HomeMy WebLinkAbout80C - JT PH - RESO LOCAL STREET FINANCINGREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
AUGUST 20, 2007
TITLE:
PUBLIC HEARING-RESOLUTIONS
APPROVING FINANCING AGREEMENTS AND
AUTHORIZING VALIDATION ACTION
FOR LOCAL STREET FINANCING PLAN
CITY MANAGER
RECOMMENDED ACTION
City Council Action
CLERK OF COUNCIL USE ONLY:
APPROVED
^ As Recommended
^ As Amended
^ Ordinance on 1s` Reading
^ Ordinance on Intl Reading
^ Implementing Resolution
^ Set Public Hearing For
CONTINUED TO
FILE NUMBER
Adopt a resolution authorizing the execution of
Agreement (between the City of Santa Ana and
Authority), the Trust Agreement (between the
Authority and the Bank of New York), and comment
validation action to authorize pledge of Gas Tax
local street improvements.
Santa Ana Financing Authority
the Installment Sales
Santa Ana Financing
Santa Ana Financing
cement of the judicial
Revenue for financing
Adopt a resolution authorizing the execution of the Installment Sales
Agreement (between the City of Santa Ana and Santa Ana Financing
Authority), the Trust Agreement (between the Santa Ana Financing
Authority and the Bank of New York).
DISCUSSION
The Public Works Agency has completed an inventory of all the City's
streets that includes their general lifespan condition. Based on staff's
assessment, an immediate infusion of funds to rebuild the City's
neighborhood streets would advance the City's position to address all
neighborhood streets and implement a long-term preventive maintenance
program. Based on this strategy, it is recommended that over the next
five years, $100 million be invested toward rebuilding and repairing City
streets. To achieve this initiative, bonds or other financing mechanisms
in the amount of $60 million dollars would be needed to complete the $100
million investment. Neighborhood street improvements will include slurry
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Street Improvement Financing
August 20, 2007
Page 2
seal, grind and overlay, reconstruction, and critical concrete repair of
sidewalk, curb and gutter.
In order to explore financing alternatives and capacity, a financial team
consisting of a financial advisor (Fieldman, Rolapp & Associates), an
underwriter (De La Rosa & Co.), bond counsel (Orrick, Herrington &
Sutcliffe), and disclosure counsel (Quint & Thimmig) was retained. Upon
evaluation the team is recommending the use of an installment-sale
Certificates of Participation (COP) financing structure that utilizes Gas
Tax Revenue as the pledge to repay the certificates.
The use of this innovative financing structure has several advantages.
First, it utilizes an existing, stable revenue source already designated
for the design, construction, maintenance, and operation of public
streets and highways. Second, it does not require the pledge of any
General Fund monies as collateral for debt payments. The COP installment
sale also allows debt service capacity to exceed the 25g limit allowed
through a straight bond structure as authorized under the California
Streets and Highways Code. Lastly, the financing structure is exempt from
the State's constitutional debt limit thereby preserving the City's
ability to capitalize on existing bond capacity should it be necessary in
the future.
To implement the financing structure, the recommended action before the
City Council is to conduct a public hearing and then the City Council and
the Financing Authority adopt resolutions approving several actions.
The City Council resolution approves an Installment Sales Agreement
between the City of Santa Ana and the Santa Ana Financing Authority. The
agreement would permit the purchase of the street improvements from the
Santa Ana Financing Authority who would then assign the improvements back
to the City for completion. In addition, a Trust Agreement would be
established that would reassign all debt payments to the Bank of New York
as the trustee. Finally, the resolution would authorize the City Attorney
and Bond Counsel to initiate a validation action in Orange County
Superior Court authorizing the use of Gas Tax revenues as a special fund
and pledge under the Installment Sales Agreement. The Financing Authority
resolution approves the Installment Sales Agreement and the Trust
Agreement. Upon completion of these actions, the final bonding package
and documents will be presented to Council and Authority Board for
consideration and approval.
