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HomeMy WebLinkAboutRESOLUTIONS - 01012002 - 2002-408 BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA RESOLUTION NO. 2002/j=_ RESOLUTION APPROVING THE ISSUANCE BY THE COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY OF ADDITIONAL LEASE REVENUE BONDS (REFUNDING AND VARIOUS CAPITAL PROJECTS), 2002 SERIES B IN AN AMOUNT NOT TO EXCEED $35,000,000 AGGREGATE PRINCIPAL AMOUNT FOR THE REFUNDING AND DEFEASANCE OF THE COUNTY'S 1992 CERTIFICATES OF PARTICIPATION AND THE FINANCING OF VARIOUS CAPITAL, PROJECTS, AUTHORIZING THE NEGOTIATED SALE OF SAID BONDS; AND AUTHORIZING TAKING OF NECESSARY ACTIONS AND EXECUTION OF NECESSARY DOCUMENTS IN CONNECTION 'I`I�tEV'VTI'H VIAS, the County of Contra Costa (the "County") and the Contra Costa County Redevelopment Agency (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreemerrt, dated as of April 7, 1992 (the "Joint Powers ent"), which Joint Powers Agreement creates and establishes the County of Contra Costa Public Financing Authority (the "Authority"), WHEREAS, pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the "Act") and the Joint Powers Agreement, the Authority is authorized to issue bonds for financing public capital improvements whenever there are sigrnf"lcant public bmefits, WHEREAS, pursuant to a Trust Agreement dated as of June 1, 1992 (the "1992 TrustAgreement!'), among U.S. Bank Trust Company of California, N.A. (succeeded by BNY Western Trust Company), as trustee (the"1992 Trustee"), the Contra Costa County Public Facilities Corporation (the "Corporation") and the County, the County has heretofore cased to be executed and delivered its 1992 Refunding Certificates of Participation (Consolidated Capital Facilities Project) (the "1992 Certificates"), in the aggregate principal amount of$37,300,000, for the purpose of defeasing three prior series of certificates of participation which financed the costs of acquisition and improvement of County facilities; W IIEREAS, the Corporation acquired the 1992 Facilities and pursuant to a lease agrmnent, dated as of June 1, 1992, by and between the Corporation and the County (the "1992 Facility Lease"),the Corporation has leased the 1992 Facilities to the County; WHEREAS, the Authority has heretofore issued $74,685,000 bf--'the Authority's Lease Revenue Bonds (itefimchng and Various Capital Projects), 1999 Series A (the "1999 Series A Bonds"), $18,030,000 of the Authority's Lease Revenue Bonds (Various Capital Projects), 2001 Series A (the "2001 Series A Bonds"), $23,775,000 of the Authority's Lease Revenue Bonds (Various Capital Projects), 2001 Series B (the "2001 Series B Bonds"), and is planning to issue DOCSSF'1:616889.1 40511-121 MAC 1 approximately $12,610,000 of the Authority's Lease Revenue Bonds (Various Capital Projects), 2002 Series A(the"2002 Series A Bonds") on Tune 27, 2002; WHEREAS, on March 26, 2002, the Authority authorized the issuance of not to exceed $35,000,000 in additional lease revenue bonds to finance additional projects and to refund and defease obligations of the County represented by 1992 Certificates; WHEREAS, the refunding of the 1992 Certificates was delayed due to market conditions, and the County at this time desires to proceed with the refunding of the 1992 Certificates and, in order to take advantage of market conditions, authorimthe negotiated sale of the refunding bonds on a forward basis; WHEREAS, this Board of Supervisors hereby determines that it is in the best interest of the County for the Authority to issue additional lease revenue bonds to refund and defease the 1992 Certificates and finance various additional capital projects (the "2002 Series B Project"); WHEREAS, it is firrther proposed that the Authority and State Street Bank and Trust Company of California, N.A., as trustee (the "Trustee"), enter into a supplemental trust agreement (the "Fourth Supplemental Trust Agreement") acknowledged by the County, which will firther supplement and amend the Trust Agreement dated as of February 1, 1999 (the"Trust Agreement") and, pursuant to the Trust Agreement and the Fourth Supplemental Trust Agreement, the Authority will issue up to an additional not to exceed $35,000,000 aggregate principal amount of County of Contra Costa Public Financing Authority Lease Revenue Bonds (Refunding and Various Capital Projects), 2002 Series B (the "Bonds") on a parity with the 1999 Series A Bonds, the 2001 Series A Bonds, the 2001 Series B Bonds and the 2002 Series A Bonds, and will use the proceeds to refund and defease the outstanding 1992 Certificates and to finance capital projects, fund a reserve fund and pay costs of issuance associated with such bonds; WHEREAS, it is proposed that the County enter into a Fourth Amendment to Master Site Lease (the "Fourth Amendment to Site Lease") pursuant to which it will lease the facilities financed with the 1992 Certificates (the "2002 Series B Facilities") to the Authority such leased facilities to be in addition to the facilities currently leased under the .Master Site Lease, dated as of February 1, 1999, as amended,between the County and the Authority; WHEREAS, it is proposed that the County enter into a Fourth Amendment to Facility Lease (the "Fourth Amendment to Facility Lease") pursuant to which it will lease back the 2002 Series B Facilities from the Authority in addition to the facilities currently leased pursuant to the Facility Lease (Various Capital Projects), dated as of February 1, 1999, as amended, between the Authority and the County; WHEREAS, under the Fourth Amendment to Facility Lease, the,Cgunty would be obligated to make additional base rental payments to the Authority which the Authority will use to pay debt service on the Bonds; WHEREAS, Sperry Capital Inc., is acting as financial advisor (the "Financial Advisor") to the County and the Authority and Orrick, Herrington & Sutcliffe LLP is serving as D USF1:616ss9.1 40511-121 MAG 2 bond counsel ("Bond Counsel") to the County and the Authority and Lofton& Jennings is serving as Disclosure Counsel to the County and the Authority in connection with the financing; WHEREAS, this