Loading...
HomeMy WebLinkAboutResolution - 3591 STATE OF CALIFORNIA) RESOLUTION NO. 3591 COUNTY OF RIVERSIDE) ss CITY OF SAN JACINTO) I RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JACINTO, ACTING IN ITS CAPACITY AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2015-1 (SUPPLEMENTAL SPECIAL TAX TO RANCHO SAN JACINTO PHASE 2), APPROVING A PLEDGE AGREEMENT WITH THE SAN JACINTO PUBLIC FINANCING AUTHORITY PLEDGING SPECIAL TAXES WITHIN THE DISTRICT IN REGARD TO REPAY CERTAIN INDEBTEDNESS OF COMMUNITY FACILITIES DISTRICT NO. 2002-1 WHEREAS, the City of San Jacinto (the "City") has formed its Community Facilities District No. 2002-1 (Rancho San Jacinto, Phase 2) ("CFD No. 2002-1") and, in connection therewith, has issued its San Jacinto Financing Authority 2002 Local Agency Revenue Bonds, Series A (Tranches A through D) in the original principal amount of$17,841,416.76 (the "2002 Bonds") which are secured by special taxes levied by the City on property within the boundaries of CFD No. 2002-1; WHEREAS, due to delinquencies in the payment of such special taxes, the City and Tower Music City, LLC, owner of property located within CFD 2002-1 ("Owner"), entered into a Memorandum of Understanding which permitted the Owner to sell certain parcels of property to Eastern Municipal Water District, provided, however, that a community facilities district be formed on the remaining parcels owned by Owner to finance the payment of a portion of the principal of and interest on the 2002 Bonds; and WHEREAS, the City Council (the "City Council") of the City of San Jacinto (the "City") received a petition from the Owner requesting that the City Council institute proceedings for the formation of a community facilities district, pursuant to Chapter 2.5 (commencing with Section 53311) of Part 1 of Division 2 of Title 5 of the California Government Code, commonly known as the "Mello-Roos Community Facilities Act of 1982," for the purpose of financing through the sale of bonds or the levy of special taxes the amounts necessary to pay debt service on the 2002 Bonds; and WHEREAS, on June 18, 2015, the City Council adopted a resolution authorizing the formation of CFD No. 2015-1 (Supplemental Special Tax to Rancho San Jacinto Phase 2) ("CFD 2015-1") and a resolution authorizing the incurrence of bonded indebtedness in an amount not to exceed $5,500,000; and WHEREAS, pursuant to another resolution adopted on June 18, 2015, the City Council called an election to submit to the qualified voters propositions related to the levy of special taxes within CFD 2015-1 to finance the payment of debt service on the 2002 Bonds,the issuance of bonds therein and the establishment of an appropriations limit there; and 24438,70020\11769409.2 WHEREAS, on qualified voters approved such propositions by a two-thirds majority vote; and WHEREAS, in order to fulfill the terms and conditions of the MOU, CFD 2015-1 has determined to enter into pledge agreement with the Authority (the "Pledge Agreement") and issue a promissory note (the "Promissory Note"), the forms of which is attached hereto as Exhibit "A" (the "Promissory Note") to pledge to the Authority special taxes levied within CFD 2015-1 for the payment of a portion of the principal of and interest on the 2002 Bonds. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN JACINTO, ACTING AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT OF THE CITY OF SAN JACINTO, DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. Recitals. All of the recitals herein contained are true and correct and the Board so finds. Section 2. Approval of Pledge Agreement. The Pledge Agreement and the Promissory, the forms of which is attached hereto as Exhibit "A" and incorporated hereby by this reference, is hereby authorized and approved to be executed by the City Manager, Finance Director and City Clerk, acting in their capacities as such officers of CFD 2015-1. The Pledge Agreement and Promissory Note are approved substantially the form attached hereto with such changes therein as the officer(s) executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. k j, i Section 3. Other Actions. The City Manager, Finance Director and the City Clerk, and the other officers of the District are hereby authorized to take any and all action(s) which is directed by Special Counsel to the City (Best Best & Krieger LLP) with respect to the execution, acknowledgment and delivery of the Pledge Agreement and the Promissory Note which in the opinion of Special Counsel is necessary in order for the authorizations and directions provided in this Resolution to be carried out. Section 4. Ratification of Actions. All actions heretofore taken by the officers and agents of the Corporation with respect to the transactions set forth above are hereby approved, confirmed and ratified. Section 5. Effective Date. This Resolution shall take effect from and after its date of adoption. [Remainder of this page is blank.] 