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Street Improvement Financing
August 20, 2007
Page 3
FISCAL IMPACT
Approval of the Resolutions and related agreements authorizes staff to
prepare certain financing documents and take other actions relating to
local street improvements totaling $60 million dollars. A total cap
including issuance costs is not to exceed $70 million and 6$ per annum.
k°
APPROVED AS TO FUNDS AND ACCOUNTS:
~j
Francisco Gutierrez
Executive Director
Finance & Management Services Agency
80C-3
Public Works Agency
JWF 8/13/07
RESOLUTION NO. 2007-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA ANA APPROVING THE EXECUTION AND DELIVERY
OF CITY OF SANTA ANA (COUNTY OF ORANGE,
CALIFORNIA) CERTIFICATES OF PARTICIPATION (2007
GAS TAX SECURED LOCAL STREET IMPROVEMENT
PROJECT) PURSUANT TO A TRUST AGREEMENT,
AUTHORIZING THE EXECUTION AND DELIVERY OF AN
INSTALLMENT SALE AGREEMENT AND THE FILING OF A
VALIDATION ACTION, AND OTHER MATTERS RELATING
THERETO
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS
FOLLOWS:
Section 1. The City Council of the City of Santa Ana hereby finds, determines
and declares as follows:
A. The Santa Ana Financing Authority (the "Authority") is empowered to
assist the City of Santa Ana (the "City") in financing certain public capital
improvements pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of
the Government Code of the State of California and pursuant to that
certain Joint Exercise of Powers Agreement by and between the City of
Santa Ana and the Community Redevelopment Agency of the City of
Santa Ana, dated August 1, 1993;
B. The City has determined to enter into a 2007 Installment Sale Agreement
with the Authority, in the form presented to this meeting (with such
changes, insertions and omissions as are made pursuant to this
Resolution, being referred to herein as the "Installment Sale Agreement")
in order to apply certain motor vehicle fuel tax revenues received by the
City to acquire certain public capital improvements consisting of street
resurfacing and related improvements (as more fully described in the
Installment Sale Agreement) for the benefit of the City in accordance with
Article XIX, Section 1 of the California Constitution (collectively, the "Street
Improvement Project");
C. In order to provide for the delivery of the City of Santa Ana (County of
Orange, California) Certificates of Participation (2007 Gas Tax Secured
Local Street Improvement Project) (the "Certificates") and to establish and
declare the terms and conditions upon which the Certificates are to be
executed and delivered and secured, the Authority proposes to enter into
a Trust Agreement with The Bank of New York Trust Company, N.A. (such
Trust Agreement, in the form presented to this meeting, with such
Resolution No. 2007-XXX
Page 1 of 4
80C-4
changes, insertions and omissions as are made pursuant to this
Resolution, being referred to herein as the "Trust Agreement");
D. The City may determine that securing the timely payment of the principal
and interest evidenced by the Certificates by obtaining a bond insurance
policy with respect thereto could be economically advantageous to the
City;
E. The City is a member of the Authority and the Street Improvement Project
is to be located within the boundaries of the City;
E. The City hereby finds that the financing of such public capital
improvements within the City will result in significant public benefits in the
form of demonstrable savings in effective interest rates, and the more
efficient delivery of City services such as the Street Improvement Project;
F. On this date, the City held a public hearing on the financing of such public
capital improvements within the City in accordance with Section 6586.5 of
the Act, which hearing was held at 22 Civic Center Plaza, Santa Ana,
California;
G. In accordance with Section 6586.5 of the Act, notice of such hearing was
published once at least five days prior to the hearing in a newspaper of
general circulation in the City of Santa Ana; and
H. All acts, conditions and things required by the laws of the State of
California and the City Charter of the City to exist, to have happened and
to have been performed precedent to and in connection with the
consummation of such financing authorized hereby do exist, have
happened and have been performed in regular and due time, form and
manner as required by law, and the City is now duly authorized and
empowered, pursuant to each and every requirement of law, to
consummate such financing for the purpose, in the manner and upon the
terms herein provided.
Section 2. The foregoing recitals herein contained are true and correct and the
City Council so finds.
Section 3. The Street Improvement Project is hereby approved. The Director
of Public Works is hereby authorized to implement the Street Improvement Project in
accordance with the provisions of the Installment Sale Agreement and this Resolution.
