~1\ D 1,1\ N This Cover Page of the Official Statement Contains Information for Quick Reference Only
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of- 011./ NEW ISSUE - BOOK-ENTRY ONLY INSURED Ratings TAXABLE(FEDERAL) S&P,AA TAX-EXEMPT (STATE OF CALIFORNIA) Fitch: AA See "Ratings" herein. In the opinion of Rubinson & Pearman LLP, Bond Counsel, under existing law, interest on the Series O Bonds is exempt from personal income taxes of the State of California. Bond Counsel expresses no opinion as to the exclusion from gross income for federal incorne tax purposes of interest on the Series O Bonds or regarding any other federal tax consequence relating tu the accrual or receipt of interest on the Series O Bonds. See "TAX MATTERS" herein. COMMUNITY REDEVELOPMENT FINANCING AUTHORITY OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF LOS ANGELES, CALIFORNIA $8,000,000 POOLED FINANCING BONDS, SERIES O (TAXABLE) (Broadway/Manchester, Crenshaw/Slauson, Laurel Canyon and Watts Project Areas) Dated: Date of Delivery Due: September 1, as shown on the inside cover hereof The Pooled Financing Bonds, Series O (Taxable) (Broadway/Manchester, Crenshaw/Slauson, Laurel Canyon and Watts Project Areas) (herein referred to as the "Bonds" or "Series O Bonds") will be issued by the Community Redevelopment Financing Authority of The Community Redevelopment Agency of the City of Los Angeles, California (the "Authority"). The Bonds are being issued pursuant to an Indenture (as hereinafter defined, the "Indenture"), dated as of June 1, 2007, by and between the Authority and U.S. Bank National Association, Los Angeles, California, as trustee (the "Trustee"). The proceeds of sale of the Bonds will be used by the Authority to make loans to the Agency pursuant to four separate loan agreements, one for each of the following four project areas, in the following amounts (i) the Broadway/Manchester Recovery Redevelopment Project, in the amount of $1,500,000; (ii) the Crenshaw/ 1 Slauson Recovery Redevelopment Project, in the amount of $:1,000,000; (iii) Earthquake Disaster Assistance Project for the Laurel Canyon Commercial Corridor, in the amount of $2,000,000; and (iv) the Watts Redevelopment Project No. 1, in the amount of $1,500,000 (as further defined herein, collectively the "Loans" and "Loan Agreements"). The proceeds of the Loans will be used by the Agency to finance and refinance improvements within the respective Project Areas named above (each, a "Project Area" and together, the "Project Areas"), to fund separate Reserve Accounts for the Loans of each Project Area and to pay the costs of issuance of the Bonds and the Loans. The Bonds will be issued in book-entry only form and will be initially registered in the name of Cede & Co., as registered owner and nominee for The Depository Trust Company, New York, New York ("DTC"). Purchases of beneficial interests in the Bonds will be made in book-entry form only in denominations of$5,000 and any integral multiple thereof. Purchasers of beneficial interests will not receive certificates from the Authority or the Trustee (defined below) representing their interests in the Bonds ..Payments of principal and interest on the Bonds will be made directly to OTC or its nominee, Cede & Co., so long as D'l'C or Cede & Co. is the registered owner of the Bonds. Upon receipt of payments of such principal and interest, OTC is oblig11ted to remit such principal and interest to the participants in OTC for subsequent disbursement to the beneficial owners of the Bonds. See "THE BONDS- OTC and the Book-Entry Only System" herein. Interest on the Bonds will be payable on March 1 and September 1 of each year (the "Interest Payment Dates"), commencing March 1, 2008. Principal and redemption premiums, if any, on the Bonds shall be payable upon the surrender thereof at maturity or the earlier redemption thereof at the principal corporate trust office of the Trustee and shall be paid in lawful money of the United States of America. See "THE BONDS" herein. The Bonds are subject to optional and mandatory redemption prior to their respective stated maturity dates as described herein. The Bonds are payable from and secured by a pledge of and first lien on the Revenues, comprised of all principal, interest and redemption premiums, if any, paid by the Agency under the Loan A!:,'Teements (as defined herein) to the Trustee, and moneys and investment earnings thereon held by the Trustee in certain funds and accounts under the Indenture. Each Loan is payable from and secured by a pledge of and first lien on the Pledged Tax Revenues of the applicable Project Area, which consist of a portion of all taxes levied upon all taxable property and allocated to the Agency from said Project Area, and are payable from certain specified funds and accounts held under the applicable Loan Agreement. Each Loan is payable from the pledged Tax Revenues of the applicable Project