HomeMy WebLinkAboutReso 97-217 - Providing for the issuance of City of Redding Limited Obligation Refunding Bonds for Consolidated Reassessment District No 1997-1 .� ._ s �
` RESOLUTION NO. °�� -21�
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
REDDING PROVIDING FOR TI� ISSUANCE OF CITY OF
REDDING LIMITED OBLIGATION REFUNDING BONDS
FOR CONSOLIDATED REASSESSMENT DISTRICT No. 1997-
1; PRESCRIBING THE DATE AND FORM OF SAID BONDS
AND PRESCRIBING THE REDEMPTION PROVISIONS
T'HEREFOR; AUTHORIZING THE EXECUTION OF SAID
BONDS; PROVIDING FOR THE COLLECTION OF
REASSESSMENTS TO PAY TI-�PRINCIPAL OF AND
INTEREST ON SAID BONDS; APPROVIl�iG THE SALE OF
SAID BONDS (WHICH ESTABLISHES TI�MATtJRITIES OF
AND INTEREST R.ATES ON SAID BONDS)
WHEREAS, the City Council of the City of Redding (the "City"),by proceedings
duly had and taken, duly provided for the issuance of the City of Redding Limited Obligation
Improvement Bonds, (the "Prior Bonds"), under and pursuant to the conditions and terms of the
Improvement Bond Act of 1915,being Division 10 of the Califomia Streets and Highways Code
(the "1915 Act"), the unmatured portion of which is now outstanding; and
WHEREAS, the Prior Bonds were issued upon the security of unpaid assessments
levied in five separate assessment districts of the City of known as Clover Creek Sewer
Assessment District No. 1987-2, Santa Anna Valley Irrigation Assessment Dish-ict No. 1988-4,
Shasta View Extension Assessment No. 1990-2, Lebrun StreetlPolk Assessment District No.
1987-1 and College Highlands Assessment District No. 1989-4 (collectively, the"Prior
Assessment Districts"); and
WHEREAS, this City Council has determined to issue the City of Redding
Limited Obligation Refunding Bonds (the "Refunding Bonds") for the purpose of refunding the �
unmatured portion of the Prior Bonds now outstanding under and pursuant to the conditions and �
�
terms of the Refunding Act of 1984 for 1915 Improvement Act Bonds, being Division 11.5 of �J
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the California Streets and Highways Code (the "1984 Act"), and to provide for the levy and
collection of reassessments as security for the Refunding Bonds; and
WHEREAS, the City has determined pursuant to Section 6588(v) of the
Government Code to sell the Refunding Bonds to the Redding Joint Powers Financing Authority
(the "Authority")pursuant to a Reassessment Local Obligation Purchase Contract, dated as of
December 1, 1997 (the "Reassessment Local Obligation Purchase Contract"}by and between the
City and the Authority, and hereby finds and determines that such sale will result in significant
public benefits including demonstrable savings in effective interest rate, bond preparation,bond
underwriting discount, original issue discount or bond issuance costs; and
WHEREAS, the Authority intends to issue its 1997 Reassessment Revenue
Bonds, Series A and Subordinated Series B (the "Revenue Bonds") pursuant to two Trust
Agreements, each dated as of December 1, 1997 (collectively, the "Trust Agreements"), by and
among the Authority, the City and First Trust of California,National Association, as trustee (the
"Trustee") for the purpose of acquiring the Refunding Bonds (refened to in the Trust
Agreements as the "Local Obligations") as more fully described in the Trust Agreements; and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Redding, as follows:
Section l. The foregoing recitals are true and correct, and this City Council so
finds and determines.
Section 2. This City Council has reviewed all proceedings heretofore taken
relative to the foregoing and has found, as a result of such review, and does hereby find and
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determine that all acts, conditions and things required by law to exist, to happen and to be
performed precedent to and in the issuance of the Refunding Bonds under the 1984 Act as
hereinafter authorized and provided do exist, have happened and have been performed in due
time, form and manner as required by the 1984 Act and all other applicable laws, and the City is
now authorized pursuant to each and every requirement of law to issue the Refunding Bonds in
the manner and form as provided in this resolution.
