Hall Project) in an
aggregate principal amount of not to exceed ~9,000,000 (the "Bonds") for the purpose
of refunding the prior lease revenue bonds relating to the acquisition and construction
of the La Quinta City Hall Project, (the "Project") for lease by the City to the Authority
and lease by the Authority back to the City in accordance with the terms of a Lease
and Sublease and Option to Purchase by and between the Authority and the City, both
dated as of November 19, 1991; and
WHEREAS, the Bonds are to be issued pursuant to the Marks-Roos Local Bond
Pooling Act of 1985 (the "Act"), constituting Articles 1 through 4 (commencing with
Section 6500) of Chapter 5 of Division 7 of Title 1 of the California Government Code,
and pursuant to an Indenture of Trust, dated as of October 1, 1996 (the "Indenture"),
by and between the Authority and First Trust of California, National Association, as
trustee (the "Trustee"); and
WHEREAS, in connection with the offering of the Bonds, Miller & Schroeder
Financial, Inc. (The "Underwriter") has caused to be prepared a Preliminary Official
Statement and an Official Statement describing the Bonds, the preliminary forms of
which are on file with the Secretary; and
Resolution No. FA96-03
Page 2
WHEREAS, the Board has duly considered such transactions, including, without
limitation, the Indenture, the Lease Agreement, and the Official Statement, and wishes
at this time to approve said transactions in the public interest of the Authority;
NOW, THEREFORE, BE IT RESOLVED, DETERMINED, AND ORDERED by the La
Quinta Financing Authority as follows:
1. Issuance of Bonds: Approval of Indenture. The Board hereby authorizes
issuance of the Bonds under and pursuant to the Act and the Indenture in the
aggregate not to exceed principal amount of 99,000,000 for the purposes hereinbefore
described. The Board hereby approves the Indenture in substantially the form on file
with the Secretary together with any additions thereto or changes therein deemed
necessary or advisable by the Executive Director or an authorized representative, upon
consultation with bond counsel, whose execution thereof shall be conclusive evidence
of approval of any such additions and changes. The Executive Director is hereby
authorized and directed to execute and attest to the final form of the Indenture for and
in the name and on behalf of the Authority. The Board hereby authorizes the delivery
and performance of the Indenture.
2. Approval of Amendment of Lease and Amendment of Sublease and Option
to Purchase. The Board hereby approves the lease of the Project from the City to the
Authority and the lease of the Project back to the City pursuant to and in accordance
with the Amendment of Lease, if determined necessary by Bond Counsel and in a form
to be approved by Bond Counsel and the Executive Director, and an Amendment of
Sublease and Option to Purchase in substantially the form on file with the Secretary
together with any additions thereto or changes therein deemed necessary or advisable
by the Executive Director or an authorized representative upon consultation with Bond
counsel whose execution thereof shall be conclusive evidence of approval of any such
additions and changes. The Executive Director is hereby authorized and directed to
execute and attest to the final form of the Amendment of Lease and Amendment of
Sublease and Option to Purchase for an in the name and on behalf of the Authority.
3. Approval of Official Statement. The Board hereby approves the Preliminary
Official Statement describing the Bonds in substantially the form submitted b the
Underwriter and on file with the Secretary. Distribution of the Preliminary Official
Statement by the Underwriter is hereby approved.
4. Approval of Purchase Contract. The form of Purchase Contract on file with
the Secretary and the sale of the Bonds pursuant thereto upon the terms and
conditions set forth therein is hereby approved and the Executive Director is authorized
to execute and deliver the Purchase Contract in the name of and on behalf of the
Resolution No. FA96-03
Page 3
Authority in said form with such changes therein as the officer executing the same
may approve such approval to be conclusively evidenced by the execution and delivery
thereof.
5. Escrow Agreements. The form of the Escrow Deposit and Trust Agreement
(the "Escrow Agreement") on file with the Secretary is hereby approved. Subject to
the execution of the Purchase Contract by the Executive Director, the Executive
Director is hereby authorized and directed for and in the name of the Authority to
execute the Escrow Agreement in substantially the form hereby approved, with such
additions thereto and changes therein as the officers executing the same may approve,
such approval to be conclusively evidenced by the execution and delivery thereof.
6. Official Action. The Chairperson, Vice Chairperson, Executive Director,
Secretary, Treasurer, Counsel to the Authority, 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 execution
and delivery of any and all continuing disclosure agreements, assignments, certificates,
requisitions, agreements, consents, instruments of conveyance, warrants, and other
documents which they, or any of them, may deem necessary or advisable in order to
consummate the lawful issuance, sale, and delivery of the Bonds to the Underwriter,
the payment of issuance costs incurred with respect to the Bonds and the lease and
lease-back of the Project.
7. Effective Date. This Resolution shall take effect from and after the date
of its passage and adoption.
PASSED, APPROVED AND ADOPTED at a regular meeting held on this 1 st day
of October, 1996 by the following vote to wit:
AYES: Council Members Adolph, Henderson, Perkins, Sniff, Mayor Holt
NOES: None
ABSTAIN: None
ABSENT: None
Resolution No. FA96-03
Page 4
GLENDA L. HOLT, Chair
La Quinta Financing Authority
La Quinta Financing Authority
APPROVED AS TO FORM:
DAWN C. HONeYS/ELL; Attorney
La Quinta Financing Authority
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss
CITY OF LA QUINTA )
I, Saundra L. Juhola,.Secretary of the La Quinta Financing Authority, hereby
certify that the above and foregoing Resolution No. FA96-03 was duly and regularly
passed and adopted by the said Authority at a regular meeting thereof, held on the 1 st
day of October, 1996, by the following roll call vote:
AYES: Board Members Adolph, Henderson, Perkins, Sniff, Mayor Holt
NOES: None
ABSTAIN: None
ABSENT: None
"' IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Seal of
October, 19 .
the City of La Quinta this 1 st day of ~UH~OL~
La Quinta Financing Authority