HomeMy WebLinkAbout09 - Assessment District 68 - Newport Shores - Sale of BondsCITY OF NEWPORT BEACH
CITY COUNCIL STAFF REPORT
Agenda Item No. 9
September 28, 2004
TO: Mayor and Members of the City Council
FROM: Public Works Department
Patrick Arciniega, Associate Engineer
949 - 644 -3311
parciniega@city.newport-beach.ca.us
SUBJECT: SALE OF BONDS FOR UNDERGROUND ASSESSMENT DISTRICT NO.
68 NEWPORT SHORES
RECOMMENDATION:
Adopt Resolution No. 2004- which sets forth the terms and conditions for the sale of
bonds and approves the Purchase Agreement submitted by the designated underwriter for
Assessment District No. 68.
DISCUSSION:
On July 27, 2004, Assessment District No. 68 was formed and Bond Counsel, Robert
Hessell, recommended the final proposal for the sale of bonds be addressed at the
September 28, 2004, Council Meeting. The confirmed assessments were based on the first
installments being collected by the 2004 -2005 tax bill — with provision made for capitalized
interest. All transmittals were in the hands of the Tax Collector by August 26, 2004.
The total assessment levied for the District amounted to $6,595,554 of which $5,957,495
represented the cost of the improvement project (including financing costs) and $638,059
represented the Income Tax Component of Construction (ITCC) portion of the assessment.
To date, the City has received $2,019,010 in prepaid contributions from property owners that
amounted to a total levy credit of $2,205,087, which includes the exercised financing
discount of $186,077. The remaining amount of unpaid assessments, including the
improvement costs, financing costs and ITCC, amounts to $4,390,467. Of this amount,
$3,813,563 will be financed through the sale of the proposed bonds and represents the
remaining funds needed to finance the improvement project. The remaining $576,904
represents the ITCC portion which, if needed, will be financed by a second bond issue at a
later date.
The bonds will be sold to an underwriter on a competitive basis on October 19, 2004, so the
stated interest rate and the total interest cost of the bonds have not yet been determined. In
the form presented, the resolution approves all formal terms and a condition related to the
sale of bonds through approval of the Bond Indenture and approves the Bond Purchase
Contract, subject to modifications as necessary and approval by the City Manager. The final
pricing of bonds will be delegated to the Finance Director (Administrative Services Director).
SUBJECT: SALE OF BONDS FOR UNDERGROUND ASSESSMENT DISTRICT NO.68 NEWPORT SHORES
September 28, 2004
Page 2
Environmental Review:
This project qualifies for a Class 2 California Environmental Quality Act (CEQA) exemption
under Section 15302, item "d" of the Implementing Guidelines as follows: "Conversion of
overhead electric utility distribution system facilities to underground including connection
to existing overhead electric utility distribution lines where the surface is restored to the
condition existing prior to the undergrounding."
Public Notice:
Assessment District 68 was formed by Public Hearing vote on July 27, 2004. Statement of
Assessment and Notice of Recordation of Assessment and Diagram was published in the
Daily Pilot on August 9 and 16, 2004. Letters were mailed July 30, 2004 to residents of
Assessment District No. 68 with instructions for assessment payment and the cash -
payment deadline of August 30, 2004,
Funding Availability:
Funds will be available subject to the sale of bonds for this Assessment District.