Section 4. The form of the Installment Sale Agreement, on file with the Clerk
of the Council, is hereby approved, and the City Manager, the City Attorney, the Clerk of
the Council, the City Treasurer and the Executive Director of Finance and Management
Services of the City (the "Authorized Officers"), are each hereby authorized and
directed, for and in the name and on behalf of the City, to execute and deliver the
Installment Sale Agreement in substantially said form, with such changes, insertions
Resolution No. 2007-XXX
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80C-5
and omissions therein as the Authorized Officer executing the same and the City
Attorney may require or approve, such approval to be conclusively evidenced by the
execution and delivery thereof; provided, however, that the aggregate amount of the
principal components of the installment payments shall not exceed $70,000,000 and the
true interest cost applicable to the interest components of the installment payments
shall not exceed 6.00% per annum.
Section 5. The form of Trust Agreement, on file with the Clerk of the Council,
with such changes, insertions and omissions therein as may be approved by an
Authorized Officer and the City Attorney, is hereby approved. The execution and
delivery of the Certificates, on the terms and conditions set forth in, and subject to the
limitations specified in, the Trust Agreement, is hereby authorized and approved. The
Certificates shall be dated, shall bear interest at the rates, shall mature on the dates,
shall be subject to call and redemption, shall be issued in the form and shall be as
otherwise provided in the Trust Agreement, as the same shall be completed; provided,
however, that the aggregate amount of the Certificates shall not exceed $70,000,000,
the final maturity date of the Certificates shall be no later than January 1, 2040 and the
true interest cost applicable to the Certificates shall not exceed 6.00% per annum and,
provided, further, that such changes, insertions and omissions shall be consistent with
the terms of the Certificates as finally executed.
Section 6. The execution and delivery of the Certificates, on the terms and
conditions set forth in, and subject to the limitations specified in, the Trust Agreement, is
hereby authorized and approved. The Certificates shall be dated, shall bear interest at
the rates, shall mature on the dates, shall be subject to call and redemption, shall be
issued in the form and shall be as otherwise provided in the Trust Agreement, as the
same shall be completed as provided in this Resolution.
Section 7. The Authorized Officers are each hereby authorized and directed to
apply for municipal bond insurance for the Certificates and to obtain such insurance if
the present value cost of such insurance is less than the present value of the estimated
interest savings with respect to the Certificates. The Authorized Officers are each
hereby authorized and directed, for and in the name and on behalf of the City, to
execute and deliver a contract for such insurance if such contract is deemed by the
Authorized Officer executing the same to be in the best interests of the City, such
determination to be conclusively evidenced by such Authorized Officer's execution and
delivery of such contract.
Section 8. The Authorized Officers are, and each of them is, authorized and
directed, for and in the name of the City, to bring a validation action under Section 860
of the California Code of Civil Procedure to determine the legality and validity of the
Installment Sale Agreement, the Trust Agreement, the Certificates and the other
documents and proceedings authorized pursuant to this Resolution.
Section 9. The Authorized Officers and other officers, employees and agents
of the City 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
Resolution No. 2007-XXX
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80C-6
the terms and intent of this Resolution.
Section 10. All actions heretofore taken by the various officers, employees and
agents of the City with respect to the transactions set forth above are hereby approved,
confirmed and ratified.
Section 11. This Resolution shall take effect immediately upon its adoption by
the City Council, and the Clerk of the Council shall attest to and certify the vote adopting
this Resolution.
ADOPTED this day of
2007.
Miguel A. Pulido
Mayor
APPROVED AS TO FORM:
By:
Joseph W. Fletcher, City Attorney
AYES:
Councilmembers
NOES: Councilmembers
ABSTAIN: Councilmembers
NOT PRESENT: Councilmembers
CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, PATRICIA E. HEALY, Clerk of the Council, do hereby attest to and certify the
attached Resolution No. 2007- be the original resolution adopted by the City
Council of the City of Santa Ana on August 20, 2007.
Date:
Resolution No. 2007-XXX
Page 4 of 4
C:ierk of the Council
City of Santa Ana
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