CC Resolution 2013-028RESOLUTION NO. 2013 - 028
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LA QUINTA, CALIFORNIA, AUTHORIZING THE
ISSUANCE AND SALE OF SUBORDINATE TAX
ALLOCATION REFUNDING BONDS IN TWO SERIES, AND
AUTHORIZING CERTAIN OTHER ACTIONS IN
CONNECTION THEREWITH
WHEREAS, the La Quinta Redevelopment Agency (the "Prior Agency ") was a
public body, corporate and politic, duly created, established and authorized to
transact business and exercise its powers under and pursuant to the provisions of
the Community Redevelopment Law (Part 1 of Division 24 (commencing with
Section 33000) of the Health and Safety Code of the State of California) (the
"Law "), and the powers of the La Quinta Redevelopment Agency included the
power to issue Bonds for any of its corporate purposes; and
WHEREAS, a Redevelopment Plan for a redevelopment project known and
designated as the "La Quinta Redevelopment Project Area No. 1 " has been adopted
and approved by Ordinance No. 43 of the City of La Quinta on November 29,
1983, and all requirements of the Law for and precedent to the adoption and
approval of the Project Area No. 1 Redevelopment Plan, as amended, have been
duly complied with; and
WHEREAS, a Redevelopment Plan for a redevelopment project known and
designated as the "La Quinta Redevelopment Project Area No. 2" has been adopted
and approved by Ordinance No. 139 of the City of La Quinta on May 16, 1989,
and all requirements of the Law for and precedent to the adoption and approval of
the Project No. 2 Redevelopment Plan, as amended, have been duly complied with;
and
WHEREAS, the Prior Agency has previously issued $15,760,000 aggregate
principal amount of the La Quinta Redevelopment Agency, La Quinta
Redevelopment Project Area No. 1, Tax Allocation Refunding Bonds, Series 1998
(the "1998 Project Area No. 1 Bonds "); and
WHEREAS, the Prior Agency has previously issued $6,750,000 aggregate
principal amount of the La Quinta Redevelopment Agency, La Quinta
Redevelopment Project Area No. 2, Tax Allocation Refunding Bonds, Issue of 1998
(the "1998 Project Area No. 2 Bonds "); and
Resolution No. 2013 -028
Tax Allocation Refunding Bonds
Adopted: June 4, 2013
Page 2
WHEREAS, the Prior Agency has previously issued $48,000,000 La Quinta
Redevelopment Agency, La Quinta Redevelopment Project Area No. 1, Tax
Allocation Bonds, Series 2001 (the "2001 Project Area No. 1 Bonds "); and
WHEREAS, the Prior Agency has previously issued $40,000,000 La Quinta
Redevelopment Agency, La Quinta Redevelopment Project Area No. 1, Tax
Allocation Bonds, Series 2002 (the "2002 Project Area No. 1 Bonds "); and
WHEREAS, the Prior Agency has previously issued $26,400,000 La Quinta
Redevelopment Agency, La Quinta Redevelopment Project Area No. 1, Tax
Allocation Bonds, Taxable Series 2003 (the "2003 Project Area No. 1 Taxable
Bonds "); and
WHEREAS, the La Quinta Financing Authority (the "Authority ") on behalf of
the Prior Agency has previously issued $90,000,000 La Quinta Financing
Authority, Local Agency Revenue Bonds, 2004 Series A (the "2004 Housing
Bonds ") and loaned the proceeds to the Prior Agency pursuant to the terms of a
Loan Agreement dated February 3, 2004, as supplemented by a First Supplemental
Loan Agreement, dated as of June 1, 2004 (the "Loan Obligation "); and
WHEREAS, the Prior Agency has previously issued $6,000,000 La Quinta
Redevelopment Agency, La Quinta Redevelopment Project Area No. 2 Subordinate
Taxable Tax Allocation Bonds, Series 2011 (the "2011 Project Area No. 2 Taxable
Bonds "); and
WHEREAS, the Authority on behalf of the Prior Agency has previously issued
$28,850,000 La Quinta Financing Authority, Local Agency Subordinate Taxable
Revenue Bonds, 2011 Series A (the "2011 Taxable Housing Bonds ") and loaned
the proceeds to the Prior Agency pursuant to the terms of a loan agreement dated
February 3, 2004 and a Second Supplemental Loan Agreement, dated as of March
1, 2011 (the "2011 Loan Obligation"); and
WHEREAS, the Successor Agency has determined that it is cost effective
and efficient to refund and defease, in their entirety, the 1998 Project Area No. 1
Bonds, the 1998 Project Area No. 2 Bonds, the 2001 Project Area No. 1 Bonds,
the 2002 Project Area No. 1 Bonds, the 2003 Project Area No. 1 Taxable Bonds,
and the Loan Obligation in connection with the 2004 Housing Bonds (collectively,
the "Refunded Bonds ") on a subordinate basis to the 2011 Project Area No. 2
