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FA Resolution 2014-001RESOLUTION NO. FA 2014 - 001 RESOLUTION OF THE BOARD OF DIRECTORS OF THE LA QUINTA FINANCING AUTHORITY AUTHORIZING THE EXECUTION OF THE ESCROW AGREEMENT 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 Prior 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 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 Resolution No. FA 2014 -001 Execution Of The Escrow Agreement Adopted: March 18, 2014 Page 2 WHEREAS, the Successor Agency has previously issued $97,190,000 Successor Agency to the La Quinta Redevelopment Agency, La Quinta Redevelopment Project Areas No. 1 and 2, Subordinate Tax Allocation Refunding Bonds, 2013 Series A (the "2013 Series A Bonds ") and $23,055,000 Successor Agency to the La Quinta Redevelopment Agency, La Quinta Redevelopment Project Areas No. 1 and 2, Subordinate Tax Allocation Refunding Bonds, 2013 Taxable Series B (the "2013 Taxable Series B" and collectively, the "2013 Bonds "); and WHEREAS, the Successor Agency has determined that it is cost effective and efficient to refund and defease the Loan Obligation in connection with the 2004 Housing Bonds (the "Refunded Bonds ") on a senior basis to the 2011 Project Area No. 2 Taxable. Bonds, the 2011 Loan Obligation and the 2013 Bonds (collectively, the "Subordinate 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 a total principal amount of approximately seventy two million three hundred seventy five thousand dollars ($72,375,000), 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 Resolution No. FA 2014 -001 Execution Of The Escrow Agreement Adopted: March 18, 2014 Page 3 WHEREAS, the Successor Agency desires to issue its La Quinta Redevelopment Project Areas No. 1 and 2, Tax Allocation Refunding Bonds (Senior Housing Lien), 2014 Series A (the 'Bonds ") pursuant to the Indenture of Trust, by and between the Successor Agency and U.S. Bank National Association, dated as of March 1, 2014 (the "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 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;A-Uthori1.yAb adopt, as follows: SECTION 1. The Chairperson, Vice - Chairperson and Executive Director;.and any,Qtfier proper officer of the Authority, acting singly, be and each of them heieby is.auth©rized and directed to execute and deliver any and all necessary documents and instruments, relating to the refunding of a portion 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 March 1, 2014, has been submitted at this meeting and made a part hereof as though set forth in full herein; and Resolution No. FA 2014 -001 Execution Of The Escrow Agreement Adopted: March 18, 2014 Page 4 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 18th day of March, 2014, by the following vote: AYES: Authority Members Evans, Franklin, Henderson, Osborne Chair Adolph NOES: None ABSENT: None ABSTAIN: None DON ADOLPH, Ch erson La Quinta Financing Authority ATTEST: 54 / r SUSAN MAYSELS, Secr ary La Quinta, Financing Authority M. KAjfHERINE JE'NSON, Authority Counsel La Quinta Financing Auth y L iJ M. KAjfHERINE JE'NSON, Authority Counsel La Quinta Financing Auth y