FA Resolution 2011-002RESOLUTION NO. FA 2011 - 002
A RESOLUTION OF THE LA QUINTA FINANCING
AUTHORITY OF THE CITY OF LA QUINTA, CALIFORNIA
AUTHORIZING THE ISSUANCE OF LOCAL AGENCY
TAXABLE REVENUE BONDS, 2011 SERIES A, IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED
TWENTY -EIGHT MILLION EIGHT HUNDRED FIFTY
THOUSAND DOLLARS ($28,850,000), APPROVING THE
EXECUTION OF AN INDENTURE OF TRUST, SECOND
SUPPLEMENTAL LOAN AGREEMENT, PURCHASE
CONTRACT, OFFICIAL STATEMENT 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 Public Financing
Authority (the "Authority ") for the purpose of issuing its bonds to be used to
provide financing for capital improvements of the City and the Agency, and any
other member entities which may be approved by the City and the Agency as
members of the Authority; and
WHEREAS, the Authority proposes for such purpose to authorize issuance of
bonds pursuant to an Indenture of Trust (the "Indenture "), dated as of March 1,
2011, by and between the Authority and U.S. Bank National Association, Los
Angeles, California (the "Trustee ") in the maximum principal amount not to exceed
$28,850,000 Local Agency Taxable Revenue Bonds, 2011 Series A Bonds (the
"Series A Bonds "); and
WHEREAS, the Bonds are to be issued pursuant to the Marks -Roos Local
Bond Pooling Act of 1985 (the "Act'), constituting Article 4 (commencing with
Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code of the
State of California; and
WHEREAS, the Authority proposes to sell the Series A Bonds at a negotiated
sale to Wedbush Securities, Inc. (the "Underwriter ") pursuant to a Bond Purchase
Agreement, (the "Purchase Contract "); and
WHEREAS, the Underwriter has caused to be prepared Official Statement
describing the Series A Bonds (the forms of which are on file with the Secretary);
and
WHEREAS, the Authority intends to use proceeds from the Series A Bonds
to make a loan to the Agency (the "Loan ") pursuant to a Loan Agreement (the
"Loan Agreement ") to finance certain low and moderate income housing projects
(the "Project'); and a Second Supplemental Loan Agreement (the "Supplemental
Loan Agreement "); and
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Resolution No. FA 2011 -002
FA Authorizing the Issuance of Local Agency
Taxable Revenue Bonds
Adopted: March 15, 2011
Page 2
WHEREAS, the Board of Directors of the Authority, with the aid of its Staff,
has reviewed the form of the Indenture, dated as of March 1, 2011, the Loan
Agreement, dated as of February 3, 2004, the Second Supplemental Loan
Agreement, dated as of March 1, 2011, and the Continuing Disclosure Agreement,
dated as of March 1, 2011 (collectively, the "Financing Documents ").
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the La
Quinta Financing Authority of the City of La Quinta, California as follows:
SECTION 1. Recitals True and Correct Each of the recitals stated above is true
and correct.
SECTION 2. Findings and Determinations Pursuant to the Act, the Board hereby
finds and determines that the issuance of the Series A Bonds will result in savings
in effective interest rates, bond underwriting and bond issuance costs, will result in
significant employment benefits from timely completion of the Project, and will
cause the more efficient delivery of local agency services to residential and
commercial development and thereby results in significant public benefits to the
City and the Agency within the contemplation of Sections 6586(a), (c), and (d) of
the Act.
SECTION 3. Issuance of Series A Bonds The Board hereby authorizes the
issuance of the Series A Bonds in the aggregate principal amounts not to exceed
$28,850,000 under the authority of the Act and the Indenture, in substantially the
form on file with the Secretary, together with any changes therein or additions
thereto deemed advisable by the Executive Director or Assistant Executive Director
or Treasurer, whose execution thereof shall be conclusive evidence of his consent
to such changes or additions.
SECTION 4. Execution of Series A Bonds The Series A Bonds shall be executed
on behalf of the Authority by the manual or facsimile signature of the Chairman or
Executive Director or Assistant Executive Director or Treasurer of the Authority.
Official Statement The Authority approves distribution of the Preliminary Official
Statement by the Underwriter in connection with the sale of the Series A Bonds,
and the Executive Director or Assistant Executive Director or Treasurer of the
Authority are authorized to deem each of the Preliminary Official Statement "final,"
pursuant to Rule 15c2 -12 under the Securities Exchange Act of 1934 (the "Rule ").