Area on a parity with any outstanding Parity Debt of the Agency for the Project Area and any Parity Debt subsequently issued by the Agency for said Project Area. Each Loan is separately issued and separately secured under its related Loan Agreement which pertains exclusively to the Loan of said Project Area (each, a "Loan Agreement"), and the related Tax Revenues (as hereinafter defined). See "SECURITY FOR THE BONDS" herein. The Bonds are payable solely from the Revenues and other funds as provided in the Indenture. The Authority is not liable, and the credit of the Authority is not pledged, for the payment of the interest and premiums (if any) on or principal of the Bonds. The Owners of the Bonds shall never have the right to compel the forfeiture of any property of the Authority except the Revenues and other funds pledged to the payment of the Bonds as provided in the Indenture. The principal of and interest on the Bonds, and any premiums upon the redemption of any thereof, shall not be a legal or equitable pledge, charge. lien or encumbrance upon any property of the Authority or upon any of its income, receipts or revenues except the Revenues and other funds pledged to the payment thereof as provided in the Indenture. The Loans are limited obligations of the Agency payable, as to interest thereon and principal thereof, from the Pledged Tax Revenues of the applicable Project Area, and the Agency is not obligated to pay the principal and interest thereon except from the Pledged Tax Revenues of the applicable Project Area. The Loans are not a debt of the City of Los Angeles, the State of California or any of its political subdivisions, and neither said City, said State nor any of its political subdivisions (other than the Agency, to the extent set forth herein) is liable therefor, nor in any event shall the Loans be payable out of any funds or properties other than those of the Agency to the extent set forth herein. The Loans do not constitute an indebtedness within the meaning of any constitutional or statutory limitation or restriction, and neither the members of the Agency nor any persons executing the Loans are liable personally on the Loans by reason of their issuance. Payment of principal of and interest on the Bonds will be insured in accordance with the terms of a Financial Guaranty Insurance Policy to be issued simultaneously with the delivery of the Bonds by RADIAN ASSET ASSURANCE INC. See "FINANCIAL GUARANTY INSURANCE" and APPENDIX G-"SPECIMEN RADIAN FINANCIAL GUARANTY INSURANCE POLICY" herein. Radian A"et Asmrance Inc ~1\ D 1,1\ N This cover page of the Official Statement contains information for quick reference only. It is not a complete summary of the Bonds. Investors should read the entire Official Statement to obtain information essential to the making of an informed investment decision. Attention is hereby directed to certain Risk Factors more fully described herein. The Bonds are offered when, as and if issued and accepted by the Underwriters, subject to the approval a.<1 to validity of Robinson & Pearman LLP, Los Angeles, California, Bond Counsel. Certain legal matters will be passed un for the Authority and the Agency by Rock a rd J. Delgadillo, City Attorniry of the City of Los Angeles, California, and by The Law O{fi.ces of Elizabeth C. Green, Los Angeles, California, Disclosure Counsel. It is anticipated that the Bonds will be available for defivery in definitive form on ur about June 28, 2007. First Albany Capital Inc. Backstrom McCarley Berry & Co., LLC Dated: June 19, 2007. • ' # '1 • I', _,11 • [THIS PAGE INTENTIONALLY LEFT BLANK] - Rulemaking Board (and with the appropriate State information depository, if any). A form of the Continuing Disclosure Agreement for the Bonds is set forth in APPENDIX D hereto. The Authority and the Agency will enter into the Continuing Disclosure Agreement in order to assist the Underwriters in complying with Securities and Exchange Commission Rule 15c2-12(b)(5). The Authority and the Agency have never failed to comply, in all material respects, with an undertaking pursuant to said Rule to provide annual reports or notices of material events. Further Information This Official Statement speaks only as of its date and the information contained herein is subject to change. The Bonds will be payable from the Revenues, derived from the Pledged Tax Revenues of the respective Project Area and from certain limited funds held by the Trustee under the Indenture. The Crenshaw/Slauson Loan and the Laurel Canyon Loan are each payable from their respective Pledged Tax Revenues on a parity with certain outstanding Parity Debt for those Project Areas (as further defined herein, the "Outstanding Parity Debt") See "SECURITY FOR THE BONDS-Outstanding Parity Debt" herein. See "SECURITY FOR THE BONDS" herein for a discussion of the sources of funds available for payment of principal of and interest on the Bonds.