24438.70020\11769409.2 2 PASSED, APPROVED AND ADOPTED by the City Council this 41h day of August, 2015, by the following vote: AYES: Bartel,Kotyuk, Ledezma, Miller, Ruiz NAYS: None ABSENT: None ABSTAINED: None City of San Jacinto Crystal Rkfiz, Mayor ATTEST: �2e,"� -6, d Miller, dty lerk I� 3 24438.70020\11769409.2 CERTIFICATION I, Richard Miller, City Clerk of the City of San Jacinto, certify that the foregoing resolution was adopted by the City Council of the City of San Jacinto at a regular meeting held on the 41h day of August, 2015, by the following vote: AYES: Bartel, Kotyuk, Ledezma, Miller, Ruiz NAYS: None ABSENT: None ABSTAINED: None IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Jacinto this 4`h day of August, 2015. i Ric iard Miller, City Clerk I� '4 4 24438.70020\11769409.2 EXHIBIT "A" i FORM OF PLEDGE AGREEMENT AGREEMENT FOR PLEDGE OF SPECIAL TAXES COMMUNITY FACILITIES DISTRICT NO. 2015-1 (SUPPLEMENTAL SPECIAL TAX TO RANCHO SAN JACINTO PHASE 2) AND PROMISSORY NOTE THIS PLEDGE AGREEMENT (the "Agreement") is made and entered into by and between the San Jacinto Financing Authority, a joint powers authority duly organized and existing under the Constitution and laws of the State of California (the "Authority"), and Community Facilities District No. 2015-1 (Supplemental Special Tax to Rancho San Jacinto Phase 2) ("CFD No. 2015-1"), a community facilities district formed and operating pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the"Act"). RECITALS: WHEREAS, the City of San Jacinto (the "City") has formed its Community Facilities District No. 2002-1 (Rancho San Jacinto, Phase 2) ("CFD No. 2002-1) and, in connection therewith, has issued its San Jacinto Financing Authority 2002 Local Agency Revenue Bonds, Series A (Tranches A through D) in the original principal amount of$17,841,416.76 (the "2002 Bonds") which are secured by special taxes levied by the City on property within the boundaries of CFD No. 2002-1; WHEREAS, due to delinquencies in the payment of such special taxes, the City and Tower Music City, LLC, owner of property located within CFD 2002-1 ("Owner"), entered into a Memorandum of Understanding which permitted the Owner to sell certain parcels of property to Eastern Municipal Water District, provided, however, that a community facilities district be formed on the remaining parcels owned by Owner to finance the payment of a portion of the principal of and interest on the 2002 Bonds; and WHEREAS,the City Council (the "City Council") of the City of San Jacinto (the "City") received a petition from the Owner requesting that the City Council institute proceedings for the formation of a community facilities district, pursuant to Chapter 2.5 (commencing with Section 53311) of Part 1 of Division 2 of Title 5 of the California Government Code, commonly known as the "Mello-Roos Community Facilities Act of 1982," for the purpose of financing through the sale of bonds or the levy of special taxes the amounts necessary to pay debt service on the 2002 Bonds; and WHEREAS, on June 18, 2015, the City Council adopted a resolution authorizing the formation of CFD No. 2015-1 and a resolution authorizing the incurrence of bonded indebtedness in an amount not to exceed $5,500,000; and WHEREAS, pursuant to another resolution adopted on June 18, 2015, the City Council called an election to submit to the qualified voters propositions related to the levy of special A-1 24438.7002OU 1769409.2 taxes within CFD 2015-1 to finance the payment of debt service on the 2002 Bonds, the issuance of bonds therein and the establishment of an appropriations limit there; and WHEREAS, on qualified voters approved such propositions by a two-thirds majority vote; and WHEREAS, in order to fulfill the terms and conditions of the MOU, CFD 2015-1 has determined to issue a promissory note, the form of which is attached hereto as Exhibit "A" (the "Promissory Note") to pledge to the Authority special taxes levied within CFD 2015-1 for the payment of a portion of the principal of and interest on the 2002 Bonds. NOW, THEREFORE, BASED ON THE FOREGOING AND THE TERMS AND CONDITIONS CONTAINED HEREIN, THE PARTIES HERETO DO AGREE AS FOLLOWS: Section 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference. Section 2. Definitions. The terms defined in this Section 2 shall, for all purposes of this Agreement, have the meanings herein specified. 