Taxable Bonds and the 2011 Loan Obligation (collectively, the 2011 Project Area
No. 2 Taxable Bonds and the 2011 Loan Obligation, the "Senior Bonds "); and
WHEREAS, the Successor Agency deems it necessary and proper to issue
tax - exempt tax allocation refunding bonds for the .purpose of refunding and
Resolution No. 2013 -028
Tax Allocation Refunding Bonds
Adopted: June 4, 2013
Page 3
defeasing the 1998 Project Area No. 1 Bonds, the 1998 Project Area No. 2 Bonds,
the 2001 Project Area No. 1 Bonds, the 2002 Project Area No. 1 Bonds, and
approximately seventy -five percent (75 %) of the Loan Obligation in connection
with the 2004 Housing Bonds (the "Refunded Tax Exempt Bonds ") all on a basis
subordinate to the Senior Bonds; and
WHEREAS, the Successor Agency deems it necessary and proper to also
issue taxable tax allocation refunding bonds to refund and defease the 2003
Project Area No. 1 Taxable Bonds and the remaining approximate twenty -five
percent (25 %) of the Loan Obligation in connection with the 2004 Housing Bonds
(the "Refunded Taxable Bonds ") all on a basis subordinate to the Senior Bonds; and
WHEREAS, for the corporate purposes of the Successor Agency, the
Successor Agency deems it necessary to issue at this time tax allocation refunding
bonds in two series in a total principal amount of approximately one hundred
ninety -seven million, five hundred seventy -five thousand dollars ($197,575,000),
and to irrevocably set aside a portion of the proceeds of such Bonds in a separate
segregated trust fund which will be used to refund the outstanding Refunded Bonds
of the Prior Agency, to pay costs in connection with the issuance of the Bonds,
and to make certain other deposits as required by the Indenture (defined herein);
and
WHEREAS, Assembly Bill AB X1 26, effective June 29, 2011, together with
Assembly Bill 1484 ( "AB 1484 ") (collectively, the "Dissolution. Act ") resulted in the
La Quinta Redevelopment Agency being dissolved as of February 1, 2012; and
WHEREAS, the authority, rights, powers, assets, duties and obligations of
the Prior Agency were transferred on February 1, 2012 to the Successor Agency;
and
WHEREAS, AB1484 specifically authorizes the issuance of refunding bonds
by the Successor Agency to refund the bonds or other indebtedness of the Prior
Agency to provide savings to the Successor Agency, provided that (A) the total
interest cost to maturity on the refunding bonds plus the principal amount of the
refunding bonds shall not exceed the total remaining interest cost to maturity on
the bonds to be refunded plus the remaining principal of the bonds to be refunded,
and (B) the principal amount of the refunding bonds shall not exceed the amount
required to defease the refunded bonds, to establish customary debt service
reserves, and to pay related costs of issuance; and
WHEREAS, the Successor Agency desires to issue its La Quinta
Redevelopment Project No. 1 and La Quinta Redevelopment Project Area No. 2,
Subordinate Tax Allocation Refunding Bonds, 2013 Series A (the "Series A Bonds ")
Resolution No. 2013 -028
Tax Allocation Refunding Bonds
Adopted: June 4, 2013
Page 4
pursuant to the Indenture of Trust, by and between the Successor Agency and
U.S. Bank National Association, dated as of June 1, 2013 (the "Indenture ") and
2013 Taxable Series B (the "Series B Bonds ") pursuant to the First Supplemental
Indenture of Trust, by and between the Successor Agency and U.S. Bank National
Association, dated as of June 1, 2013 (the "First Supplemental Indenture ") for the
purpose of refunding the Refunded Bonds, to fund a debt service reserve account
and pay costs of issuance; and
WHEREAS, in order to provide for the authentication and delivery of the
Bonds, to establish and declare the terms and conditions upon which the Bonds are
to be issued and secured and to secure the payment of the principal thereof and
interest and redemption premium (if any) thereon, the Successor Agency will have
duly authorized the execution and delivery of the Indenture; and
WHEREAS, the Successor Agency certifies that all acts and proceedings
required by law necessary to make the Bonds, when executed by the Successor
Agency, and authenticated and delivered by the Trustee, the valid, binding and
legal special obligations of the Successor Agency, and to constitute the Indenture a
valid and binding agreement for the uses and purposes herein set forth in
accordance with its terms, have been done or taken.
