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HomeMy WebLinkAboutReso 2019-028 - Finance w/Redding Joint Powers RESOLUTION NO. 2019-028 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING APPROVING THE ISSUANCE BY THE REDDING JOINT POWERS FINANCING AUTHORITY OF LEASE REVENUE BONDS; AUTHORIZING EXECUTION AND DELIVERY OF AN ACQUISITION AGREEMENT; A FACILITIES LEASE; LEASE TERMINATION AGREEMENTS; A BOND PURCHASE AGREEMENT; AND A CONTINUING DISCLOSURE AGREEMENT; APPROVING FORM OF OFFICIAL STATEMENT; AND AUTHORIZING EXECUTION OF DOCUMENTS AND THE TAKING OF ALL NECESSARY ACTIONS RELATING TO THE FINANCING WITH THE REDDING JOINT POWERS FINANCING AUTHORITY WHEREAS, the City of Redding (the "City") and the Housing Authority of the City of Redding (the "Housing Authority") have heretofore executed a joint exercise of powers agreement, dated December 6, 1988, and thereafter amended (the "Joint Powers Agreement"), by and between the City and the Housing Authority, which Joint Powers Agreement creates and establishes the Redding Joint Powers Financing Authority (the "Authority"); and WHEREAS, pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, the Authority is authorized to issue bonds for financing or refinancing public capital improvements whenever there are significant public benefits to be realized; and WHEREAS, the City has determined that it is desirable and furthers the public purpose to finance the design, acquisition, construction and improvement of the South Bonnyview Interchange, the Churn Creek Road and Victor Avenue intersection located in the City and related site improvements (the "Project"); and WHEREAS, the City desires to approve the Authority's issuance of not to exceed $30,000,000 aggregate principal amount of Redding Joint Powers Financing Authority Lease Revenue Bonds (2019 Capital Projects), 2019 Series A (the "Bonds"), for the purpose of refunding the Authority's Redding Joint Powers Financing Authority Lease Revenue Bonds (2004 Capital Projects), 2004 Series A, Redding Joint Powers Financing Authority Lease Revenue Bonds (2004 Civic Center Refunding and Parks Project), 2004 Series B, and Redding Joint Powers Financing Authority Lease Revenue Bonds (2007 Capital Projects), 2007 Series A (collectively the "Prior Bonds") and for the purpose of financing the Project; and Ci WHEREAS, the Authority and City will enter into a Bond Purchase Agreement (the "Bond Purchase Agreement") with J.P. Morgan Securities LLC (the "Underwriter); and WHEREAS, in order to assist the Underwriter in complying with Securities and Exchange Commission Rule 15c2-12, the City will execute and deliver a Continuing Disclosure c'C Agreement (the "Continuing Disclosure Agreement"); and 4143-5245-5194.4 WHEREAS, in order to refund the Prior Bonds and finance the Project, the City desires to enter into an Acquisition Agreement (the "Acquisition Agreement") with the Authority, a Facilities Lease (the "Facilities Lease") with the Authority and a Lease Termination Agreement and Quitclaim Deed (the "Lease Termination Agreement") with respect to each series of the Prior Bonds with the Authority and U.S. Bank National Association, as trustee for the Prior Bonds; and WHEREAS, there have been submitted and are on file with the City Clerk proposed forms of the Acquisition Agreement, Facilities Lease, Lease Termination Agreement, Bond Purchase Agreement, Continuing Disclosure Agreement and Official Statement (as defined below) with respect to the Bonds proposed to be issued by the Authority, and a Trust Agreement by and between the Authority and U.S. Bank National Association, as Trustee (the "Trust Agreement"); and WHEREAS, the issuance of the Bonds by the Authority and the execution and delivery of the Acquisition Agreement and Facilities Lease will result in significant public benefits through demonstrable savings in the effective interest rates and bond issuance costs expected to be paid for the Bonds, and that it furthers the public purpose to assist in such financing; and WHEREAS, pursuant to Section 5821.1 of the California Government Code, the City has received certain representations and good faith estimates from PFM Financial Advisors LLC and has disclosed such good faith estimates as set forth in the staff report posted relating to this meeting; NOW THEREFORE, the City Council of the City of Redding hereby finds, determines, declares and resolves as follows: Section 1. All of the recitals set forth above are true and correct, and the City Council so finds and determines. Section 2. The City Council hereby approves the issuance of the Bonds by the Authority, in an aggregate principal amount not to exceed $30,000,000, to refund the Prior Bonds and to finance the Project, and the execution and delivery by the Authority of the Trust Agreement. The officers of the City are hereby directed to perform the duties, if any, imposed upon the City by the provisions of the financing documents approved herein, including the Trust Agreement and the Facilities Lease, and the Director of Finance of the City is hereby authorized and directed to hold the funds and accounts created in said financing documents and directed or permitted to be held by the City. Section 3. The proposed form of Acquisition Agreement by and between the City and the Authority, on file with the City Clerk, is hereby approved. The Mayor or City Manager of the City (or other officer designated by the City Manager) is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver an acquisition agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. 