Section 3. The Refunding Bonds shall be issued upon and shall represent and
shall be secured by said reassessments in accordance with the provisions of the 1984 Act to
provide means for refunding the Prior Bonds, including payment of all costs of issuing the
Refunding Bonds. The Refunding Bonds shall be issued as hereinafter set forth and shall be
known as the "City of Redding Limited Obligation Refunding Bonds, Consolidated
Reassessment District No. 1997-1." The Refunding Bonds shall be issued as fully registered
bonds, shall be of the denomination of$5,000 or any integral mulriple of$5,000, as determined
by the registered owners thereof(not exceeding the principal amount of Refunding Bonds
maturing at any one time), shall be dated their date of delivery, and shall mature and bear interest
as hereinafter provided in Section 14.
The Refunding Bonds shall bear interest from the interest payment date next
preceding the date of authentication and registration thereof, unless such date of authentication
and registration is on a day during the period from the sixteenth (16th) day of the month next
preceding an interest payment date to such interest payment,date,both inclusive, in which event
they shall bear interest from such interest payment date, or unless such date of authentication and
registration is on a day on or before the fifteenth(15th) day of the month next preceding the first
interest payment date, in which event they shall bear interest from their dated date. Such interest
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shall be payable on March 2, 1998, and thereafter semiannually on September 2 and March 2 of
each year until and at the respective maturity dates of the Refunding Bonds.
The interest on and principal of and redemption premiums, if any, on the
Refunding Bonds shall be payable in lawful money of the United States of America at the office
of the Treasurer of the City(the "Paying Agent") at Redding, California. Payment of the interest
on the Refunding Bonds due on or before the maturity or prior redemption thereof shall be made
by check mailed to the registered owners of the Refunding Bonds at their addresses as they
appear at the close of business as of the fifteenth (15th) day of the month prior to each such
interest payment date on the registration books maintained by the Paying Agent, and payment of
the principal of and redemption premiums, if any, on the Refunding Bonds shall be made only
upon surrender thereof by the registered owners thereof on their maturity dates or on redemption
prior to maturity to the Paying Agent; provided that, for the period during which the Authority is
the registered owner of the Refunding Bonds,payment of the principal of and the interest and
' redemption premiums, if any, on the Refunding Bonds will be paid on each March 2 and
September 2 payment date by wire transfer to the party specified in writing by the Authority to
the Paying Agent.
Any Refunding Bond may be redeemed in whole or in part in integral multiples of
$5,000 of the Refunding Bonds on the second day of March or September in any year, at the
option of the City, upon payment of the principal amount thereof and interest accrued thereon to
the date of redemption, together with a redemption premium equal to three percent of such
principal amount redeemed. The City shall proceed pursuant to Part 11.1 of the 1915 Act in
deternuning those Refunding Bonds or portions thereof to be redeemed and the manner of the
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, redemption thereof, and notice of advance redemption of any Refunding Bond shall be given by
the City as provided in the 1915 Act.
This City Council declares and determines that it does not and will not obligate
itself to advance funds from the City treasury to cure any deficiency which may occur at any
time ir_the Redemption Fund created in Section 8 of this resolution.
Section 4. (a) The Refunding Bonds shall be initially issued and registered and
shall be executed and delivered in such denominations and numbered in such manner as
determined by the Authority and registered in the names of such persons as are requested in such
written request of the Authority, subject to the limitations of Section 3 of this resolution; and
thereafter, such Refunding Bonds shall be transfened pursuant to Section 3 of this resolution.