WHEREAS, the City Council of the City of La Quinta wishes at this time to
approve all matters relating to the issuance and sale of the Bonds;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
La Quinta, California, as follows:
SECTION 1. The issuance of the Series A Bonds in the aggregate principal amount
of approximately one hundred fifty four million, six hundred twenty five thousand
dollars ($154,625,000) but not to exceed, along with Series B Bonds, two hundred
million dollars ($200,000,000) on the terms and conditions set forth in, and subject
to the limitations specified in, the Indenture, is hereby authorized and approved.
The Series A Bonds will be dated, will bear interest at the rates, will mature on the
dates, will be issued in the form, will be subject to redemption, and will be as
otherwise provided in the Indenture, as the same will be completed as provided in
this Resolution. The proceeds of the sale of the Series A Bonds shall be applied as
provided in the Indenture.
SECTION 2. The issuance of the Series B Bonds in the aggregate principal amount
of approximately forty two million, nine hundred fifty thousand dollars
($42,950,000) but not to exceed, along with Series A Bonds, two hundred million
dollars ($200,000,000) on the terms and conditions set forth in, and subject to the
limitations specified. in, the First Supplemental Indenture, is hereby authorized and
Resolution No. 2013 -028
Tax Allocation Refunding Bonds
Adopted: June 4, 2013
Page 5
approved. The Series B Bonds will be dated, will bear interest at the rates, will
mature on the dates, will be issued in the form, will be subject to redemption, and
will be as otherwise provided in the First Supplemental Indenture, as the same will
be completed as provided in this Resolution. The proceeds of the sale of the 2013
Series B Bonds shall be applied as provided in the First Supplemental Indenture of
Trust.
SECTION 3. The Mayor, Mayor Pro Tern and the City Manager, and any other
proper officer of the City, acting singly, be and each of them hereby is authorized
and directed to execute and deliver any and all documents and instruments, relating
to the Bonds, and each series thereof, and to do and cause to be done any and all
acts and things necessary or proper for carrying out the transactions contemplated
by the Indenture, the First Supplemental Indenture, the Bond Purchase Contract,
the Official Statement, the Continuing Disclosure Agreement, the Escrow
Agreement, this Resolution and any such agreements.
SECTION 4. This Resolution shall take effect immediately upon its adoption.
PASSED, APPROVED, and ADOPTED at a regular meeting of the La Quinta
City Council held on this 4th day of June, 2013, by the following vote:
AYES: Council Members Evans, Franklin, Henderson, Osborne, Mayor Adolph
NOES: None
ABSENT: None
ABSTAIN: None
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DON ADO H, M y r
City of La Quinta, alifornia
Resolution No. 2013 -028
Tax Allocation Refunding Bonds
Adopted: June 4, 2013
Page 6
ATTEST:
y�
SUSAN MAYSELS, CQ Clerk
City of La Quinta, California
(CITY SEAL)
APPROVED AS TO FORM:
.,/7
M. KATHERINE JEN, City Attorney
City of La Quinta, Kalifornia