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HomeMy WebLinkAbout92-09 TCSD Resolution RESOLUTION NO. CSD 92-09 RESOLUTTON OF THE BOARD OF DIRECTORS OF THE TEMIECULA CO SERVICES DISTRICT AUTHORIZING THE PREPARATION, SALE AND DELMMY OF NOT TO EXCEED $6,000,000 CERTMCATES OF PARTICI[PATION (CO RECREATION CENTER PROJECT), SERIES 1992, AUTHORIZING THE EXECUTION AND DEL Y OF A TRUST AGREEMENT, AN INSTALLMENT PURCHASE AGREEMENT AND A CERTMCATE PURCHASE CONTRACT, "PROVING A FORM OF OFFICIAL STATEMENT, AND AUTHORIZING CERTAIN ACTIONS IN CONNECTIONfilFR ',WITH S, the Temecula Community Services District (the "District") has the authority to assist in the financing of the construction of a community recreation center; and S, the Temecula Public Facilities Financing Corporation (the "Corporation") and the District desire to enter into that certain Installment Purchase Agreement, dated as of October 1, 1992 (the "Installment Purchase Agreement"), by and between the District and the Corporation, the form of which has been presented to this Board of Directors at this meeting, pursuant to which the District will agree to purchase the Project (as defined in the Installment Purchase Agreement) from the Corporation and to pay certain Series 1992 Installment Payments (as defined in the Installment Purchase Agreement) in connection therewith which win be pledged to the owners of the Certificates of Participation (defined below) by the Corporation pursuant to a Trust Agreement, dated as of October 1, 1992 (the "Trust Agreement"), by and among the Trustee named therein, as trustee, the Corporation and the District, the form of which has been presented to this Board of Directors at this meeting; and AS, the Corporation will assign to the Trustee payments under the Installment Purchase Agreement, such assignment to be made pursuant to an Assignment Agreement, dated as of October 1, 1992, by and between the Corporation and the Trustee; and , the Corporation and the District have determined that it would be in the best interests of the Corporation, the District and citizens of the community to authorize the preparation, sale and delivery of Certificates of Participation in an aggregate principal amount not to exceed $6,000,000 (the "Certificates"), which Certificates evidence proportionate interests in the Series 1992 Installment Payment to be made pursuant to the Installment Purchase Agreement; and it is desirable that the Certificates be offered for public sale and the District expects to award the Certificates to Sutro & Co. Incorporated (the "Underwriter") pursuant to the terms of the Certificate Purchase Contract, by and among the Corporation, the District and the Underwriter, the form of which has been presented to this Board of Directors at this meeting; Reso.csd% 92-09 1 NOW, THEREFORE, the Board of Directors of the District does hereby resolve as follows: Section 1. Certificates. The Board of Directors hereby authorizes the preparation, &,de and delivery of the Certificates in an aggregate principal amount not to exceed $6,000,000 to the Underwriter at a discount, including Underwriter's discount and original issue discount, if any, not to exceed 1. 75 %, and at a net interest cost not to exceed 7.0085 % pursuant to the Certificate Purchase Contract and the Trust Agreement. The person executing the Certificate Purchase Contract @ approve the final discount, the @ net interest cost and the final principal amount, his/her execution of the Certificate purchase Contract to be conclusive evidence of the approval thereof. The purposes for which the proceeds of the sale of the Certificates shall be expended are to fmance the construction of a community recreation center in the City of Temecula, to fund a reserve fund, if necessary, to pay accrued interest, if any, and to pay the costs of the sale and delivery of the Certificates. Section 2. Trust Agreem=. The Trust Agreement presented at this meeting is approved. The President or Vice-President of the District or the President's designee is authorized and directed to execute and deliver said agreement. The agreement shall be executed in substantially the form hereby approved, with such additions thereto and changes therein as are recommended or approved by Special Counsel to the District and approved by such officers of the District executing the document, such approval to be conclusively evidenced by the execution and delivery thereof. The officers of the District executing the Trust Agreement are hereby authorized and directed to select a Trustee. Section 3. In,,;tW]ment Purchase Ai!reement. The Installment Purchase Agreement presented at this meeting is approved. The President or Vice-President of the District or the President's designee is authorized and directed to execute and deliver said agreement. The agreement shall be executed m substantially the form hereby approved, with such additions thereto and changes therein as are recommended or approved by Special Counsel to the District and approved by such officers of the District executing the document, such approval to the conclusively evidenced by the execution and delivery thereol Section 4. Certificate Purchase Contract. The Certificate Purchase Contract presented at this meeting is approved. The President or Vice-President of the District or the President's designee is authorized and directed to execute and deliver said agreement. The agreement shall be executed in substantially the form hereby approved, with such additions thereto and changes therein as are recommended or approved by Special Counsel to the District and approved by such officers of the District executing the document, such approval to be conclusively evidenced by the execution and delivery thereof. Section 5. Official Statement. The Preliminary Official Statement presented at this meeting is approved. The President or Vice-President of the District or the President's designee Reso.cad\ 92-09 2 is authorized and directed to fin@ the Preliminary Official Statement and to execute a final Official Statement. The Board of Directors of the District hereby approves the distribution and use of a Preliminary Official Statement and final Official Statement in connection with the offer and sale of the Certificates by the Underwriter. Section 6. Other Action-,. The President and the Secretary, and such other officers of the District, are authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the sale and delivery of the Certificates, and the delivery of the Certificate Purchase Contract, the Official Statement, and the Installment Purchase Agreement, the Assignment Agreement and the Trust Agreement, and otherwise effectuate the purposes of this Resolution, and such actions previously taken by such officers are hereby ratified and confirmed. Section 7. Effect. The City Clerk shall certify to the passage and adoption of this Resolution. ADOPRED, PASSED AND APPROVED this 6th day of October, 1992. Ronald J. Parks, President ATREST: Jun S. k, City Clerk, Board Secretary Reso.csd\ 92-09 3 STATE OF CALIFORNIA) COUNTY OF RIVERSIDE) ss CrrY OF TEMECULA ) Y CERTTFY that the foregoing Resolution No. CSD 92-09 was duly adopted by the Board of Directors of the Temecula Community Services District at a regular meeting thereof, held on the 6th day of October, 1992, by the following vote of the Board of Directors: AYES: 5 DIRECTORS: Birdsall, Lindemans, Moore, Muiioz, Parks NOES: 5 DIRECTORS: None ABSENT: 0 D@TORS: None June S. Greek, City Clerk, Board Secretary Reso.csd\ 92-09 4