HomeMy WebLinkAbout39-Public Works
CITY OF SAN BERtwARDINJf REQUEST
hIp )ie>, 14,40-811
. OR COUNCIL ACTIO~
From: ROGER G, IlARDGk4H, Directur
:: SUbjeCt~ . .
Dept: I-'ubi ic \\'urksjIngineer-iIlg
,
,...;
'Authorization to EXf'cute
....... Agreement for L;nd~rwr t ter'
,'':'-' \,pt-lh~lll()ll-l Area :"'lel1o-R(Jos
Community Faei lities Iilstr,
Assessment District )io, 995
(~Pl ,nb'!\.:Tf 6.1 -P,M'~I;:'-'l
Date: ~iarcb 28. 1990
Synopsis of Previous Council action:
112-19-(.)O -- !.d-gel1cy Ordinance ~':C-70"7 adtJptl~d I'{.:>.quiring dlJ InfTdstructure Fee for
tilE Vey"rlenJont AI"ea.
3-19-90 Authorization grunted tu pl'uceerl. willi ~.cllu-Hou.s Dis1Tict,
Il.t str.i ct \i o. 99-=).
>,-19-Q(i :Resolution No. 90-1U:-I adopted ElCCf:'ptillg Jwtiti(lll Cincl designcuing
Bond Counsel, Cnderwriter dud SpeLj.al Tax Cunsuitan-t.
Recommended motion:
Adopt Resolutioll,
cc::
~C1rshf111 Julian, City Administrator
Andrew Green, Finance Director
Jim Penman, City Attorney
Jim Riclwrdson. Asst, City Ado!, Dev,
~
\/erne Nadeau
384-5026
Contact person:
Phone:
Stdff Report., Agreement ex Resniutlon
c
Supporting data attached:
Ward:
\ONE
FUNDING REOUIREMENTS:
Amount:
251-67~!-53c)2:'")
Source: (Acct. No.)
Verdernont Area Comolunii.:..,. FAcili~ie:.
(Acct. DescriPtion)
Di stri ct ,
Finance:
Council Notes:
.___~_ 'h_ .._ .,Q
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
STAFF REPORT
On 12-04 - 8 Cj, an L:r g~nc) urd i Ildnc e t, (J. ~:C -()l)O Wi:1 S ad opt ~d j evy i ng an
Infrastructure :Fee for the Verdemont Art~a dIld :Reso!\Jtlon ~(l. HLJ-4H(l was adopteli
estabiishing the amount of the fee.
On 01-08-90, the hearing on the ordinance was r;.tos('d El.IKl cHided Section 15.73 to
the Municipal Code requiring the ] evy of the InlTastruc1 ure Fee tor a specific
period and on 02-19-YO Urgency Ordinance No. H:-706 was' "dapted ,,,tending the
eff ecti ve date and final reading was given to MC-707 requiring tile fee.
Subsequent 1y, some of the major property owners/developers in the Vcrdemont Area
have submitt"d a proposal to allow a "':ello-Roos Community Facilities District
to hp estdblished fur collection or the fEc~es and to include the Scbool Fees. On
(l]-19-90, J<e~.{)llltion \0. 90-103 WdS adopted accepting the petjtion and
df'sigrwting Orrick, Herrington &. Sutcliffe as Bond Cmmsl:'l, David Til'nssig and
Assoc. 1nc. as Specictl Tax Consllltant and Prudent.idl-Bach~ as Underwriter for thp
proposed [I i st ri ct .
The attached Resolution authorizes executioH 01 the Agreerllent with PRUDE:-iTIAL-
BACHL SECLI!ITIES, INC. as Underwri ter lor the lJi stri ct.
The pr'oposed Agreement lor Investment Banking Services provides, in genera I,
that PrudenU aI-Bache Securities, Ine. wi II provi de normal underwriter servi ces
for this assessment district. Their fee wi 11 he approximat e Iy 2.51, as
determined by negotiations at the ,ime of the bond sale, based upon market
conditions. They will receive no fee in the event that the districT is not
formed and Lands sold.
The District will collect the Infrastructure fee of 57,350 per dwelling unit
pI us approximate 10' $3,500 per unit for Schoo I Fees. As it stands today, the
average tax per dwelling unit will be approximately S1,50(J per year. There are
some legal questions which still need to be resolved regarding the School Fees
and if they Rre determined not to be a part of the District, the annual tax per
dwelling unit will go down.
Since the services of an Underwriter are needed for this assessment district
to proceed, we recommend that the Agreement for Underwriter' Services be approved.
]-27-Y(J
15-0264
.
