HomeMy WebLinkAbout06/07/1994, 9 - ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD IIIIH�IY►IIWIII�InIInAI�IU 1" MEETING DATE:
9 II IInNu►I cityo san LuIs oBIspo
COUNCIL AGENDA R RT ITEM NUMBER:
FROM: William C. Statler, Director of Finance
Prepared by: Linda Asprion, Revenue anager01W.40"I
SUBJECT: ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD
CAO RECOMMENDATION
1. Approve minutes of meeting held on June 1, 1993.
2. Elect officers for the Capital Improvement Board, including President and Vice
President.
3. Adopt a resolution authorizing the issuance and sale of refunding bonds for the purpose
of refinancing 1986 Lease Revenue Bonds, authorizing the amendment and restatement
of 1986 lease with the City of San Luis Obispo, and approving related documents and
official actions.
4. Adjourn to the next regularly scheduled meeting.
DISCUSSION
In June 1986, the City of San Luis Obispo Capital Improvement Board was established as a
public authority to implement required financing for construction and improvement to various
public facilities. The City Council serves as the Board of Directors for this agency. The By-
laws governing the conduct of business by the Board.requires that an annual meeting be held
on the first Tuesday in June of each year. In accordance with the By-laws, the following
agenda has been established for tonight's meeting.
I. Meeting called to order.
II. Roll Call.
III. Board consideration of minutes from June 1, 1993.
Draft minutes for the Board's.approval are attached.
IV. Election of Officers. In keeping with past practice, it is recommended that the Mayor
serve as President and that the Vice-Mayor serve as Vice-President.
V. Adopt a resolution authorizing the issuance and sale of refunding bonds for the purpose
of refinancing the 1986 Lease Revenue Bonds. (See Council Agenda Report on this
item.)
VI. Adjournment to the next regularly scheduled meeting.
����� ►�IIIIIp��� ���Il City of San Luis OBISpo
COUNCIL AGENDA REPORT
ANNUAL FINANCIAL REPORTS
Section 3.42.050(D) of Ordinance 1059 creating the Capital Improvement Board requires that
the Board annually prepare and make available to interested members of the public a statement
of its financial affairs, audited by independent certified public accountants. Acting as the City
Council, Board members received audited financial statements which encompasses the fiscal
affairs of the Board for the fiscal year ending June 30, 1993. Accordingly, this requirement
has been met for fiscal year 1992-93.
ATTACHMENTS
A. Minutes from June 1, 1993 meeting.
B. Resolution authorizing the issuance and sale of refunding bonds for the purpose of
refinancing the 1986 Lease Revenue Bonds
Attachment
City Council Meeting Page 9
Tuesday, June 1, 1993 - 7:00 P.M.
CALL TO ORDER ANNUAL MEETING OF THE CAPITAL IMPROVEMENT BOARD
Diane Gladwell. Secretary, called the Roll Call; Board Member Peg Pinard resided.
ROLL CALL:-
Present: Board Members Peg Pinard, Penny Rappa, Dave Romero, Bill Roalman and
Allen K. Settle
Absent: None
7. CAPITAL IMPROVEMENT BOARD (File No. 242)
The annual meeting of the Capital Improvement Board was held.
Bill Statler. Finance Director, briefly reviewed the report with the recommendation that Council
approve the minutes, elect officers, and adjourn the meeting.
Moved by Settle/Roalman to approve the minutes of the June 16, 1992 meeting; to elect Peg Pinard
as President, Bill Roalman as Vice-President;and to adjourn to the next regularly scheduled meeting;
motion carried (5-0).
12:05 A.M. President Pinard adjourned the meeting.
Peg Pinard, President Diane R. Gladwell, Secretary
COMMUNICATIONS
COMM.1. Mayor Pinard introduced a request from the Visitor's and Conference Bureau (VCB)
for San Luis Obispo to become a Sister City to Maebaru, Japan; Mayor authorized to send a letter to
the VCB inviting them to develop and staff a program (general consent).
COMM.2. Council Member Raooa requested a letter asking the County to gather information on
existing solid waste reduction programs at Cal Poly, CMC and Camp San Luis (general consent).
COMM.3. Mayor Pinard requested that a policy be developed to reduce the number of motorized
vehicles in parades; Mayor authorized to send a letter and begin dialogue to de-emphasize motorized
entries (general consent).
