FA Resolution 2013-001RESOLUTION NO. FA 2013 - 001
A RESOLUTION OF THE
AUTHORITY AUTHORIZING
ESCROW AGREEMENT
LA QUINTA FINANCING
THE EXECUTION OF THE
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
Area 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
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
Resolution No. FA 2013 -001
Execution Of The Escrow Agreement
Adopted: June 4, 2013
Page 2
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 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 "); and
WHEREAS, the Successor Agency deems it necessary and proper to issue tax
exempt tax allocation refunding bonds for the purpose of refunding and 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, approximately seventy -five
percent (75 %) of the Loan Obligation in connection with the 2004 Housing Bonds (the
"Refunded Tax Exempt Bonds "); and
WHEREAS, the Successor Agency deems it necessary and proper to 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 "); 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
Resolution No. FA 2013 -001
Execution Of The Escrow Agreement
Adopted: June 4, 2013
Page 3
series in a total approximate principal amount of approximately one hundred ninety
seven million, five hundred seventy five thousand dollars ($197,575,999) (the
"Bonds"), 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 this Indenture; 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, A131 484 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 Project Area No. 2, Tax Allocation Refunding Bonds, 2013
Series A (the "Series A Bonds ") pursuant to the Indenture of Trust, 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, dated as of June 1, 2013 (the "First
Supplemental Indenture ") (collectively, the "Bonds ") for the purpose of refunding the
Refunded Bonds, to fund a debt service reserve amount 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 has 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
Resolution No. FA 2013 -001
Execution Of The Escrow Agreement
Adopted: June 4, 2013
Page 4
its terms, have been done or taken.
WHEREAS, the Board of Directors of the La Quinta Financing Authority wishes
at this time to approve certain matters relating to the refunding of the 2004 Housing
Bonds;
NOW, THEREFORE, BE IT RESOLVED by the La Quinta Financing Authority to
adopt, as follows:
SECTION 1. The Chairperson, Vice - Chairperson and Executive Director, and any other
proper officer of the Authority, acting singly, be and each of them hereby is authorized
and directed to execute and deliver any and all necessary documents and instruments,
relating to the refunding of the 2004 Housing Bonds, including, without limitation any
necessary Escrow Agreement, the form of which Escrow Agreement, by and among
the Successor Agency, the Authority and U.S. Bank National Association, dated as of
June 1, 2013, has been submitted at this meeting and made a part hereof as though
set forth in full herein; and
SECTION 2. This Resolution shall take effect immediately upon its adoption.
PASSED, APPROVED, and ADOPTED at a regular meeting of the La Quinta
Financing Authority held on this 4th day of June, 2013, by the following vote:
AYES: Authority Members Evans, Franklin, Henderson, Osborne, Chair Adolph
NOES: None
ABSENT: None
ABSTAIN: None
13ON ADOLPH,ICha
La Quinta Financing
Resolution No. FA 2013 -001
Execution Of The Escrow Agreement
Adopted: June 4, 2013
Page 5
ATTEST:
i,�7"
SUSAN MAYSELS, Se retary
La Quinta.Financing Authority
' J'( idORITY SEAL)
APPROVED.AS TO FORM:
JEWON, Authority Counsel
La Quinta Financing(,Authority