(b) The City and the Paying Agent shall be entitled to treat the person in whose
name any such Refunding Bond is registered as the owner thereof for all purposes hereof and any
applicable laws, notwithstanding any notice to the contrary received by the Paying Agent or the
City; and the City and the Paying Agent shall have no responsibility for transmitting payments
to, communication with, notifying, or otherwise dealing with any persons other than the
registered owners of such Refunding Bonds; and neither the City nor the Paying Agent shall
have any responsibility or obligation, legal or otherwise,to any other party, except the registered
owner of any such Refunding Bonds.
Section 5. The Refunding Bonds shall be in substantially the following form, the
blanks in said form to be filled in with appropriate words or figures,namely:
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� " [FORM OF BOND]
LTNITED STATES OF AMERICA
STATE OF CALIFORNIA
SHASTA COUNTY
REGISTERED REGISTERED
NUMBER $
CITY OF REDDING
LIMITED OBLIGATION REFUNDING BOND
CONSOLIDATED REASSESSMENT DISTRICT NO. 1997-1
INTEREST RATE MATURITY DATE BOND DATE CUSIP NUMBER
% September 2,
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
Under and by virtue of the "Refunding Act of 1984 for 1915 Improvement Act
Bonds," being Division 11.5 of the California Streets and Highways Code (the "Act"), the City of
Redding in the State of California(the "City")will, out of the Redemption Fund hereinafter
referred to,pay to the registered owner set forth above on the maturity date set forth above
(subject to the right of prior redemption hereinafter reserved) the principal amount set forth
above in lawful money of the United States of America, and in like manner will pay interest from
the interest payment date next preceding the date on which this bond is authenticated and
registered (unless this bond is authenticated and registered on a day during the period from the
sixteenth (16th) day of the month next preceding an interest payment date to such interest
payment date,both inclusive, in which event it shall bear interest from such interest payment
date, or unless this bond is authenticated and registered on a day on or before the fifteenth (15th)
day of the month next preceding the first interest payment date, in which event it shall bear
interest from the Bond Date shown above) until payment of such principal sum shall have been
discharged, at the interest rate per annum set forth above, payable semiannually on March 2 and
September 2 in each year, commencing on March 2, 1998.
Both the principal hereof and redemption premium hereon are payable at the
office of the Treasurer(the "Paying Agent") at Redding, California, and the interest hereon is
payable by check mailed to the owner hereof at the owner's address as it appears on the
registration books of the Paying Agent, or at such address as may have been filed in writing with
the Paying Agent for that purpose, at the close of business as of the fifteenth (15th) day of the
month next preceding each interest payment date; provided that, for the period during which the
Redding Joint Powers Financing Authority is the registered owner of this Bond,payment of the
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principal of and the interest and redemption premium, if any, on this Bond will be made by wire
transfer on each March 2 and September 2 payment date to such party as shall be specified in
writing by the Authority to the Paying Agent.
This bond is one of several annual series of bonds of like date, tenor and effect,
but differing in amounts, maturities and interest rates, issued by the City under the Act and the
resolution providing for its issuance (the "Resolution") for the purpose of providing funds for
refunding assessment bonds originally issued to pay for the improvements described in said
proceedings, and is secured by the moneys in the Redemption Fund provided in the Resolution
and by the unpaid portion of reassessments levied for the payment hereof, and, including
principal and interest, is payable exclusively out of said fund.
The City Council has declared and deternuned that it does not and will not
obligate itself to advance funds from the City treasury to cure any deficiency which may occur at
any time in said Redemption Fund.
This bond will continue to bear interest after maturity at the rate above stated;
provided, it is presented at maturity and payment thereof is refused upon the sole ground that
there are not sufficient moneys in said Redemption Fund with which to pay the same. If it is not
presented at maturity, interest thereon will run until maturity.
This bond, or any portion of it in the amount of five thousand dollars ($5,000) or
any integral multiple thereof, may be redeemed and paid in advance of maturity upon the second
day of March or September in any year by giving at least thirty (30) days' notice by registered or
certified mail to the registered owner hereof at the owner's address as it appears on the
registration books of the Paying Agent by paying principal and accrued interest together with a
redemption premium equal to three percent of the principal amount of bonds redeemed.