1 J.iESOLLTlO~ ~O.
2 RESOLl'TION Of THE CIn Of SA\ t'.FRNARDI~O A,THIJRIZI'IC; THE E\ECL1ION
OF AN AGREE~ENT WITH PRUDE~TIAL-tlACHl SECLRITIES, I~C. FOR CNDER~RITER
3 SERVICES FOR THE VERDEMO~T AREA CO':'-\l:NITY FACILITIES DISTRICT ASSESSMENT
DISTRICT NO. 995.
4
BE IT UISOLVED Dl THE ~,AYOR AND CO',\iJN cot '~([ l OF THl C iT, OF SAN
5 BER~ARlJI~O AS FOLLO~'S:
6
S[CrIO~ l. The ~;flY{Jr is hF~rf'by oljthor:lzp.d dud dir"ected tel t~xeclltt.
7
on beildli uf ";;,11<1 Lit::- dll Agreemf":nt jnJ~ LilJ{jer\\'Ti\(~r Sel-\_-jl:::{~S with PruJential-
8
Hdr:tJe Sp'~:l1ri-t. 11:::::, [lj;;. [O!' thr Vf'rdf~IIl(JT1~ ,-\[-eo Cumrnullit:,. FdCi i-it If:S Vi~;tric:t,
9
Asse:-:isment nisi,Ticl. \:0. 99:), d copy 01 \-\o'ii1Ch is dti.dLht~d lJer(:"tc,' markt'd
10
[:,.:hibit "A," du(1 in (:(wporatecl hf'rf~in h:-- r-pferencE' as ful.iy a~; thougl1 se1
11
torth at length.
12
13
TiLi.s resolution IS r'esciuded if thE-' pdr1::ies ttl tlif:
SECTION L.
14 Agreement fur Lnderwriter Ser'vices tail tCl execute it within ~ixt: (60) day'"
15 of the passage of this resolution.
16
] HERI:BY CERTIFY that the foregoing r"esolutioll was duly adopted by
17 the :\ayor and (amnion Council of the City of San Bernardinu at d
18
lIleeting thereof, held OIL the
dr'l,\ ()[
19
20
, ]990, by the ilJJ ll}wing \'ut.e, ie. \di:
..;YES: Cuunci 1 :iembers
21
22
',AYS:
23
AllSE'\T :
24
25
City Clerk
26
27
28 (1j-:21J-9U
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
liESO: AUllORIl gG EXECl'TlU\ or AGREE'IST i\1TH ]'iil :iJE:;i 1.,\L - BN.lJE :. EC I id I ] t.~ ,
1 :~c . FUR LI\DFT;\I 'I~ SET\' 1 CLS rot! 4SS1~SS:<L\T lHsr "i' \~I. qq,:-).
1
The furpg,iillg n\.s{I~\..rti(lll js iH:'r'~'IJ.\
dpp~u\'(-\d
;hi ~ d.C!\
2 of
, LClC)(i.
-.,.,:. R. "t',ob" Eoll;omtl. ;~:u.y()r
C1 t:: of Sdli Jk~rl1al~di t':u
Approved as to torm
c1ncl legal content:
Ja.mes F. Penman
Ci ty Attorney
28 ((i-:.W-(J()
2
UNDERWRITING AGREEMENT
THIS AGREEMENT, is made and entered into this day of ,
1989, by and between PRUDENTIAL-BACHE SECURmES, INC., (the "Underwriter")
and the City of San Bernardino (the "City");
WITNESSETH
WHEREAS the City is considering the issuance and sale 'of its bonds, notes or other
securities (the "Securities") for one or more community facilities districts, to be formed in
the Verdemont area of the City to be issued in such amount or amounts, and at such time
or times as shall be deemed economically feasible to finance infrastructure acquisition and
construction, (the "Projects");
WHEREAS the Underwriter is engaged in the field of investment banking, and has
comprehensive experience and skill in underwriting state, county, city school and other local
government tax-exempt issues and in providing consulting services relating to planning,
preparing, marketing and distribution of such tax-exempt issues.
NOW, THEREFORE, the City does hereby invite the Underwriter to submit an
underwriting proposal for the purchase of the Securities under the following mutually
acceptable conditions:
One or more Meilo-Roos bond issues with a term not to exceed 25 years will be
negotiated at the time of sale with an underwriting discount of not exceed $25jper
$1000 for an estimated $10,000,000 issue. This fee does not include fees for Bond
Counsel, Paying Agent, or printing costs.
