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Home My WebLink AboutCDC/2006-08 NOTE: SEE COMPANION RESOLUTffiON NOS. 2006-85& J-52 RESOLUTION NO. CDC/2006-8 2 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 $36,000,000, AUTHORIZING THE FORM OF CERTAIN LEGAL DOCUMENTS RELATED THERETO AND AUTHORIZING AND DIRECTING THEIR PREPARATION, EXECUTION AND DELIVERY 3 4 5 6 7 8 WHEREAS, the City of San Bernardino, California (the "City"), is a 9 corporation and charter city, duly organized and existing pursuant to the provisions of th constitution of the State of California; and 10 11 WHEREAS, the Community Development Commission of the City of San Bernardin (the "Commission") is the governing body of the Redevelopment Agency of the City of S Bernardino (the "Agency"), a public body, corporate and politic, organized and existing pursuan to the California Community Redevelopment Law (Health and Safety Code Section 33000, e 12 13 14 ~.) (the "CRL"); and 15 16 WHEREAS, the City and the Agency have heretofore entered into a Joint Exercise 0 Powers Agreement establishing the San Bernardino Joint Powers Financing Authority (th "Authority") for the purpose of issuing bonds, the proceeds of which may be loaned to any of it 17 18 members to finance activities as may be undertaken by such member; and 19 WHEREAS, the Agency has requested that the Authority issue, and the Authority desire 20 to assist the Agency by the issuance of, a total aggregate principal amount of not to excee 21 $36,000,000 San Bernardino Joint Powers Financing Authority Tax Allocation Bonds, (20% Set Aside) Taxable Series 2006 (the "Bonds"); and 22 23 WHEREAS, the proceeds of the Bonds will be used to make certain loans to the Agenc to (i) provide for costs of issuance of, and a reserve fund for, the Bonds and (ii) provide monie 24 25 for certain redevelopment projects and activities of the Agency; and -1- P:\Agendu\Relolutions\Resolulionl\1006\03-20-06 Downtown Low.Mod Bond '..ue CDC Reso.doc CDCj2006-8 2 WHEREAS, the Bonds shall be issued pursuant to the Marks-Roos Local Bond Poolin Act of 1985, codified at California Govemment Code Section 6584 et sea. (the "Act"); and WHEREAS, the Bonds shall be issued pursuant to an Indenture of Trust by and betwee 3 4 the Authority and U.S. Bank National Association, as trustee, in form similar to that currently 0 5 file with the Secretary of the Agency (the "Indenture"); and WHEREAS, Kinsell, Newcomb & De Dios, Inc., as prospective purchaser of the Bond (the "Original Purchaser"), has informed the Authority that it intends to submit an offer t purchase the Bonds and shall cause to be prepared a Preliminary Official Statement and Official Statement, a form of which Preliminary Official Statement is presently on file with th Secretary of the Authority; and 6 7 8 9 10 11 WHEREAS, the Commission has duly considered the terms of such transactions as 12 contemplated herein and finds that approval of the issuance of the Bonds at this time is in the best interests of the City and the Agency. 13 14 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS FOLLOWS: 15 16 Section 1. The Commission hereby finds and determines that issuance of the Bond 17 by the Authority will result in significant public benefits to the Agency, namely favorabl 18 interest rates, Bond preparation, Bond underwriting or Bond issuance costs. 19 Section 2. The Commission hereby authorizes and approves the Loan to be made t 20 the Agency by the Authority pursuant to and in accordance with the terms of the Lo Agreement with respect to the Low- and Moderate-Income Housing Fund that is generated fro each of the Redevelopment Project Areas of the Agency, for the purpose of paying certain cost of issuance and funding required debt service reserves and undertaking certain redevelopmen projects. The Commission hereby further approves the form of Loan Agreement substantially i the form presently on file with the Secretary of the Agency, together with any changes therein 0 21 22 23 24 25 additions thereto as may be approved by the Chairperson or the Interim Executive Director an -2- P:\Allend.!\Raolulions\Re,olulion.