112002 Bonds" shall be as defined in the recitals hereto. s "2002 Indenture" means the Indenture of Trust executed by and between the Authority and 2002 Trustee dated October 1, 2002 executed in connections with the issuance of the 2002 Bonds. "2002 Revenue Fund" means the revenue fund established pursuant to the 2002 Indenture. "2002 Trustee" means Union Bank of California,N.A. "Administrative Expenses" means the expenses of CFD No. 2015-1 which are necessary to the calculation, collection, administration and documentary requirements relating to the annual levy of the Special Taxes, the administering of CFD No. 2015-1 and related costs and expenses. "Agreement" means this Pledge Agreement. "CFD No. 2015-1" shall be as defined in the recitals hereto. "Promissory Note" means the promissory note executed by CFD No. 2015-1, in substantially the same form set forth in Exhibit"A" attached hereto . "Rate and Method" means the Rate and Method of Apportionment of Special Tax of CFD No. 2015-1. "Special Taxes" means the special taxes levied and collected by CFD No. 2015-1. A-2 24438.70020\11769409.2 Section 3. Collection and Application of Special Taxes. CFD No. 2015-1 shall take all actions necessary to annually cause the levy and collection of the Special Taxes, pursuant to the Rate and Method. When collected, such Special Taxes, after deduction of Administrative Expenses, will be transferred by CFD No. 2015-1 to the Authority to be applied as provided for in Section 4 of this Agreement. CFD No. 2015-1 further agrees to take no action(s) which would impair or impede its ability to levy, collect and apply the Special Taxes as provided for in this Agreement. CFD No. 2015-1 also agrees to undertake to commence foreclosure actions as against properties which are delinquent in payment of Special Taxes upon such circumstances as CFD No. 2015-1 shall direct. Section 4. Pledge of Special Tax Revenues. The Special Taxes received by CFD No. 2015-1, after deduction of Administrative Expenses, are hereby irrevocably pledged by the District to the payment of the Promissory Note. The Authority shall provide for the special taxes, pledged under this Section, upon receipt, to be transferred to the 2002 Trustee for deposit in the 2002 Revenue Fund for the payment of principal and interest on the 2002 Bonds in accordance with the 2002 Indenture. No pledge of Special Taxes shall be made on a parity basis to the Promissory Note, unless such parity obligations are authorized by the Authority and CFD No. 2015-1. CFD No. 2015-1 further agrees that the Special Tax revenues shall not be used for any other purpose during the term of this Agreement. This pledge shall become effective upon the execution and delivery of the Promissory Note. The Authority agrees to use the Special Tax revenues delivered by CFD No. 2015-1 to pay the principal of and interest on the 2002 Bonds in accordance with the 2002 Indenture. Section 5. Term. The term of this Agreement shall commence upon the execution and delivery of the Promissory Note. The term of this Agreement shall continue until: (i) all the Promissory Note is fully repaid; or(ii) June 30, 2045. Section 6 Headings. The paragraph headings contained herein are for convenience and reference and are not intended to define or limit the scope of any provision of this Agreement. Section 7. Alternation or Amendment. No alteration or amendment to this Agreement shall be deemed binding upon the parties unless the same has been executed thereby the Authority and CFD No. 2015-1 provided, however,that no amendment, addition or alteration shall be effective as regard to Sections 3, 4, 5 and 6 hereof, except an amendment to provide for a subordinate pledge of Special Taxes relative to parity obligations as provided for in Section 4, hereof. Section 8. Notices. All notices, requests or communications required or permitted to be given in this Agreement shall be in writing and mailed or delivered to the respective party as follows: To CFD No. 2015-1: Community Facilities District No. 2015-1 of the City of San Jacinto 595 S. San Jacinto Ave San Jacinto, CA 92583 t A-3 24438.70020\11769409.2 f To Authority: San Jacinto Financing Authority 595 S. San Jacinto Ave San Jacinto, CA 92583 The Authority and CFD No. 2015-1 may, by notice given hereunder, designate any further or different address to which subsequent notices and other communications shall be sent. Section 9. Governing Law; Venue. The laws of the State of California shall govern this Agreement, the interpretation thereof and any right or liability arising hereunder. Any action or proceeding to enforce or interpret any provision of this Agreement shall be brought, commenced or prosecuted in the court or appropriate jurisdiction within Riverside County, California. [Remainder of this page is blank] s t A-4 24438.70020\11769409.2