Prepared by:
Patrick Arciniega
Associate Engineer
Attachments: Exhibit showing District Boundary
Resolution — Sale of Bonds
Submitted by:
Stephen G. Badum
Public Works Director
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RESOLUTION NO. 2004
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
NEWPORT BEACH AUTHORIZING ISSUANCE OF BONDS AND
APPROVING THE FORM OF CERTAIN BOND DOCUMENTS
FOR ASSESSMENT DISTRICT NO. 68 (NEWPORT SHORES)
WHEREAS, this City Council has previously adopted its Resolution of
Intention and initiated proceedings for the acquisition of certain public works of
improvement, namely, the conversion of certain overhead electrical and
communication facilities to underground locations, together with appurtenances
and appurtenant work, in a special assessment district designated as
Assessment District No. 68 (Newport Shores) (hereinafter referred to as the
"Assessment District") pursuant to the terms and provisions of the "Municipal
Improvement Act of 1913 ", being Division 12 of the Streets and Highways Code
of the State of California, as adopted and modified by Ordinance No. 2000 -17 of
the City of Newport Beach (together, the "Improvement Act');
WHEREAS, this legislative body, to finance the acquisition and
construction of such improvements, declared in its Resolution of Intention to
issue bonds against any unpaid assessments as certified by the Treasurer, such
bonds to issue pursuant to the terms and provisions of the 'Improvement Bond
Act of 1915 ", being Division 10 of such Code (the 'Bond Act');
WHEREAS, at this time this legislative body desires to set forth the
general terms and conditions relating to the authorization, sale, ' delivery, and
administration of such bonds;
WHEREAS, the bonds are to be sold by competitive bid pursuant to a
notice of sale (the "Notice of Sale ");
WHEREAS, the City of Newport Beach has caused to be prepared and
filed with the City Clerk drafts of a bond indenture (the 'Bond Indenture "), a
preliminary official statement describing the Assessment District, the
improvements, and the bonds (the 'Preliminary Official Statement'), an
agreement to provide continuing disclosure of certain information contained in
the Preliminary Official Statement (the "Continuing Disclosure Agreement'), and
a Notice of Sale, which drafts have been reviewed by this Council;
NOW, THEREFORE, it is hereby Resolved, Determined, and Ordered as
follows:
SECTION 1. Recitals. The above recitals are true and correct.
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SECTION 2. Bonds Authorized. Pursuant to the Bond Act, this Resolution
and the Bond Indenture, limited obligation improvement bonds of the City for the
Assessment District designated as "City of Newport Beach Assessment District
No. 68 (Newport Shores) Limited Obligation Improvement Bonds, Series A" (the
"Bonds ") in an aggregate principal amount not to exceed the unpaid
assessments are hereby authorized to be issued, sold and delivered. The date,
manner of payment, interest rate or rates, interest payment dates,
denominations, form, registration privileges, manner of execution, place of
payment, terms of redemption and other terms, covenants and conditions of the
Bonds shall be as provided in the Bond Indenture and the Notice of Sale as
executed.
SECTION 3. Authorization and Conditions. The City Manager, Director of
Administrative Services, City Treasurer, and such other officials of the City as
may be designated by the City Council, or any of them (each an "Authorized
Officer"), are hereby authorized and directed to execute and deliver the various
documents and instruments described in this Resolution with such additions and
changes as the Authorized Officer deems advisable, provided that no additions
or changes shall authorize an aggregate principal amount of Bonds in excess of
the unpaid assessments. The approval of such additions or changes shall be
conclusively evidenced by the execution and delivery of such documents or
instruments by an Authorized Officer, upon consultation with and review by the
City Attorney and bond counsel.
SECTION 4. Bond Indenture. The form of Bond Indenture with respect to
the Bonds as presented to this City Council and on file with the City Clerk is
hereby approved. The Authorized Officer is hereby authorized and directed to
cause the same to be completed and executed on behalf of the City.
SECTION 5. Official Statement and Continuing Disclosure Agreement.
This City Council hereby approves the forms of Preliminary Official Statement
and the Continuing Disclosure Agreement on file with the City Clerk. The
Authorized Officer is authorized to approve corrections and additions to the
Preliminary Official Statement and to certify on behalf of the City that the
approved Preliminary Official Statement is final as of its date except for the
omission of certain information as permitted by Section 240.15c2- 12(b)(1) of Title
17 of the Code of Federal Regulations. The Authorized Officer is further
authorized and directed to cause the completion of the Preliminary Official
Statement into the form of a final official statement (the "Final Official Statement')
and to execute a statement that the facts contained in the Final Official
Statement, and any supplement or amendment thereto (which shall be deemed
an original part thereof for the purpose of such statement) were, at the time of
sale of the Bonds, true and correct in all material respects and that the Final
Official Statement did not, on the date of sale of the Bonds, and does not, as of
the date of delivery of the Bonds, contain any untrue statement of a material fact
or omit to state material facts required be stated where necessary to make any
2
statement made therein not misleading in the light of the circumstances under
which it was made. The Authorized Officer shall take such further action as he
deems necessary or appropriate to verify the accuracy thereof.
