HomeMy WebLinkAboutCDC/2001-54
Also See Resolution J-50
. 'Also See Resolution 2001-356
RESOLUTION NO. CDC/2001-54
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A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
AUTHORIZING ON BEHALF OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO, THE
BORROWING OF FUNDS FROM THE SAN BERNARDINO
JOINT POWERS FINANCING AUTHORITY IN A TOTAL
AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED
$110,000,000 TO REFUND CERTAIN OUTSTANDING TAX
ALLOCATION BONDS, AUTHORIZING THE FORM OF
CERTAIN LEGAL DOCUMENTS RELATED THERETO AND
AUTHORIZING AND DIRECTING THEIR PREPARATION,
EXECUTION AND DELIVERY
10 WHEREAS, the City of San Bernardino, California (the "City") is a municipal
11 corporation and charter city, duly organized and existing pursuant to the provisions of the constitution
12 of the State of California; and
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WHEREAS, the Community Development Commission of the City of San Bernardino
15 (the "Commission") is the governing body ofthe Redevelopment Agency of the City of San Bernardino
16 (the "Agency"), a public body, corporate and politic, organized and existing pursuant to the California
17 Community Redevelopment Law (Health and Safety Code Section 33000, et seq.) (the "CRL"); and
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WHEREAS, the City and the Agency have heretofore entered into a Joint Exercise of
20 Powers Agreement establishing the San Bernardino Joint Powers Financing Authority (the "Authority")
21 for the purpose of issuing bonds, the proceeds of which may be loaned to any of its members to finance
22 public capital improvements; and
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WHEREAS, the Authority has heretofore issued its Tax Allocation Refunding Bonds,
25 Series 1995A (the "Series 1995A Bonds" or the "Prior Bonds") and its Subordinated Tax Allocation
26 Refunding Bonds, Series 1995B (the "Series 1995B Bonds" (the Series 1995A Bonds and the Series
27 1995B Bonds being hereinafter from time to time referred to collectively as the "1995 Bonds"); and
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1 WHEREAS, the 1995 Bonds were issued in order to enable the Authority to make seven
2 (7) loans to the Agency to refund the Authority's outstanding $7,120,000 Tax Allocation Bonds, 1990
3 Series B (Tri-City Redevelopment Project); $5,200,000 Tax Allocation Refunding Bonds (Central City
4 North Redevelopment Project Area, Issue of 1988; $3,025,000 Tax Allocation Bonds (Central City
5 North Redevelopment Project Area), Issue of1988; $12,800,000 Tax Allocation Refunding Bonds, 1989
6 Series A (State College Project No.4); $5,830,000 Tax Allocation Bonds 1990 Series D (State College
7 Project No.4); $9,575,000 Tax Allocation Bonds, Issue of 1994 (Police Station Financing Project);
8 $6,725,000 Tax Allocation Refunding Bonds, Issue of 1993 (Southeast Industrial Park Redevelopment
9 Project Area); $5,130,000 Tax Allocation Bonds, 1990 Series F (Southeast Industrial Park
10 Redevelopment Project Area); $2,940,000 Tax Allocation Bonds, 1990 Series E (Northwest
11 Redevelopment Project); $3,400,000 Tax Allocation Bonds, 1990 Series A (South Valle Redevelopment
12 Project) and $1,730,000 Tax Allocation Bonds, 1990 Series C (Uptown Redevelopment Project), as well
13 as the Agency's outstanding $11,410,000 Redevelopment Agency of the City of San Bernardino,
14 Southeast Industrial Park Redevelopment Project Area, Tax Allocation Refunding Bonds, Issue of 1988
15 and $1,525,000 Redevelopment Agency of the City of San Bernardino Southeast Industrial Park
16 Redevelopment Project Area, Tax Allocation Bonds, Issue of1988, and to finance certainredevelopment
17 activities, pay costs of issuance of the 1995 Bonds and establish certain reserve funds; and
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19 WHEREAS, the 1995 Bonds are secured by the tax increment revenues from each
20 respective redevelopment area enumerated above, including the State College Project No.4, the
21 Southeast Industrial Park, the Northwest Redevelopment Project Area, the Tri-City Redevelopment
22 Project Area, the Uptown Redevelopment Project Area, the South Valle Redevelopment Project Area
23 and the Central City North Redevelopment Project Area (collectively, the "Project Areas"); and
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25 WHEREAS, the Agency seeks to repay certain of the prior loans and therefore refund
26 the 1995 Series A Bonds;
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1 WHEREAS, the Agency has requested that the Authority issue, and the Authority desires
2 to assist the Agency by the issuance of, a total aggregate principal amount of not to exceed $85,000,000
3 San Bernardino Joint Powers Financing Authority Tax Allocation Revenue Refunding Bonds, Series