\1006\0~lG-06 Downlowa Low-Mod Bond (nile CDC Relo.doc CDC/2006-8 " 2 as necessary to incorporate the principal amount, interest rate, maturity and prepayment date and such other terms and conditions when such terms and conditions have been ascertained. Th 3 Commission hereby further authorizes and directs that the form of the Loan Agreement as on fil be converted into the final form of the Loan Agreement. The Chairperson, Interim Executiv 4 5 Director or such other members or representatives of the Commission are hereby authorized an 6 directed to execute and deliver, and the Secretary or Assistant Secretary is hereby authorized an 7 directed to attest to and affix the seal of the Agency to, the final form of the Loan Agreemen when the same has been prepared for and in the name and on behalf of the Agency, and suc 8 9 execution and delivery shall be deemed to be conclusive evidence of the approval thereof. Commission hereby authorizes the delivery and performance of the Loan Agreement. Commission further authorizes and directs Agency Staff together with the Original Purchaser t obtain bids or proposals for any investment of funds to be held and maintained either within th 10 11 12 13 Loan Agreement or by the Agency or held and maintained by the Trustee pursuant to th Indenture of Trust dated as of April 1,2006, by and between the Authority and U.S. Bank Trus 14 National Association, as trustee (the "Trustee") and any other debt service funds. 15 Section 3. The Commission hereby approves the form of Continuing 16 Agreement in the form on file with the Secretary, together with any changes therein or addition 17 thereto as may be approved by the Chairperson or the Interim Executive Director. Commission hereby further authorizes and directs the conversion of the form of Continuin Disclosure Agreement into the final form thereof, together with such changes or modifications a deemed necessary or desirable by the Chairperson or the Interim Executive Director upon th recommendation of Bond Counsel. The Chairperson or the Interim Executive Director or suc 18 19 20 21 22 other authorized officer of the Commission is hereby authorized and directed to execute an 23 deliver, and the Secretary or Assistant Secretary is hereby authorized and directed to attest to, th 24 final form ofthe Continuing Disclosure Agreement. 25 Section 4. The Chairperson, Vice-Chair, Secretary, Assistant Secretary, Interi Executive Director, Agency Counsel, Bond Counsel and any and all other members and officer -3- P:\A&endls\Relolution,\R",lJOlutlODI\2006\03-ZD-06 Downtown Low-Mod Bond Issue CDC Reso.d~ CDC/2006-8 .: of the Agency are hereby authorized and directed, on behalf of the Agency, to do any and al 2 things and to take any and all actions, including execution and delivery of assigmnents 3 certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants 4 Bond closing documents and other documents as may be approved by Bond Counsel and as ma be reasonably necessary or advisable in connection with execution and delivery of the Lo Agreement and the consummation of the transactions described herein and therein. Bond Counsel has recommended and the Commission hereby ratifies and approves th following entities in connection with the financing hereunder: 5 6 7 8 9 10 11 12 13 Section 5. 14 //1 15 //1 16 /1/ 17 /II 18 //1 19 /II 20 /1/ 21 /1/ 22 /1/ 23 /1/ 24 1/1 25 /II Bond Counsel Lewis Brisbois Bisgaard & Smith LLP U.S. Bank National Association Trustee Disclosure Counsel Messerli & Kramer Underwriter Kinsell, Newcomb & De Dios, Inc. Financial Advisor Connolly Capital Group The Resolution shall become effective immediately upon its adoption. -4- P:\Agendas\ResolutloDI\ResolutioDI\2006\OJ..10-06 DowDtown Low-Mod Bond Issue cue Reso.doc . CDC/2006-8 5 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 $36,000,000, AUTHORIZING THE FORM OF CERTAIN LEGAL DOCUMENTS RELATED THERETO AND AUTHORIZING AND DIRECTING THEIR PREPARATION, EXECUTION AND DELIVERY 2 3 4 6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the 7 Conununity Development Conunission of the City of San Bernardino at a joint regular 17 Secretary 18 19 The foregoing resolution is hereby approved this ?-::t-~ay of March 20 ,2006. 21 0...... J. Morris, lfperson unity Development Conunission of the City of San Bernardino 22 23 24 ::~roved JJ:::,;}~~a;~ 25 A~ -5- P:\Agendas\Resolutions\ResolutioRsUOO6\03-10-06 Downtowa Low-Mod Bond IUIIe CDC Reto.doc