The form of Continuing Disclosure Agreement as presented to this City
Council and on file with the City Clerk is hereby approved. The Authorized Officer
is hereby authorized and directed to cause the same to be completed and
executed on behalf of the City, subject to Section 3 above.
SECTION 6. Bond Rating; Insurance. The Authorized Officer is, with the
assistance of the Financial Advisor, hereby authorized to apply for a rating on the
Bonds with any nationally recognized rating agency such Authorized Officer
deems advisable. Additionally, the Authorized Officer, with the assistance of the
Financial Advisor, is hereby authorized to apply for and accept a commitment to
provide municipal bond insurance for the Bonds, provided the Authorized Officer,
in his discretion, deems the municipal bond insurance to be a financial benefit to
the Assessment District. The Authorized Officer is hereby further authorized to
execute any commitment letter and to do any and all other things and to deliver
any and all documents necessary or advisable in order to obtain such municipal
bond insurance for the Bonds.
SECTION 7. Sale of Bonds. This City Council hereby authorizes and
approves the sale of the Bonds by competitive bidding. The form of the Notice of
Sale as presented to this City Council and on file with the City Clerk is hereby
approved and the Authorized Officer is hereby authorized and directed to sell and
deliver the Bonds subject to the following conditions: the aggregate principal
amount of the Bonds does not exceed the unpaid assessments within the
Assessment District, the underwriters discount does not exceed two percent
(2 %), and the net interest rate on the bonds shall not exceed seven percent (7 %)
per annum.
SECTION 8. Bonds Prepared and Delivered. Upon the sale of the Bonds,
the Bonds shall be prepared, authenticated and delivered, all in accordance with
the applicable terms of the Bond Act and the Bond Indenture, and the Authorized
Officer and other responsible City officials are hereby authorized and directed to
take such actions as are required under the Notice of Sale and the Bond
Indenture to complete all actions required to evidence the delivery of the Bonds
upon the receipt of the purchase price thereof from the purchaser.
SECTION 9. Annual Assessment Installments. A copy of the resolution
confirming the assessments, which assessments shall constitute the security for
the Bonds, shall be delivered to the City Treasurer, and the City Treasurer shall
keep or cause to be kept the record showing the several installments of principal
and interest on the assessments which are to be collected each year during the
term of the bonds. An annual portion of each reassessment, together with annual
interest on said reassessment, shall be payable in the same manner and at the
same time and in the same installment as the general property taxes of the
County of Orange and shall be payable and become delinquent at the same time
and in the same proportionate amount. Each year the annual installments shall
be submitted to the County Auditor for purposes of collection.
SECTION 10. Covenant to Initiate Foreclosure Proceedings. This
legislative body does further specifically covenant for the benefit of the
bondholders to commence and prosecute to completion foreclosure actions
regarding delinquent installments of the assessments in the manner, within the
time limits and pursuant to the terms and conditions as set forth in the Bond
Indenture as submitted and approved through the adoption of this Resolution.
SECTION 11. Actions. All actions heretofore taken by the officers and
agents of the City with respect to the establishment of the Assessment District
and the sale and delivery of the Bonds are hereby approved, confirmed and
ratified, and the proper officers of the City are hereby authorized and directed to
do any and all things and take any and all actions and execute any and all
certificates, agreements, contracts, and other documents, which they, or any of
them, may deem necessary or advisable in order to consummate the lawful
issuance and delivery of the Bonds in accordance with Bond Act, this Resolution,
the Bond Indenture, the Notice of Sale, the Continuing Disclosure Agreement,
and any certificate, agreement, contract, and other document described in the
documents herein approved.
SECTION 12. Effective Date. This resolution shall take effect from and
after its adoption.
PASSED, APPROVED AND ADOPTED at a regular meeting of the City
Council of the City of Newport Beach, held on the 28th day of September, 2004,
by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
City Cleric
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Mayor