4 2005A (the "2001 A Revenue Refunding Bonds") and a total aggregate principal amount of not to exceed
5 $25,000,000 San Bernardino Joint Powers Financing Authority Tax Allocation Advance Refunding
6 Bonds, Series 2001 A (the "200_ A Advance Refunding Bonds") (the 2005A Revenue Refunding Bonds
7 and the 200_A Advance Refunding Bonds being hereinafter from time to time referred to collectively
8 as the "Bonds"); and
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15 WHEREAS, the proceeds of the Bonds shall be applied to (i) refund the Prior Bonds,
16 (ii) provide for costs of issuance of, and reserve funds for, the Bonds and (iii) provide monies for certain
17 redevelopment projects and activities within the Project Areas and certain capital improvement projects
18 outside ofthe Project Areas or within another Project Area which are of benefit to all or anyone ofthe
19 Proj ect Areas, as may be authorized pursuant to the CRL and subject to such actions and findings as may
20 be required to be taken hereafter by the Authority, Mayor and Common Council of the City and the
21 Agency; and
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WHEREAS, the proceeds ofthe Bonds will be used to make certain loans (the "Revenue
Refunding Loans") to the Agency for the purpose of refunding a portion of the Prior Bonds and to make
certain loans (the "Advance Refunding Loans") to the Agency for the purpose of refunding the
remaining portion of the Prior Bonds; and
WHEREAS, the Prior Bonds have been previously insured and remain insured by Capital
Guaranty Insurance Company and were rated Aaa by Moody's Investors Service and AAA by Standard
& Poor's Ratings Groups, and the Agency seeks to continue the municipal bond insurance program of
the Agency and to obtain a similar municipal insurance policy from Financial Security Assurance or
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1 other similar bond insurer as to the Bonds to be issued pursuant to this Resolution and a duly adopted
2 Resolution of the Authority; and
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4 WHEREAS, the Revenue Refunding Loan shall be provided by the Authority to the
5 Agency pursuant to separate loan agreements for each of the individual Project Areas between the
6 Agency and the Authority, substantially in the form presently on file with the Secretary ofthe Agency,
7 with such changes and modifications as deemed necessary or desirable by the Agency upon
8 recommendation of Bond Counsel, or as otherwise may be required by the Bond insurer with the
9 concurrence ofthe Chair or the Executive Director ofthe Agency (the "Executive Director"), for each
10 of the Project Areas (the "Revenue Refunding Loan Agreements") and the Advance Refunding Loan
11 shall be provided by the Authority to the Agency pursuant to separate loan agreements for each of the
12 individual Project Areas between the Agency and the Authority, substantially in the form presently on
13 file with the Secretary of the Agency, with such changes and modifications as deemed necessary or
14 desirable by the Agency upon recommendation of Bond Counsel, or as otherwise may be required by
15 the Bond insurer with the concurrence of the Chair or the Executive Director, for each of the Project
16 Areas (the "Advance Refunding Loan Agreements"); and
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22 WHEREAS, Kinsell, Newcomb & De Dios, Inc., as prospective purchaser of the Bonds
23 (the "Original Purchaser"), has informed the Authority that it intends to submit an offer to purchase the
24 2005A Revenue Refunding Bonds and shall cause to be prepared a Preliminary Official Statement and
25 an Official Statement relating to the 2005A Revenue Refunding Bonds, a form of which Preliminary
26 Official Statement is presently on file with the Secretary of the Authority; and
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WHEREAS, pursuant to the CRL, the Agency has the power and authority to borrow
moneys for the purpose of funding certain activities or refunding prior obligations of the Agency
incurred therefor; and
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WHEREAS, the Original Purchaser has informed the Authority that it intends to submit
an offer to purchase the 200_ A Advance Refunding Bonds and shall cause to be prepared a Preliminary
Official Statement and an Official Statement relating to the 200 _A Advance Refunding Bonds, a form
of which Preliminary Official Statement is presently on file with the Secretary of the Authority; and
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13 SECTION 1. Findings and Determinations. The Commission hereby finds and determines
14 that issuance of the Bonds by the Authority will result in significant public benefits to the Agency,
15 namely favorable interest rates, Bond preparation, Bond underwriting or Bond issuance costs.