The Underwriter does hereby accept such invitation, and in consideration of the
mutual agreements contained herein, the Underwriter and the City agree as follows:
I. THE UNDERWRITER AGREES:
1. To analyze the financial and other economic factors with respect to the Projects; to
coordinate its efforts with any consultants and other professionals or technicians
engaged by the City; and to make known to the City, for the consideration of and
possible adoption by the City, such matters as the Underwriter believes will make
the Securities issuable as well-secured obligations of interest to institutions andj or
individual investors.
2. To cooperate with all parties engaged in preparing provisions and covenants to be
contained in the documents authorizing and securing the bond issue, including but
not limited to bond maturities, prior redemptions, security pledges, revenues, flow
of funds and conditions precedent to any additional bond issuance.
3. To cooperate with the attorneys for the City regarding documents and procedures
necessary to authorize and secure the Securities and other related legal matters.
Exhibit "A"
4. To cooperate with all officials, employees, contractors and agents of the City relative
to the preparation of all pertinent information regarding the financing, including but
not limited to related economic and financial data, and to disseminate such
information to potential investors and financial publicity media.
5. To provide all of the above mentioned services in Section I at its own cost and
expense, except for the costs of printing and documenting the Preliminary and Final
Official Statements as described in section II below.
6. To engage the services of an Underwriter's Counsel and to pay for all expenses
incurred by the Underwriter's Counsel in connection with the public offering of the
Securities, which may include, but not limited to, the cost of preparation and printing
of the Blue Sky Memorandum and the Bond Purchase Agreement.
It TIlE CITY AGREES:
1. To retain a recognized Bond Counsel to represent the City and issue an unqualified
approving opinion relative to and to accompany delivery of the issue.
2. To disclose and make available to the Underwriter and its counsel all necessary
information relating to the City, the Project, the Securities and the related financing
program.
3. To take such action and subscribe to or adopt a resolution and other legal
instruments as may be recommended by Bond Counsel or the City's legal counsel
as required by law or otherwise necessary in order to effect the plan of issuance of
Securities.
4. To provide all of the above mentioned services in Section II at its own cost and
expense.
5. To pay all expenses incident to the performance of the City's obligations hereunder,
including but not limited to:
A The fees and disbursements of Bond Counsel;
B. The fees of the paying agent and registrar;
C. Printing and mailing costs associated with the issue, including the Preliminary
and Final Official Statement.
D. Consultant services related to the issuance of the bond.
Exhibit "A"
III. TIlE UNDERWRITER AND TIlE CITY AGREE:
1. That when the dollar principal amount of the issue is determined and in the opinion
of both the Underwriter and the City the Securities are marketable and Bond
Counsel is able to give an unqualified approval legal opinion relating to the
Securities, and the City is able to provide the customary No-Litigation Certificate or,
in lieu thereof, its counsel's legal opinion that existing or threatened litigation is
without merit or will lead to insignificant adversity, the Underwriter will submit to
the City a written Bond Purchase Agreement for the purchase of the Securities.
2. That the Bond Purchase Agreement will be accepted or rejected by the City, in
writing, on the date the Bond Purchase Agreement is submitted to the City and if
the City rejects the Bond Purchase Agreement it may terminate this Agreement in
writing.
3. That if this Agreement is terminated as provided in Subsection 2 of the Section III
or is otherwise terminated, the respective obligations of the Underwriter to pay the
expenses set forth in Section I and of the City to pay the expenses set forth in
Section II shall remain after such termination.
4. That whenever written notice shall be required under this Agreement, notice shall
be mailed by certified or registered mail to the following addresses:
TO TIlE CITY AT:
City of San Bernardino
300 North D Street
San Bernardino, CA 92418
ATTN: Roger G. Hardgrave, Director of Public Works/City Engineer
TO TIlE UNDERWRITER AT:
Prudential-Bache Securities, Inc.
Public Finance Department
515 South Figueroa Street, Suite 1500
Los Angeles, CA 90071
ATTN: John D. McAlister, Vice President
5. That the Underwriter is an independent contractor and shall not be deemed to be
an employee, agent or co-adventurer of the City.
6. That in performance of this Agreement, the Underwriter is not acting as a lawyer,
accountant, consultant or broker.
Exhibit "A"
7. That this Agreement supersedes any prior agreements and understandings between
the parties hereto, and this Agreement may be changed only in writing, and only
when mutually accepted by both the Underwriter and the City.
PRUDENTIAL-BACHE CAPITAL FUNDING
John D. McAlister
Vice President
Accepted this
day of
, 1990 for
CITY OF SAN BERNARDINO
Roger G. Hardgrave
Director of Public Works/City Manager
,
Approved as to form
and legal content:
James F. Penman,
City torney
g
Exhibit "A"