HomeMy WebLinkAbout1989-5213
SBE00097D-137/3209S/1w
10/12/89
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RESOLUTION NO.
5213
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RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
AUTHORIZING THE ISSUANCE OF CERTAIN
COLLATERALIZED MORTGAGE BONDS, SERIES 1989-B, AND
THE TERMS OF CERTAIN FINANCING DOCUMENTS TO BE
EXECUTED AND DELIVERED IN CONNECTION THEREWITH
WHEREAS,
the
Redevelopment
Agency
of
the
City
of
San Bernardino, a redevelopment agency (a public body, corporate and
politic) (the "Agency"), duly created and existing pursuant to the
Community Redevelopment Law (Part 1 of Division 24, commencing with
Section 33000) of the Health and Safety Code of the State of
California (the "Community Redevelopment Law") has previously issued
its $34,034,735 Taxable Collateralized Mortgage Bonds, Series 1989-A
(the "Series 1989-A Bonds") for the purpose of refunding certain
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outstanding revenue bonds of the Agency ln advance of their
respective maturities and for the purpose of obtaining certain
assigned interests in certain mortgages, mortgage notes and mortgage
loans; and
WHEREAS, the Agency has heretofore executed and del i vered
to Security Pacific National Bank, as the Trustee, that certain
Trust Indenture dated as of September 1,
1989 (the "Original
Indenture"), pursuant to which the Agency issued the Series 1989-A
Bonds; and
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WHEREAS, pursuant to the Communi ty Redevelopment Law, the
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'- Agency has the power and authori ty to issue bonds for the purpose of
financing certain public improvements in its redevelopment project
areas within the City of San Bernardino, California; and
WHEREAS, pursuant to the Communi ty Redevelopment Law, the
Agency now desires to issue bonds and to repay the principal of and
interest on such bonds from amounts available from a certain Trust
Estate (as defined in the Original Indenture); and
WHEREAS, Section 2.12 of the Original Indenture authorizes
the issuance of additional bonds (the "Additional Bonds") by the
Agency from time to time in accordance wi th the provi s ions thereof
_. and secured by the Trust Estate (as defined in the Original
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Indenture); and
WHEREAS, the Agency proposes to issue its Collateralized
Mortgage Bonds, Series 1989-B, in an initial aggregate principal
amount approximately equa 1 to $3,080,000 (the "Bonds") pursuant to
the Community Redevelopment Law and under and pursuant to a certain
First Supplemental Trust Indenture dated as of October 1, 1989 (the
"First Supplemental Indenture"), by and between the Agency and
Security Pacific National Bank, as trustee (the "Trustee"); and
WHEREAS, such Bonds of the Agency constitute an issue of
Addi tional Bonds as defined in and pursuant to Section 2.12 of the
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,.
~ Original Indenture; and
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WHEREAS, the Agency has now determined to enter into an
Authori ty Purchase Agreement wi th the San Bernardino Joint Powers
Financing Authority (the "Authority") for the sale of the Agency's
Bonds, and to use the proceeds received from the sale thereof to
finance certain public improvements; and
WHEREAS, the payment of the principal of and interest on
the Bonds will be insured pursuant to the terms of a municipal bond
insurance policy (the "Policy") to be issued by AMBAC Indemnity
Corporation,
a
Wisconsin-domiciled
stock
insurance
company
("AMBAC"); and
WHEREAS, the Agency proposes to secure the Bonds wi th a
pledge of certain revenues and certain other amounts consti tuting
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the Trust Estate under the Original Indenture in the priority and at
the times described in the First Supplemental Indenture; and
WHEREAS, the Authority, a joint powers authority created
pursuant to the California Government Code Section 6500, et ~.
(the "General JPA Law"), in exercising the powers granted thereunder
and pursuant to a certain joint powers agreement (the "Agreement"),
has initiated certain actions in connection with the purchase of the
Bonds from the Agency pursuant to Section 6584, et seg., of the
California Government Code (the "Marks-Roos Act") and the resale of
such Bonds to the Underwriters (hereinafter defined); and
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WHEREAS, the Authority has initiated certain actions ln
connection with the purchase of the Bonds and the financing of
certain capital improvement projects of the Agency from the proceeds
received by the Agency from the Authori ty ln accordance wi th the
Authori ty Purchase Agreement and pursuant to the provisions of the
Marks-Roos Act; and
WHEREAS,
Miller
&
Schroeder
Financial,
Inc. ,
Stifel,
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Nico 1 aus & Company and Mer idi an Capi ta 1 Ma rkets, Inc. , as
prospective underwriters of the Bonds (collectively, the
"Underwriters") have informed the Authority that they intend to
submi t a j oint offer to purchase the Bonds f rom the Authori ty and
have caused to be prepared an Underwri ters Purchase Agreement to
purchase the Bonds and an Official Statement describing the Bonds;
and
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WHEREAS, the execution and delivery of the First
Supplemental Indenture and the repayment obligation of the Agency
thereunder complies with the terms and conditions of Section 2.12 of
the Original Indenture; and
WHEREAS,
transactions and
the Commission
has
duly
considered
such
documentation and
wishes
at this time to
approve
said transactions and documentation in the public interests of the
Agency;
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NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION ACTING
~ ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:
Section 1.
Determinations.