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WHEREAS, the Commission has duly considered the terms of such transactions as
contemplated herein and find that approval of the issuance of the Bonds at this time is in the best
interests of the City;
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY
OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:
SECTION 2. Authorization of Loan: Approval of Final Forms of Revenue Refunding Loan
Agreement and Advance Refunding Loan Agreement. The Commission hereby authorizes and
approves the Revenue Refunding Loan to be made to the Agency by the Authority pursuant to and in
accordance with the terms ofthe Revenue Refunding Loan Agreement with respect to each ofthe Project
Areas and the Advance Refunding Loan to be made to the Agency by the Authority pursuant to and in
accordance with the terms of the Advance Refunding Loan Agreement with respect to each of the
Project Areas, all for the purpose of refunding the Prior Bonds, paying certain costs of issuance and
funding required debt service reserves and, in the case of the Revenue Refunding Bonds, undertaking
certain redevelopment projects within the Project Areas and certain capital improvement projects outside
ofthe Project Areas or within another Project Area which are of benefit to all or anyone of the Project
Areas, as may be authorized pursuant to the CRL and subject to such actions and findings as may be
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1 required to be taken hereafter by the Authority, Mayor and Common Council of the City and the
2 Agency. The Community Development Commission hereby further approves the form of Revenue
3 Refunding Loan Agreement and the form of Advance Refunding Loan Agreement substantially in the
4 form presently on file with the Secretary ofthe Agency, together with any changes therein or additions
5 thereto as may be approved by the Chair or the Executive Director and as necessary to incorporate the
6 principal amount, interest rate, maturity and prepayment dates and such other terms and conditions when
7 such terms and conditions have been ascertained. The Community Redevelopment Commission hereby
8 further authorizes and directs that the form ofthe Revenue Refunding Loan Agreement and the form of
9 the Advance Refunding Loan Agreement as on file be converted into the final form of the Revenue
10 Refunding Loan Agreement and the final form ofthe Advance Refunding Loan Agreement, respectively,
11 with respect to each of the Project Areas. The Chair, Executive Director or such other members or
12 representatives of the Commission are hereby authorized and directed to execute and deliver, and the
13 Secretary or Assistant Secretary is hereby authorized and directed to attest to and affix the seal of the
14 Agency to, the final form ofthe Revenue Refunding Loan Agreement and the Advance Refunding Loan
15 Agreement, respectively, for each of the Project Areas when the same has been prepared for and in the
16 name and on behalf of the Agency, and such execution and delivery shall be deemed to be conclusive
17 evidence of the approval thereof. The Community Development Commission hereby authorizes the
18 delivery and performance of the Revenue Refunding Loan Agreements and the Advance Refunding
19 Loan Agreements. The Community Development Commission further authorizes and directs Agency
20 Staff together with the Original Purchaser to obtain bids or proposals for any investment of funds to be
21 held and maintained either within the Revenue Refunding Loan Agreements and Advance Refunding
22 Loan Agreements by the Agency or held and maintained by the Trustee (as hereinafter defined)
23 pursuant to the Indenture of Trust dated as of 1, 200_, by and between the Authority and
24 U.S. Bank Trust National Association, as trustee (the "Trustee") relating to the 2001A Revenue
25 Refunding Bonds and the Indenture of Trust dated as of 1, 200_, by and between the
26 Authority and the Trustee relating to the 200_ A Advance Refunding Bonds, including the investment
27 of the Reserve Funds, any other debt service funds and other short-term investments as may be available
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in the Escrow Fund established pursuant to the Escrow Agreement among the Authority, the Agency
and U.S. Bank Trust National Association as Escrow Agent (the "Escrow Agent"), dated as of
1, 200_ relating to the 200_ A Advance Refunding Bonds (the "Escrow Agreement").
