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HomeMy WebLinkAboutResolution No. 2012-25COUNTY COUNCIL COUNTY OF KAUAI eotutron No . =0= = - 25 RESOLUTION APPROVING THE ISSUANCE OF UP TO $12,500,000 AGGREGATE PRINCIPAL AMOUNT OF SPECIAL TAX REVENUE BONDS OF THE COUNTY OF KAUAI FOR THE COUNTY'S COMMUNITY FACILITIES DISTRICT NO. 2008 -1 KUKUI`ULA DEVELOPMENT PROJECT);AUTHORIZING THE APPLICATION OF THE PROCEEDS OF THE BONDS,TOGETHER WITH CERTAIN OTHER AVAILABLE FUNDS, TO FUND THE COSTS OF CERTAIN FACILITIES RELATING TO SUCH DISTRICT;APPROVING THE FORMS OF THE BOND INDENTURE,PRELIMINARY OFFICIAL STATEMENT, BOND PURCHASE AGREEMENT AND CONTINUING DISCLOSURE AGREEMENTS RELATING TO THE BONDS;AND AUTHORIZING THE TAKING OF FURTHER ACTIONS RELATING TO THE BONDS AND THE DISTRICT WHEREAS, pursuant to Ordinance No. 872 (the "Ordinance of Formation "),as adopted by the Council of the County of Kaua`i (the "County ") on September 24,2008 and approved by the Mayor of the County on September 26, 2008, the County has established a community facilities district, designated as Community Facilities District No. 2008 -1 (Kukui`ula Development Project) (the "District "), and authorized the levy of a special tax (the "Special Tax ") on properties within the District in accordance with Chapter 26, Kaua`i County Code 1987, as amended; and WHEREAS, pursuant to Ordinance No. 875 (the "Bond Ordinance "),as adopted by the Council of the County on November 6, 2008 and approved by the Mayor of the County on November 12, 2008, the County has authorized the issuance of one or more series of special tax revenue bonds (including the Series 2012 Bonds referred to below, the "Bonds ") in an aggregate principal amount not to exceed $120,000,000 (excluding Bonds issued to refund other Bonds previously issued) to fund all or a portion of the costs (including "Incidental Expenses" as defined in the Ordinance of Formation) of certain infrastructure facilities related to the District (the "Facilities "); and WHEREAS, such authorization is subject to the terms and conditions specified in the Bond Ordinance and the Acquisition and Funding Agreement dated as of July 1, 2008, as amended (the "Acquisition Agreement ") between the County and Kukui`ula Development Company (Hawaii), LLC (the "Developer "), and to the further approvals and authorizations set forth in this Resolution; and 1 WHEREAS, at the request of the Developer, the County proposes to issue and sell an initial series of the Bonds (the "Series 2012 Bonds ") in an aggregate principal amount not to exceed $12,500,000; and WHEREAS, in connection with the proposed issuance and sale of the Series 2012 Bonds, there have been presented at this meeting forms of (a) the Indenture (the "Bond Indenture ") pursuant to which the Series 2012 Bonds and any future series of Bonds are to be issued, (b) the Preliminary Official Statement (the Preliminary Official Statement ") to be disseminated in connection with the marketing of the Series 2012 Bonds, (c) the Bond Purchase Agreement (the "Bond Purchase Agreement ") pursuant to which the Series 2012 Bonds will be sold, and (d)the respective Continuing Disclosure Agreements of the County and the Developer each, a "Disclosure Agreement ") relating to the requirements of Rule 15c2 -12 of the Securities and Exchange Commission; and WHEREAS, the Council of the County intends hereby to approve the proposed issuance and sale of the Series 2012 Bonds and certain matters pertaining to such issuance and sale.NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE COUNTY OF KAUAI AS FOLLOWS:1. The issuance and sale of up to $12,500,000 aggregate principal amount of Series 2012 Bonds is hereby approved, such Series 2012 Bonds to be issued and sold at such time and upon such terms as shall be determined by the Director of Finance in accordance with the Bond Ordinance and the Acquisition Agreement. It is expressly understood that the Bonds, including the Series 2012 Bonds, shall be limited obligations of the County payable solely from, and secured solely by, the Special Tax levied on properties within the District and certain funds and accounts established under the Bond Indenture, and that the full faith and credit of the County shall not be pledged for payment of the principal or redemption price of or interest on such Bonds.2. The proceeds of the Series 2012 Bonds shall be applied toward the costs (including Incidental Expenses) of the Facilities in accordance with terms and conditions set forth in the Acquisition Agreement; provided that, pursuant to the Acquisition Agreement, an amount equal to 15% of the "Net Construction Proceeds"as hereinafter defined) of