HomeMy WebLinkAbout2017-0911
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RESOLUTION NO. 2017-91
RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE AMENDMENT OF DOCUMENTS
RELATING TO THE TAXABLE PENSION OBLIGATION BONDS, 2005 SERIES A,
APPROVING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN
CONNECTION THEREWITH AND CERTAIN OTHER MATTERS
WHEREAS, the City of San Bernardino (the "City"), a municipal corporation and
charter city duly organized and existing under and pursuant to the Constitution and laws of the
State of California, has previously issued the Taxable Pension Obligation Bonds, 2005 Series
A-1 (the "2005 Series A-1 Bonds") and 2005 Series A-2 (the "2005 Series A-2 Bonds" and,
together with the 2005 Series A-1 Bonds, the "Bonds"); and
WHEREAS, the Bonds were issued pursuant to a Trust Agreement, dated as of
October 1, 2005 (the "Trust Agreement"), by and between the City and Wells Fargo Bank,
National Association, as trustee; and
WHEREAS, the City, the holder of the Bonds, and the insurer of the 2005 Series A-2
Bonds entered into a settlement agreement dated as of March 28, 2016 (the "Settlement
Agreement"); and
WHEREAS, the Mayor and the City Council of the City have determined that it is in
the best interest of the City to amend the Trust Agreement and to enter into certain other
documents in order: (i) to cause the refunding and cancellation of the 2005 Series A-1 Bonds in
exchange for a note to be issued by the City that is payable to Commerzbank Finance &
Covered Bond S.A., the holder of the 2005 Series A-1 Bonds (the "Commerzbank Note"); and
(ii) to amend the 2005 Series A-2 Bonds to provide that such 2005 Series A-2 Bonds shall be
non-recourse to the City; and (iii) to issue a note payable to Ambac Assurance Corporation, the
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bond insurer of the 2005 Series A-2 Bonds (the "Ambac Note" and, together with the
Commerzbank Note, the "Notes"); and
WHEREAS, the Bankruptcy Court for the Central District of California (the
"Bankruptcy Court") in the City's chapter 9 bankruptcy case (the "Bankruptcy Case"), by order
entered on February 7, 2017, among other things: (i) authorized the City to enter into, execute
and deliver additional documents that the City reasonably deems necessary to implement the
Settlement Agreement, and (ii) confirmed the City's Plan of Adjustment in its Bankruptcy
Case.
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NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COUNCIL OF THE CITY OF SAN BERNARDINO, AS FOLLOWS:
Section 1. The Supplemental Trust Agreement, in substantially the form attached
hereto as Exhibit "A," is hereby approved. The Mayor, any member of the City Council, the
City Attorney, the City Manager or the designee thereof (the "Authorized Officers") are hereby
authorized and directed to execute and deliver the Supplemental Trust Agreement with such
changes, insertions and omissions as may be recommended by the City Attorney or by
Stradling Yocca Carlson & Rauth, a Professional Corporation ("Special Counsel") and
approved by the officer executing the same, said execution being conclusive evidence of such
approval.
Section 2. The Exchange Agreement, in substantially the form attached hereto as
Exhibit `B," is hereby approved. The Authorized Officers are hereby authorized and directed
to execute and deliver the Exchange Agreement with such changes, insertions and omissions as
may be recommended by the City Attorney or by Special Counsel and approved by the officer
executing the same, said execution being conclusive evidence of such approval.
Section 3. The Commerzbank Note and the Ambac Note, in substantially the forms
attached hereto as Exhibits "C" and "D", respectively, are hereby approved. The Authorized
Officers are hereby authorized and directed to execute and deliver the Notes with such changes,
insertions and omissions as may be recommended by the City Attorney or by Special Counsel
and approved by the officer executing the same, said execution being conclusive evidence of
such approval.
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Section 4. The Authorized Officers and any other proper officer of the City, acting
singly, be and each of them hereby is authorized and directed to execute and deliver any and all
documents and instruments and to do and cause to be done any and all acts and things
necessary or proper for carrying out the transactions contemplated by the Supplemental Trust
Agreement, the Exchange Agreement and this Resolution. All prior actions of the Authorized
Officers and other officers or staff of the City with respect to this matter are hereby ratified and
approved.
Section 5. Unless otherwise defined herein, all terms used herein and not otherwise
defined shall have the meanings given such terms in the Trust Agreement, as amended by the
Supplemental Trust Agreement, unless the context otherwise clearly requires.
Section 6. This Resolution shall take effect immediately upon its adoption.
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RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE AMENDMENT OF DOCUMENTS RELATING
TO THE TAXABLE PENSION OBLIGATION BONDS, 2005 SERIES A, APPROVING
THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION
THEREWITH AND CERTAIN OTHER MATTERS
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
and City Council of the City of San Bernardino at a Joint Regular Meeting thereof, held on
the 15th day of May 2017, by the following vote, to wit:
Council Members: AYES
MARQUEZ X
BARRIOS X
VALDIVIA
X
SHORETT
X(M)
NICKEL
X(S)
RICHARD
X
MULVIHILL X
NAYS ABSTAIN ABSENT
1.
-Fr Geor earn Hanna, CMC, City Clerk
The foregoing Resolution is hereby approved this 15th day of May 2017.
/�" C��- ( a,.
R. Carey Davi , Mayor
City of San. ernardino
Approved as to form:
Gary D. Saenz, City Attorney
By: 6-r'0 t
7 -Z
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