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5 The Community Development Commission further authorizes the execution of the Escrow
6 Agreement as may be necessary to accomplish the refunding and defeasance of that portion of the Prior
7 Bonds being refunded by the 200_ A Advance Revenue Bonds and authorizes the Trustee to serve as the
8 Escrow Agent pursuant to such Escrow Agreement to thus refund and defease that portion ofthe Prior
9 Bonds being refunded by the 200_ A Advance Revenue Bonds.
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11 SECTION 3. Approval of Final Forms of Revenue Refunding Continuing Disclosure
12 Agreement and Advance Refunding Continuing Disclosure Agreement. The Community Development
13 Commission hereby approves the form of Revenue Refunding Continuing Disclosure Agreement and
14 the form of Advance Refunding Continuing Disclosure Agreement currently on file with the Secretary,
15 together with any changes therein or additions thereto as may be approved by the Chair or the Executive
16 Director. The Community Development Commission hereby further authorizes and directs the
17 conversion of the form of Revenue Refunding Continuing Disclosure Agreement and the form of
18 Advance Refunding Continuing Disclosure Agreement presently on file with the Secretary into the final
19 form of the Revenue Refunding Continuing Disclosure Agreement and the final form of the Advance
20 Refunding Continuing Disclosure Agreement, as necessary, together with such changes or modifications
21 as deemed necessary or desirable by the Chair or the Executive Director upon the recommendation of
22 Bond Counsel. The Chair or the Executive Director or such other authorized officer of the Authority
23 is hereby authorized and directed to execute and deliver, and the Secretary or Assistant Secretary is
24 hereby authorized and directed to attest to, the final form of the Revenue Refunding Continuing
25 Disclosure Agreement and the final form ofthe Advance Refunding Continuing Disclosure Agreement.
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1 SECTION 4. Official Action. The Chair, Vice-Chair, Secretary, Assistant Secretary,
2 Executive Director, Agency Special Counsel and any and all other members and officers of the Agency
3 are hereby authorized and directed, on behalf of the Agency, to do any and all things and to take any and
4 all actions, including execution and delivery of assignments, certificates, requisitions, agreements,
5 notices, consents, instruments of conveyance, warrants, Bond closing documents and other documents
6 as may be approved by Bond Counsel and as may be reasonably necessary or advisable in connection
7 with execution and delivery ofthe Revenue Refunding Loan Agreements and the Advance Refunding
8 Loan Agreements, respectively, for each ofthe Project Areas and the consummation of the transactions
9 described herein and therein.
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11 The Agency hereby acknowledges that, in connection with the authorization ofthe issuance of
12 the Bonds by the Authority, the Original Purchaser shall submit the proposed bond transaction to certain
13 municipal bond insurance companies for consideration in connection with the issuance of municipal
14 bond insurance policies insuring payment of the principal of and interest on the Bonds and to certain
15 municipal bond rating agencies for consideration in connection with the rating of both the 2005A
16 Revenue Refunding Bonds and the 200_ A Advance Refunding Bonds.
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CDC/2001-54
1 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY
OF SAN BERNARDINO AUTHORIZING ON BEHALF OF THE REDEVELOPMENT
2 AGENCY OF THE CITY OF SAN BERNARDINO, THE BORROWING OF FUNDS FROM
THE SAN BERNARDINO JOINT POWERS FINANCING AUTHORITY IN A TOTAL
3 AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $110,000,000 TO REFUND
CERTAIN OUTSTANDING TAX ALLOCATION BONDS, AUTHORIZING THE FORM OF
4 CERTAIN LEGAL DOCUMENTS RELATED THERETO AND AUTHORIZING AND
DIRECTING THEIR PREPARATION, EXECUTION AND DELIVERY
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SECTION 4. Effective Date. This Resolution shall take effect upon the date of its passage
and adoption.
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Development Commission of the City of San Bernardino at a j t. reg. meeting thereof, held on the
19th day of November ,2001, by the following vote, to wit:
Common Council
12 ESTRADA
LIEN
13 MCGINNIS
SCHNETZ
14 SUAREZ
ANDERSON
15 McCAMMACK
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AYES
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NAYS
ABSTAIN ABSENT
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November ,2001.
Frank Schnetz, Acti JChairman
Community Development Commission
City of San Bernardino