the Series 2012 Bonds shall be used, together with Special Tax collections available for such purpose under the Acquisition Agreement,to fund the costs of the Facilities designated by the County and identified in Exhibit A hereto. For purposes of the foregoing, the term "Net Construction Proceeds" shall mean the par amount of the Series 2012 Bonds, less any proceeds of the Series 2012 Bonds used to pay the costs of issuance (including costs of forming the District if applicable, but excluding capitalized interest) of such Series 2012 Bonds and to fund a debt service reserve fund.3. The Council hereby approves the forms of the Bond Indenture, the Preliminary Official Statement, the Bond Purchase Agreement and the Disclosure 2 Agreements as presented at this meeting. The Director of Finance is hereby authorized to execute and deliver the Bond Indenture, the Bond Purchase Agreement and the County's Disclosure Agreement, to approve the final form and execution of the Developer's Disclosure Agreement and to authorize the dissemination of the Preliminary Official Statement, all in substantially the forms presented at this meeting, with such modifications as the Director of Finance may approve.4. The Director of Finance and other appropriate officials of the County are hereby authorized to take or to direct or authorize the taking of such other actions as may be necessary or appropriate in connection with the issuance and sale of the Series 2012 Bonds and the performance of the County's covenants and responsibilities with respect to the Series 2012 Bonds and the District, including without limitation the performance of administrative services contemplated by the Bond Indenture and the Ordinance of Formation and the retention of staff or consultants to perform such services, all in accordance with the Ordinance of Formation, the Bond Ordinance, the Acquisition Agreement, the Bond Indenture and this Resolution.V: \CFD \CFD Reso.doc /ss INTRODUCED BY:March 1, 2012 3 C'..tfKat. of cea p no0 U e erce iy ""4, 'a. 2012 -25 ao ....e. e,,d.e a C...141 4 `ti, &,c,,k 4 5 CTWAza i i, DIAA:e, tai, 5C,,, ,;.`;., February 29 , 2012.d ie o.gt....d cl x x g x JCwct.Gi`i x U.x x Wa.X ada 6 0 1 0 Agreements as presented at this meeting. The Director of Finance is hereby authorized to execute and deliver the Bond Indenture, the Bond Purchase Agreement and the County's Disclosure Agreement, to approve the final form and execution of the Developer's Disclosure Agreement and to authorize the dissemination of the Preliminary Official Statement, all in substantially the forms presented at this meeting, with such modifications as the Director of Finance may approve.4. The Director of Finance and other appropriate officials of the County are hereby authorized to take or to direct or authorize the taking of such other actions as may be necessary or appropriate in connection with the issuance and sale of the Series 2012 Bonds and the performance of the County's covenants and responsibilities with respect to the Series 2012 Bonds and the District, including without limitation the performance of administrative services contemplated by the Bond Indenture and the Ordinance of Formation and the retention of staff or consultants to perform such services, all in accordance with the Ordinance of Formation, the Bond Ordinance, the Acquisition Agreement, the Bond Indenture and this Resolution.V: \CFD \CFD Reso.doc /ss INTRODUCED BY:March 1, 2012 3 C'..tfKat. of cea p no0 U e erce iy ""4, 'a. 2012 -25 ao ....e. e,,d.e a C...141 4 `ti, &,c,,k 4 5 CTWAza i i, DIAA:e, tai, 5C,,, ,;.`;., February 29 , 2012. EXHIBIT A Designated County Projects The projects designated by the County for funding from the Net Construction Proceeds of the Series 2012 Bonds are: (i) the restoration, rehabilitation and reconstruction of the Kaneiolouma Heiau Complex within the Poipu Beach Mauka Preserve administered by the County Department of Parks and Recreation; (ii)public parking improvements for the Poipu Beach Park; and (iii) the Koloa -Poipu Complete Streets Initiative.The Net Construction Proceeds of the Series 2012 Bonds and Special Tax collections available for such purpose under the Acquisition Agreement are authorized to be used to pay all or a portion of the capital costs incurred by the County and payable with respect to the foregoing projects in accordance with the Acquisition Agreement, including without limitation costs incurred for the construction, rehabilitation, renovation of the project sites, associated planning and design costs and costs for the acquisition and installation of fixtures, equipment and other capital improvements included in the projects.4