The form of the final Official Statement shall include such information permitted to
be excluded from the Preliminary Official Statement pursuant to the Rule. The
Board hereby approves and authorizes .the distribution of the final Official
Statement by the Underwriter. The Executive Director or Assistant Executive
Director or Treasurer is hereby authorized and directed to approve any changes in
or additions to the final forms of said Official Statement, whose execution thereof
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Resolution No. FA 2011 -002
FA Authorizing the Issuance of Local Agency
Taxable Revenue Bonds
Adopted: March 15, 2011
Page 3
shall be conclusive evidence of approval of any such changes and additions. The
final Official Statement shall be executed in the name and on behalf of the
Authority by the Executive Director or Assistant Executive Director or Treasurer,
who are hereby authorized and directed to execute the final Official Statement on
behalf of the Authority.
SECTION 5. Executive Director Authorized to Establish Final terms of the Sale of
the Series A Bonds The Executive Director, based on such advice of Staff as he
may deem necessary, is hereby authorized and directed to act on behalf of the
Authority to establish and determine (i) the final principal amount of the Series A
Bonds, which shall not exceed $28,850,000 (ii) the final amounts of the various
maturities and sinking fund payments of the Series A bonds, (iii) the final interest
rates on the Series A Bonds, which rates shall not exceed ten percent (10 %) per
annum for any maturity of the Series A Bonds, (iv) the Underwriter's discount for
the purchase of the Series A Bonds, which shall not exceed one percent (1 %) of
the principal amount of the Series A Bonds.
SECTION 6. Appointment of Trustee and Escrow Agent U.S. Bank, National
Association, Los Angeles, California, is hereby appointed as trustee for the Series A
Bonds under the Indenture and Fiscal Agent pursuant to the Documents, as defined
below.
SECTION 7. Purchase Contract The proposed form of Purchase Contract by and
between the Authority and the Underwriter, on file with the Secretary of the
Governing Board and incorporated into this Resolution by reference is hereby
approved, provided however, (i) the principal amount of the Bonds does not exceed
$28,850,000, preliminary, subject to market conditions; and (ii) the Underwriter's
discount, exclusive of original issue discount, does not exceed 1 % preliminary,
subject to market conditions, of the principal amount of the Bonds. The Chairman
or Executive Director or Assistant Executive Director or Treasurer is hereby
authorized and directed, for and in the name and on behalf of the Authority, to
purchase the Bonds from the Authority and to accept the offer of the Underwriter
to purchase Bonds from the Authority, subject to the terms and conditions of the
Purchase Contract, and to execute and deliver the Purchase Contract in
substantially said form, with such changes or additions thereto that may hereafter
become necessary in the interests of the Authority and which are reviewed and
approved by counsel to the Authority, any such additions or changes to be
conclusively evidenced by the execution and delivery of said agreements.
SECTION 8. Filing of CDAC Notice The Authority hereby approves the filing by
the Rutan & Tucker, LLP ( "Bond Counsel ") of a notice of the Authority's intent to
sell the Bonds with the California Debt Advisory Commission pursuant to Section
8855 of the California Government Code.
SECTION 9. Approval of Loans The Authority hereby authorizes and approves
the Loan to be made to the Authority by the Agency from the proceeds of the
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Resolution No. FA 2011 -002
FA Authorizing the Issuance of Local Agency
Taxable Revenue Bonds
Adopted: March 15, 2011
Page 4
Bonds. The Loan shall be made pursuant to and in accordance with the terms of
the Loan Agreement and the Second Supplemental Loan Agreement (collectively,
the "Loan Documents "). The Authority hereby approves the Loan Documents in
substantially the forms on file with the Secretary together with any additions
thereto or changes therein (including but not limited to the principal amount of the
Loan) deemed necessary or advisable by the Executive Director or Assistant
Executive Director or Treasurer whose execution thereof shall be conclusive
evidence of approval of any such additions and changes. The Chairperson or
Executive Director or Assistant Executive Director or Treasurer is hereby authorized
and directed to execute, and the Secretary is hereby authorized and directed to
attest and affix the seal of the Agency to the final form of the Loan Documents or
and in the name and on behalf of the Authority. The proceeds of the Loans shall
be applied by the Agency for the purposes and in the amounts set forth in the Loan
Documents. The Authority hereby authorizes the delivery and performance of the
Loan Documents.