Board at its March 26, 20032 meeting was presented with the form of each document referred to herein relating to the Bonds, and the Board has examined and approved each document and desires to confirm its authorization and direction to execute such documents and the consummation of such financings and WHEREAS, the County has full legal right, power and authority under the Constitution and the laws of the State of California to enter into the-transactions hereinafter authorized; NOW, THEREFORE, BE 1T RESOLVED by the Board of Supervisors of the County of Contra Costa, as follows: cti n 1. The foregoing recitals are true and correct and this Board so finds and determines. Section 2 The County hereby specifically finds and declares that the actions authorized hereby constitute and are with respect to public affairs of the County and that the statements, findings and determinations of the County set forth above are true and correct and that the issuance of the Bonds by the Authority and refunding of the 1992 Certificates and the financing of the 2002 Series B Project will result in demonstrable savings in effective interest rate, bond preparation, bond underwriting or bond issuance costs producing significant public benefits. -Section 3. The Board of Supervisors hereby approves and confirms its prior authorization set forth in its March 26,2002 resolution(the"Prior Resolution")for the issuance of the Bonds by the Authority,in an aggregate principal amount of not to exceed$35,000,000 for the refunding and d&&%=Of the 1992 Certificates and for the financing of the 2002 Series B Project and its prior criteria that the rdbndmg of the 1992 Certificates produce net present value savings equal to at least 2.75%of the principal amount of the 1992 Certificates being refunded. Section 4 The Chair of the Board of Supervisors or the Vice Chair of the Board of Supervisors or the County Administrator of the County and the Clerk of the Board of Supervisors(the"Clerk") or any Deputy Clerk of the Board of Supervisors or any designee of such officials(the"Authorized Signatories")are hereby authorized and directed to execute and deliver the documents referenced above as authorized by the Prior Resolution. Section 5. The Board hereby authorizes the County Administrator or his designee on behalf of the County to enter into or approve the Authority's execution and delivery of a bond purchase agreement pursuant to which the Bonds will be sold to an underwriter or underwriters on a negotiated basis, including on a forward purchase basis, at a price of not less than 98%of the principal amount thereof and containing such terms and provisions as the County Administrator or his designee deems appropriate(the"Bond Purchase Agreement"). The County Administrator or his designee is hereby authorized and directed to execute and deliver or approve the execution and delivery of the Bond Purchase Agreement and any other related agreement or agreements on behalf of the County as may be approved by the County srl:616889.1 40511-121 MAC 3 Administrator or his designee, such approval to be conclusively evidence by the execution and delivery of such agreement or agreements. Section 6. The officers of the County are hereby authorized and directed, jointly and severally, to do any and all things which they may deem necessary or advisable in order to consummate the transactions herein authorized and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution, including, but not limited to, executing and delivering documents evidencing the termination of the 1992 Facility Lease and the vesting of title to the 1992 Facilities in the County and other documents related to the defeasance of the 1992 Certificates, signature certificates, no-litigation certificates, tax and rebate certificates and certificates concerning the contents of the Official Statement distributed in connection with the sale of the Bonds. The Authorized Signatories, the Director, Capital Facilities and Debt Management of the County and other appropriate officers of the County are hereby authorized and directed to execute and deliver any and all certificates, instructions as to investments,written requests and other certificates necessary or desirable to administer the Bonds or leases, pay costs of issuance or to accomplish the transactions contemplated herein. StWon 7. All actions heretofore taken by the officers and agents of the County with respect to the issuance and sale of the Bonds are hereby approved and confirmed. DOCSSFI.616899.1 40311-121 MAC 4 Section 8. This Resolution shall take effect from and after its date of adoption. PASSED AND ADOPTED this 25th day of i 2002. Chair oVth oardof Supervisors Countyontra Costa, California_ _ [Seal] ATTEST: JohnR Sweeten, Clerk of the Board of Supervisors and County Administrator f By � Deputy Clerk of the Board of Supervisors of the County of Centra Costa, State of California DOMSF1:616889.1 40511-121 MAC 5 CLERK'S CERTIFICATE The undersigned, Deputy Clerk of the Board of Supervisors of the County of Contra Costa, hereby certifies as follows: The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Board of Supervisors of said County duly and regularly held at the regular Meeting place thereof on the = day of _ , 2002, of which meeting all of the members of said Board of Supervisors had due notice and at which a majority thereof were present; and at said meeting said resolution was adopted by the following vote: AYES: mpmam unma, GERm, �e�, GIDM AND GYOIA NOES: An agenda of said meeting was posted at least 96 hours before said meeting at the County Administration Building, 651 pine Street, Martinez, California, a location freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. I have carefully compared the same with the original minutes of said meeting on file and of record in my office; the foregoing resolution is a•hull, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. WITNESS my hand and the seal of the County of Contra Costa this 25th day of i , 2002. r [Seal] Deputy Clerk of the Board of Supervisors of the County of Contra Costa, State of California DOCSS1:1:616889.1 40311-121 MAC