COMM.4. John Dunn,City Administrative Officer,asked if BIA's funding request from Economic
Development funds should be agendized; Council indicated agreement (general consent).
12:32 A.M. Mayor Pinard declared a recess to closed session regarding real property negotiations
pertaining to the Munch Estate, 322 Bullet Lane.
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RESOLUTION NO.
RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF SAN LUIS
OBISPO CAPITAL IMPROVEMENT BOARD AUTHORIZING THE
ISSUANCE AND SALE OF REFUNDING BONDS FOR THE PURPOSE OF
REFINANCING 1986 LEASE REVENUE BONDS, AUTHORIZING THE
AMENDMENT AND RESTATEMENT OF 1986 LEASE WITH THE CITY OF
SAN LUIS OBISPO, AND APPROVING RELATED DOCUMENTS AND
OFFICIAL ACTIONS
WHEREAS, the City Council of the City of San Luis Obispo (the "City") has
previously adopted its Ordinance No. 1059 (1986 Series) on April 15, 1986 (the "Ordinance"),
establishing the City of San Luis Obispo Capital Improvement Board (the 'Board") for the
purpose of assisting the City in the financing of public improvements; and
WHEREAS, in furtherance of its public purposes, the Board has previously financed
the acquisition and construction of various public improvements consisting generally of
city hall improvements, a police station and public parking facilities (collectively, the
"Projects") pursuant to a Lease Agreement dated as of June 15, 1986 (the "1986 Lease
Agreement") under which the Board has leased the Projects to the City; and
WHEREAS, funds for the acquisition and construction of the Projects have been
provided by the Board through the issuance of its $13,970,000 aggregate principal amount of
Lease Revenue Bonds (Capital Improvement Projects), Series 1986 (the "1986 Bonds"); and
WHEREAS, in order to take advantage of current prevailing interest rates and
thereby realize substantial savings, the City has requested the Board at this time to
undertake and complete proceedings for the refinancing of the 1986 Lease Agreement and
the 1986 Bonds, and to that end the City and the Board have proposed to amend and restate
the 1986 Lease Agreement and the Board has proposed to issue its 1994 Refunding Lease
Revenue Bonds in the principal amount of not to exceed $12,750,000 (the 'Bonds") which
are secured by rental payments made by the City under the amended and restated 1986 Lease
Agreement; and
WHEREAS, the firm of Evensen Dodge, Inc., as financial adviser to the City and the
Board (the "Financial Adviser"), has recommended that the Board sell the Bonds on a
negotiated basis; and
WHEREAS, the Board of Directors wishes at this time to approve such financing
transactions and all documents relating thereto;
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of San
Luis Obispo Capital Improvement Board as follows:
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SECTION 1. Issuance of Bonds: Approval of Indenture. The Board of Directors
hereby authorizes the issuance of the Bonds under and pursuant to Ordinance in the
maximum principal amount of $12,750,000. The Bonds shall be issued pursuant to the
terms and provisions of the Indenture of Trust by and between the Board and Bank of
America National Trust and Savings Association, as trustee (the "Trustee"), which the
Board hereby approves in substantially the form on file with the Secretary, together with
any changes therein or additions thereto deemed advisable by the President. The Board of
Directors hereby authorizes and directs the Executive Director to execute, and the Secretary
to attest and affix the seal of the Board to, said form of the Indenture for and in the name of
the Board. The Board of Directors hereby authorizes the delivery and performance of the
Indenture.
SECTION 2. Anvroval of Related Financing Agreements. The Board of Directors
hereby approves each of the following agreements required to implement the financing
plans to be accomplished by the Bonds, in substantially the respective forms on file with the
Secretary together with any changes therein or additions thereto deemed advisable by the
Executive Director, whose execution thereof shall be conclusive evidence of the approval of
any such changes or additions. The Executive Director is hereby authorized and directed for
and in the name and on behalf of the Board to execute, and the Secretary is hereby
authorized and directed to attest and affix the seal of the Board to, the final form of each
such agreement:
(a) First Amended and Restated Lease Agreement by and between the
Board as lessor and the City as lessee, relating to the amendment and
restatement of the 1986 Lease Agreement;
(b) Assignment Agreement by and between the Board and the
Trustee, whereby the Board assigns certain of its rights under the First
Amended and Restated Lease Agreement to the Trustee for the benefit of the
Bond owners; and
(c) Escrow Deposit and Trust Agreement by and among the Board, the
City and the Trustee, relating to the establishment of an irrevocable escrow
for the advance refunding of the 1986 Bonds and the 1986 Lease Agreement.