4143-5245-5194.4 Section 4. The proposed form of Facilities Lease by and between the Authority and City, on file with the City Clerk, is hereby approved. The Mayor or City Manager of the City (or other officer designated by the City Manager) is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver a facilities lease in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof; provided, however, that the term of said facilities lease (including extensions, if any) shall end no later than March 1, 2059 and the annual base rental payment shall not exceed $2,950,000. Section 5. The proposed form of Lease Termination Agreement, by and among the Authority, the City and the trustee for each series of the Prior Bonds, on file with the City Clerk, is hereby approved. The Mayor or City Manager (or other officer designated by the City Manager) is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver lease termination agreements in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 6. The proposed form of Bond Purchase Agreement, by and among the Underwriter, the Authority and the City, on file with the City Clerk, is hereby approved. The Mayor or City Manager of the City (or other officer designated by the City Manager) is each hereby authorized and directed, on behalf of the City, to execute and deliver a bond purchase agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof; provided, however, the underwriting discount (not including original issue discount) shall not exceed six tenths of one percent (0.6%) of the aggregate principal amount of the Bonds. Section 7. The proposed form of Continuing Disclosure Agreement, by and between the City and U.S. Bank National Association, as trustee and dissemination agent, on file with the City Clerk, is hereby approved. The Mayor or City Manager of the City (or other officer designated by the City Manager) is hereby authorized and directed to and in the name and on the behalf of the City, to execute and deliver a continuing disclosure agreement in substantially said form with said changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 8. The proposed form of Official Statement relating to the Bonds (the "Official Statement"), on file with the City Clerk, is hereby approved. Distribution by the Underwriter of a preliminary Official Statement relating to the Bonds is hereby approved. The Mayor or City Manager of the City (or other officer designated by the City Manager) is hereby authorized and directed to certify on behalf of the City that the preliminary Official Statement is "deemed final" for purposes of Securities and Exchange Commission Rule 15c2-12. The Mayor or City Manager of the City (or other officer designated by the City Manager) is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver an Official Statement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. The Underwriter is hereby directed to distribute copies of the Official Statement to all actual purchasers of the Bonds. 4143-5245-5194.4 Section 9. The City Clerk is hereby authorized and directed to attest the signature of the Mayor, City Manager or other officers of the City as may be required in connection with the execution and delivery of the Bonds and the Acquisition Agreement, Facilities Lease, Lease Termination Agreements, Bond Purchase Contract and Continuing Disclosure Agreement in accordance with this resolution. Section 10. The officers and City Council members of the City are hereby authorized and directed,jointly and severally, to do any and all things and to execute and deliver any and all documents and certificates which they deem necessary or advisable in order to consummate the execution and delivery of the documents mentioned herein, including, upon a determination by the Mayor or City Manager of the City (or other officer of the City) that such procurement is in the best interests of the City, the procurement of a policy of municipal bond insurance or reserve fund surety, if available or deemed by any of them to be desirable, and otherwise to effectuate the purposes of this Resolution and the transactions contemplated hereby. Section 11. All actions heretofore taken by the officers and agents of the City with respect to the refunding of the Prior Bonds and the financing of the Project are hereby ratified, confirmed and approved. Section 12. This Resolution shall take effect from and after its adoption and approval. I hereby certify that the foregoing is a full, true and correct copy of a resolution duly passed and adopted by the City Council of the City of Redding at a regular meeting thereof held on the 16th day of April, 2019, by the following vote of the members thereof: AYES: COUNCIL MEMBERS: Dacgisto, McElvain,Resner, Schreder,& Winter NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: None L ALA. A JULIE INTER, Mayor ATTEST: FORM PPROVAL: RalITY14 7/,°_, PAMELA MIZE, City r1,._ BA Y E. lirEV A , City Attorney 4143-5245-5194.4 CERTIFICATE OF THE CLERK I, Pamela Mize, City Clerk of the City of Redding (the "City"), hereby certify that the foregoing Resolution No. 2019-028, is a full, true, and correct copy of a resolution duly adopted at a regular meeting of the City Council of the City duly held in Redding, California, on April 16, 2019, of which meeting all of the members of said City Council had due notice. I further certify that I have carefully compared the foregoing copy with the original minutes of said meeting on file and of record in my office; that said copy is a full, true, and correct copy of the original resolution adopted at said meeting and entered into said minutes, and that said resolution has not been amended, modified, rescinded, or revoked in any manner since the date of its adoption, and the same is now in full force and effect. An agenda of said meeting was posted at least 72 hours before the meeting at 777 Cypress Street, Redding, California 96001, a location freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. Dated: April 22, 2019 City Clerk of the Ci of Redding • 4143-5245-5194.4