The Commission hereby finds
and determines that the issuance of the Bonds by the Agency and the
purchase of such Bonds from the Agency by the Authority results ln
"significant public benefits" within the meaning of Section 6586 of
the Marks-Roos Act, consisting of demonstrable savings ln effective
interest
rates,
bond preparation,
bond underwriting and bond
issuance costs. The Commission hereby approves the issuance by the
Agency of the Bonds ln accordance with the terms of the First
Supp lementa 1 Indenture and this Reso lut ion and under the author i ty
of the Community Redevelopment Law and the provisions of the
Marks-Roos Act.
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Section 2.
Issuance
of
Bonds;
Approval
of
First
Supplemental
issuance of
Indenture.
The Commission hereby
authorizes
the
the Bonds under
and pursuant
to
the Communi ty
Redevelopment Law and the First Supplemental Indenture ln an
aggregate principal amount approximately equal to $3,080,000 for the
purposes hereinbefore described.
The Commission hereby approves the
First Supplemental Indenture by and between the Agency and the
Trustee in substantially the form on file with the Secretary of the
Commission, together wi th any addi tions thereto or changes therein
deemed
necessary
or
advisable
by
the
Chairman
upon
the
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recommendation of Bond Counsel and Agency Counsel, whose execution
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thereof shall be conclusive evidence of such approval.
The Chairman
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or the Vice-Chairman is hereby authorized and directed to execute,
and the Secretary or Assistant Secretary is hereby authorized and
di rected to attes t and aff ix the sea 1 of the Commi s s ion to, the
final form of the First Supplemental Indenture for and in the name
and on behalf of the Agency.
The Commission hereby authorizes the
delivery and performance of the First Supplemental Indenture.
Section 3.
Approval of Authority Purchase Agreement.
The Commission hereby approves the sale of the Bonds by negotiated
purchase with the Authority pursuant to the Authority Purchase
Agreement
by
and
between
the
Agency
and the Authority
In
substantially the form on file with the Secretary of the Commission,
together with any additions thereto or changes therein deemed
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necessary or advisable by the Chairman upon the recommendation of
Bond Counsel and Agency Counsel, whose execution thereof shall be
conclusive evidence of such approval.
The Chairman, Vice-Chairman,
or such other authorized officer of the Agency is hereby authorized
and directed to execute and deliver the final form of the Authority
Purchase Agreement for and in the name and on behalf of the Agency.
The Commission hereby authorizes the delivery and performance of the
Authority Purchase Agreement.
Section 4.
Official Statement.
The Commission hereby
approves the Preliminary Official Statement describing the Bonds, in
substantially the form submitted by the Underwriters and on file
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wi th the
Secretary of
the Commission.
Distribution
of
the
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Preliminary Official Statement by the Underwriters to persons who
may be interested in the purchase of the Bonds is hereby approved.
The Commission hereby authorizes the distribution of the final
Official Statement by the Underwriters; and the Underwriters are
hereby directed to distribute copies of the final Official Statement
to all actual purchasers of the Bonds from the Underwriters acting
In such capacity. The Chairman is hereby authorized and directed to
approve any changes in or additions to a final form of said Official
Statement approved by the Chairman, whose execution thereof shall be
conclusive evidence of approval of any such changes and additions.
The final Official Statement shall be executed in the name and on
behalf of the Agency by the Chairman, the Vice-Chairman or such
other authorized officer of the Agency, each of whom is individually
hereby autho r ized and di rected to execute, if necess a ry, the f ina I
Official Statement on behalf of the Agency.
Section 5.
Official
Actions.
actions
taken
All
heretofore by any officer or officers of the Agency with respect to
the issuance of the Bonds or in connection with or related to any of
the agreements referenced herein are hereby approved, confirmed and
ratified.
The Chairman, the Vice-Chairman and other members of the
Commission, the Secretary, counsel to the Commission, the Acting
Executive Director of the Agency, Agency Counsel, and any and all
other members and officers of the Commission and the Agency are
hereby authorized and directed, for and in the name and on behalf of
the Agency, to do any and all things and to take any and all
actions,
including
execution
delivery
and
all
of
and
any
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assignments,
certificates,
requisitions,
agreements,
notices,
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consents, instruments of conveyance, warrants and other documents
which they, or any of them, may deem necessary or advisable in
connection with the issuance of the Bonds, the distribution of the
Official Statement and the execution and delivery of the First
Supplemental
Indenture and the Authority Purchase Agreement and
related closing documents, as required, and the consummation of the
transactions
described herein
and
therein,
including,
but not
limited to, obtaining municipal bond insurance, the submission of
any and all documents to a municipal bond rating agency and the
distribution of the Preliminary Official Statement when the same
shall become available for distribution.
I HEREBY CERTIFY that the foregoing resolution was duly adopted by the
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Community Development Commission of the City of San Bernardino at a
REGULAR
meeting thereof, held on the 18thday of October ,1989, by the following vote, to wit:
AYES:
Commissioners Esther Estrada, Jack Reilly, Jess Flores
Michael Maudsley, Tom Minor, Valerie pope-Ludlam, Norine Miller.
NAYS:
NONE
ABSENT
OR ABSTAIN: NONE
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,
rt-55-1, Secretary
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Section 6.
Effective Date.
This Resolution shall take
effect from and after the date of its passage and adoption.
The foregoing resolution is hereby approved this 18th day
of
I 19~.
October
By:
Chairman
Community De lopment Commission
of the City of San Bernardino
By: ~/~
19~s.f.Secretary of the
Community Development Commission
of the City of San Bernardino
Approved as to form and legal content:
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