SECTION 3. Sale of Bonds. The Board of Directors hereby approves the negotiated
sale of the Bonds to an underwriting or investment banking firm to be selected by the Chief
Financial Officer upon the advice of the Financial Adviser (the "Underwriter"), pursuant to
the Bond Purchase Contract in substantially the form on file with the Secretary together
with any changes therein or additions thereto deemed advisable by the Executive Director,
whose execution thereof shall be conclusive evidence of the approval of any such changes
or additions. The Executive Director is hereby authorized and directed for and in the name
and on behalf of the Board to execute, and the Secretary is hereby authorized and directed to
attest and affix the seal of the Board to, the final form of the Bond Purchase Contract. The
purchase price to be paid for the Bonds by the Underwriter shall be at least ninety-seven
percent (97%) of the par value thereof, and the net effective rate of interest borne by the
Bonds shall not exceed seven percent (7%) per annum. The authorization granted in this
Section 3 to award the sale of the Bonds to the Underwriter shall expire on October 1, 1994,
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provided that if the Bond Purchase Contract has been executed prior to such date, the
closing of the Bonds may take place after such date.
SECTION 4. Official Statement. The Board of Directors hereby approves the
preliminary Official Statement describing the Bonds in substantially the form submitted by
the Financial Adviser and on file with the Secretary. The Chief Financial Officer is hereby
authorized and directed to approve any changes in or additions to said preliminary Official
Statement and to execute an appropriate certificate stating the Chief Financial Officer's
determination that the preliminary Official Statement (together with any changes therein
or additions thereto) has been deemed nearly final within the meaning of Rule 15 c2-12 of
the Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by
the Underwriter to prospective purchasers of the Bonds is hereby approved. The Chief
Financial Officer is hereby authorized and directed to approve any changes in or additions
to a final form of said Official Statement, and the execution thereof by the Chief Financial
Officer shall be conclusive evidence of approval of any such changes and additions. The
Board of Directors hereby authorizes the distribution of the final Official Statement by the
Underwriter. The final Official Statement shall be executed in the name and on behalf of
the Board by the Chief Financial Officer.
SECTION 5. Engagement of Professional Services. Evensen Dodge, Inc. is hereby
retained as Financial Adviser to the Board, and the firm of Jones Hall Hill & White, A
Professional Law Corporation, is hereby retained as bond counsel to the Board, in
connection with the issuance and sale of the Bonds. The Chief Financial Officer is hereby
authorized and directed on behalf of the Board to execute an agreement with each of said
firms, in the respective forms on file with the Chief Financial Officer.
SECTION 6. Official Actions. The Executive Director, the Chief Financial Officer, the
Secretary, the Board Attorney and all other officers of the Board are each authorized and
directed in the name and on behalf of the Board to make any and all site leases,
assignments, certificates, requisitions, agreements, notices, consents, instruments of
conveyance, warrants and other documents, which they or any of them might deem
necessary or appropriate in order to consummate any of the transactions contemplated by
the agreements and documents approved pursuant to this Resolution. Whenever in this
resolution any officer of the Board is authorized to execute or countersign any document or
take any action, such execution, countersigning or action may be taken on behalf of such
officer by any person designated by such officer to act on his or her behalf in the case such
officer shall be absent or unavailable.
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SECTION 7. Effective Date. This Resolution shall take effect immediately upon its
passage and adoption.
AYES:
NOES:
ABSENT:
Mayor
Secretary
D
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I hereby certify that the foregoing Resolution was passed and adopted by the Board of
Directors of the City of San Luis Obispo Capital Improvement Board at a regular meeting
thereof duly held on the 7th day of June, 1994, by a majority vote of all of its members.
Secretary
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On motion of seconded by
and on the following roll call vote:
AYES:
NOES:
ABSENT:
the foregoing Resolution was passed and adopted tlus 7th day of June, 1994.
President
ATTEST:
Secretary
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