This bond is transferable by the registered owner hereof, in person or by the
owner's attorney duly authorized in writing, at the office of the Paying Agent, subject to the
terms and conditions provided in the Resolution, including the payment of certain charges, if
any, upon surrender and cancellation of this bond. Upon such transfer, a new registered bond or
bonds, of any authorized denomination or denominations, of the same maturity, for the same
aggregate principal amount, will be issued to the transferee in exchange therefor.
Bonds shall be registered only in the name of an individual (including joint
owners), a corporation, a partnership or a trust.
Neither the City nor the Paying Agent shall be required to make such exchange or
registration of transfer of bonds during the period from the sixteenth (16th) day of the month
next preceding an interest payment date to such payment date, both inclusive.
The City and the Paying Agent may treat the registered owner hereof as the
absolute owner for all purposes, and the City and the Treasurer shall not be affected by any
notice to the contrary.
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This bond shall not be entitled to any benefit under the Act or the Resolution, or
become valid or obligatory for any purpose, until the certificate of authentication and registration
hereon endorsed shall have been dated and sigried by the Treasurer.
IN WITNESS WHEREOF, the City Council of City of Redding has caused this
bond to be signed manually or in facsimile by the Treasurer of the City and by the City Clerk,
and has caused its coiporate seal to be impressed hereon, all as of the Bond Date shown above.
CITY OF REDDING
Treasurer
[SEAL]
City Clerk
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[Form of and Certificate of Authentication and Registration]
CERTIFICATE OF AUTHENTICATION AND REGISTRATION
This is one of the bonds described in the within-mentioned Resolution which has
been authenticated and registered on
TREASURER,
CITY OF REDDING, as Paying Agent
[Form of Assignment]
ASSIGNMENT
For value received the undersigned do(es)hereby sell, assign and transfer unto_
the within bond and do(es) hereby irrevocably
constitute and appoint attorney to transfer the same
on the register of the Treasurer, as Registrar,with full power of substitution in the premises.
Date:
SIGNATURE GUARANTEED:
NOTE:The signature(s) must be guazanteed by an eligible guarantor institution.
The signature(s) to this Assignment must conespond with the name(s) as written on the face of
the within bond in every particular, without alteration or enlargement or any change whatsoever.
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Social Security Number, Taacpayer ldentification Number or other ldentifying
Number of Assignee: .
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Section 6. The Treasurer of the City (the "Treasurer") and the City Clerk are
hereby authorized and directed, respectively, as such officers to execute each of the Refunding
Bonds on behalf of the City, either manually or in facsimile, and the City Clerk is hereby
authorized and directed to affix the official seal of the City thereto; and such signing and sealing
as herein provided shall be a sufficient and binding execution of the Refunding Bonds by the
City. In case either of such officers whose signature appears on the Refunding Bonds shall cease
to be such officer before the delivery of the Refunding Bonds to the purchaser, such signature
shall nevertheless be valid and sufficient for all purposes the same as though such officer had
remained in office until the delivery of the Refunding Bonds. Only such of the Refunding Bonds
as shall bear thereon a certificate of registration and authentication in the form hereinabove set
forth, executed and dated by the Paying Agent, shall be entitled to any benefits hereunder or be
valid or obligatory for any purpose, and such certificate shall be conclusive evidence that the
Refunding Bonds so authenticated have been duly authorized, executed, issued and delivered
hereunder and are entitled to the benefits hereof.