SECTION 10. Approval of Financing Documents The Financing Documents
substantially in the form on file with the Secretary, with such additions thereto and
changes therein as are recommended or approved by Bond Counsel and the officers
executing the same, with such approval to be conclusively evidenced by their
execution and delivery are hereby approved. The Chairperson, the Executive
Director, the Assistant Executive Director, the Treasurer, the Secretary, or their
designees are hereby authorized and directed to execute and deliver the Financing
Documents.
SECTION 11. Delivery of the Bonds The Bonds shall be delivered to the
Underwriter upon compliance with the terms and conditions set forth in the
Purchase Contract. The Chairperson, the Executive Director, the Assistant
Executive Director, the Treasurer, the Secretary and other proper officers of the
Authority are hereby authorized and directed to deliver any, and all documents and
instruments, to authorize the payment of Costs.of Issuance ;Ind to do and cause to
be done any and all acts and things necessary or convenient for delivery of the
Bonds to the Purchaser.
SECTION 12. Official Action The Chairman, the Vice Chairman, the Executive
Director, the Assistant Executive Director, the Treasurer, the General Counsel 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 assignments,
certificates, requisitions, including, without limitation, requisitions for the payment
of costs of issuance of the Series A Bonds, agreements, notices, consents, bond
insurance premiums or rating agency fees, instruments of conveyance, warrants
and other documents which they, or any of them, may deem necessary by the
Bond Counsel or advisable in order to consummate lawful issuance, sale and
delivery of the Series A Bonds. Any action authorized by this resolution to be
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Resolution No. FA 2011 -002
FA Authorizing the Issuance of Local Agency
Taxable Revenue Bonds
Adopted: March 15, 2011
Page 5
taken by a specific officer of the Authority may be taken on such officer's behalf
by the written designee of such officer.
SECTION 13. Bond Counsel Rutan & Tucker, LLP is hereby appointed Bond
Counsel for the Series A Bonds.
SECTION 14. Effective Date. This resolution shall take effect from and after its
passage and adoption.
PASSED, ADOPTED and APPROVED at a regular meeting of the La Quinta
Financing Authority held on this 15th day of March, 2011, by the following vote to
wit:
AYES: Council Members Evans, Franklin, Henderson, Mayor Adolph
NOES: Council Member Sniff
ABSENT: None
ABSTAIN: None
6
DON AD PH, C irperson
La Quinta Financing Authority
S
Veronica J. ontecino, Authority Secretary
La-Quinta Financing Authority
'- IAuthority.- `Seal)
APPROVED AS TO FORM:
M. KATH INE JENSON, A thority Counsel
La Quint Financing Autho ty
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Resolution No. FA 2011 -002
FA Authorizing the Issuance of Local Agency
Taxable Revenue Bonds
Adopted: March 15, 2011
Page 6
SECRETARY'S CERTIFICATE
RE: ADOPTION OF RESOLUTION
STATE OF CALIFORNIA )
)ss.
COUNTY OF RIVERSIDE )
I, Veronica J. Montecino, Secretary of the La Quinta Financing Authority, DO
HEREBY CERTIFY that the foregoing Resolution was duly adopted by said Authority
at a regular meeting of said Authority held on the 15th day of March, 2011.
AYES: Council Members Evans, Franklin, Henderson, Mayor Adolph
NOES: Council Member Sniff
ABSENT: None
ABSTAIN: None
Veronica J. M tecino, Authority Secretary
La Quinta Fi ancing Authority
(AUTHORITY SEAL)
STATE OF CALIFORNIA ►
)ss.
COUNTY OF RIVERSIDE ►
I, Veronica J. Montecino, Secretary of the La Quinta Financing Authority,:'DO,,,,
HEREBY CERTIFY that the above and foregoing is a full, true and correct"- copy`.of, ``:,
Resolution No. FA 2011-002 of said Authority and that said Resolutio_ n
adopted at the time and by the vote stated on the above certificate, and has ooh
been amended or repealed.
Dated: 3 2 ( 2011 _ --
Veronica Montecino, Authority Secretary
La Quinta Financing Authority
(AUTHORITY SEAL)
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