HomeMy WebLinkAbout02-02 WHFA ResolutionRESOLUTION NO. WHFA 02-02
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
WINCHESTER HILLS FINANCING AUTHORITY APPROVING
AND DIRECTING THE EXECUTION AND DELIVERY OF A
SUPPLEMENTAL AGREEMENT NO. 2 TO FISCAL AGENT
AGREEMENT AND AN ESCROW AGREEMENT
WHEREAS, the Winchester Hill Financing Authority (the "Authority") has entered into a
Fiscal Agent Agreement, dated as of July 1, 1998 (the "Agreement") with U.S. Bank, N.A.
(successor to U.S. Bank Trust National Association), as fiscal agent (the "Fiscal Agent"),
pursuant to which it issued, for and on behalf of the Winchester Hills Financing Authority
Community Facilities District No. 98-1 (Winchester Hills) (the "District"), $12,110,000 initial
principal amount of Special Tax Bonds, 1998 Series A (the ~Sedes A Bonds") and $145,000
initial principal amount of Special Tax Bonds, 1998 Series B (Taxable) (the "Series B Bonds");
and
WHEREAS, the Series B Bonds matured and were paid in full on September 1, 2000;
and
WHEREAS, the owners of the property in the District that is subject to the levy of
special taxes (the "Landowners") the proceeds of which are used to pay debt service on the
Series A Bonds have requested that the Authority redeem the Series A Bonds with the
proceeds of special tax bonds expected to be issued by the Temecula Public Financing
Authority (the "TPFA Bonds"); and
WHEREAS, the Agreement as in effect on the closing date for the Series A Bonds
would not permit the optional redemption of the Series A Bonds from the proceeds of the
TPFA Bonds until September 1, 2008; and
WHEREAS, the Authority and the Fiscal Agent have heretofore entered into a
Supplemental Agreement No. 1 to Fiscal Agent Agreement, dated August 9, 2001 (the "First
Supplement"), to amend the optional redemption provisions of the Agreement to allow for an
optional redemption of the Series A Bonds with proceeds of the TPFA Bonds on any date on
or prior to March 1, 2002, subject to the consent of the owners of the Series A Bonds; and
WHEREAS, the owners of a majority of the outstanding Series A Bonds consented to
the First Supplement, but the issuance of the TPFA Bonds was delayed beyond the March 1,
2002 date set forth in the First Supplement; and
WHEREAS, the Landowners have now requested that the Authority further amend the
Agreement to extend the March 1, 2002, date by which the optional redemption can occur to
September 1, 2002, subject to the consent of a majority of the owners of the outstanding
Series A Bonds; and
WHEREAS, the Authority now desires to approve such further amendment to the
Agreement, as set forth in the Supplemental Agreement No. 2 to Fiscal Agent Agreement (the
"Second Supplement"), the form of which is on file with the Authority Secretary; and
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WHEREAS, the owners of a majodty of the Series A Bonds outstanding have
consented to the Second Supplement, but the owners of one of the outstanding maturities of
the Series A Bonds have not given such consent, thereby requiring that the Authority enter into
an escrow deposit and trust agreement (the "Escrow Agreement") with the Fiscal Agent in
order to defease the Sedes A Bonds of the nonconsenting Series A Bondowners, and to that
end a form of Escrow Agreement has been submitted to the Authority for approval.
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Winchester
Hills Financing Authority as follows:
Section 1. The Second Supplement, in the form on file with the Secretary, is hereby
approved. The Executive Director is hereby authorized and directed to execute and deliver the
Second Supplement in such form, together with such changes thereto as the Executive
Director shall determine are necessary or appropriate. The execution and delivery by the
Executive Director of the Second Supplement shall be conclusive evidence of the approval of
any such changes. The Authority hereby ratifies the First Supplement, and authorizes the
performance of the Agreement, as amended by the First Supplement and the Second
Supplement.
Section 2. The Escrow Agreement, in the form presented to the Board of Directors at
this meeting, is hereby approved. The Executive Director is hereby authorized and directed to
execute and delivery the Escrow Agreement in said form, with such additions thereto or
changes therein as are approved by the Executive Director upon consultation with Authority
Counsel and Bond Counsel, the approval of such additions or changes to be conclusively
evidenced by the execution and delivery of the Escrow Agreement by the Executive Director.
Section 3, Following the payment in full of the Series A Bonds and the discharge of
the Agreement, Authority staff shall take all actions necessary to dissolve the Authority. Upon
such dissolution, any and all remaining assets of the Authority shall be transferred to the City,
to be used for any lawful purpose of the City.
Section 4. This Resolution shall take effect upon its adoption.
PASSED, APPROVED AND ADOPTED, by the Board of Directors of the Winchester
Hills Financing Authority at a regular meeting held on the 13~h day of August, 2002.
Ron Roberts, Chairperson
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STATE OF CALIFORNIA )
COUNTYOF RIVERSIDE ) ss
CITY OF TEMECULA )
I, Susan Jones, Secretary of the Winchester Hills Financing Authority, HEREBY DO
CERTIFY that the foregoing Resolution No. WHFA 02-02 was duly adopted at a regular
meeting of the Board of Directors of the Winchester Hills Financing Authority on the 13th day of
August, 2002, by the following roll call vote:
AYES: 5
BOARDMEMBERS: Comerchero, Naggar, Pratt, Stone, Roberts
NOES: 0 BOARDMEMBERS: None
ABSENT: 0 BOARDMEMBERS: None
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