Section 7. The Paying Agent shall pay interest on the Refunding Bonds due on or
before the maturity or prior redemption thereof to the registered owners thereof as their names
appear at the close of business as of the fifteenth (15th) day of the month next preceding each
interest payment date on the registration books required to be kept by the Paying Agent pursuant
to this section as the registered owners thereof, such interest to be paid by check mailed to such
registered owners at their addresses appearing on such books or at such other addresses as they
may have filed in writing with the Paying Agent for that purpose, and to pay to such registered
owners the principal of and redemption premiums, if any, on the Refunding Bonds upon
presentation and surrender of the Refunding Bonds to the Paying Agent at maturity or on
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redemption prior to maturity; provided that, for the period during which the Redding Public
Financing Authority or any assignee thereof is the registered owner of any Refunding Bond, the
principal of and the interest and redemption premium, if any, on said Refunding Bond shall be
paid by wire transfer on the Business Day prior to each March 2 and September 2 payment date
to the party specified in writing by the Authority to the Paying Agent.
The Paying Agent will keep at her or his office in Redding, California, sufficient
books for the registration, transfer and exchange of the Refunding Bonds, and upon presentation
for such purpose the Paying Agent shall, under such reasonable regulations as he may prescribe,
register or transfer or exchange Refunding Bonds on such books as hereinafter provided.
Any Refunding Bond may be transferred or exchanged on such books by the
registered owner thereof, in person or by his duly authorized attorney, upon payment by the
person requesting such transfer or exchange of any tax or other governmental charge required to
be paid with respect to such transfer or exchange and upon surrender of such Refunding Bond for
cancellation accompanied by delivery of a duly executed written instrument of transfer or
exchange in a form approved by the Paying Agent. Whenever any Refunding Bond or
Refunding Bonds shall be surrendered for transfer or exchange, the City shall execute and the
Paying Agent shall authenticate and deliver a new Refunding Bond or Refunding Bonds of
authorized denominations and of the same maturity date aggregating the principal amount of the
Refunding Bond or Refunding Bonds so surrendered. The City and the Paying Agent may deem
and treat the registered owner of any Refunding Bond as the absolute owner of such Refunding
Bond for the purpose of receiving payment thereof and for all other purposes, whether such
Refunding Bond shall be overdue or not, and neither the City nor the Paying Agent shall be
affected by any notice or lrnowledge to the contrary; and payment of the interest on and principal
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of and redemption premium, if any, on such Refunding Bond shall be made only to such
registered owner as above provided, which payment shall be valid and effectual to satisfy and
discharge liability on such Refunding Bond to the extent of the sum or sums so paid.
Section 8. The reassessments levied on the respective parcels in Consolidated
Reassessment District No. 1997-1, together with interest thereon computed at the rate specified
in the Refunding Bonds (which interest shall begin to run from the date of the Refunding Bonds),
shall, in accordance with and consistent with the Act, remain and constitute a trust fund for the
redemption and payment of the principal of the Refunding Bonds and for the interest due
thereon, and said reassessments and each installment thereof and the interest and penalties
thereon shall constitute a lien against the lots and parcels of land on which they are made until
the same be paid. The Treasurer of the City shall furnish to the County Auditor of Shasta
County (the "Auditor") and, as prescribed by the Act, the Auditor shall keep records in his office
showing, the several instaliments of principal and interest on said reassessments which are to be
collected in each year during the term of the Reassessment Bonds; and an annual installment of
said reassessments shall be payable and shall be collected in each yeaz corresponding in amount
to the amount of Refunding Bonds unpaid and to accrue that yeaz, which amount shall be '
sufficient to pay the Refunding Bonds as the same become due, and an annual installment of
interest on said reassessments shall be payable and shall be collected in each year corresponding
in amount to the amount of interest which will accrue on the Refunding Bonds outstanding for
such year, which amount shall be sufficient to pay the interest thereon that shall become due in
the next succeeding March and September. The annual proportion of said reassessments coming
due in any year, together with the annual interest on such reassessments, shall be payable in the
same manner and at the same time and in the same installments as the general taxes on real
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property in the City aze payable, and said reassessment installments and said annual interest on
said reassessments shall be payable and become delinquent on the same dates and in the same
proportionate amounts and beaz the same proportionate penalties and interest after delinquency
as do general taxes on real property in the City.
This City Council hereby covenants for the benefit of(1)the registered owners of
the Refunding Bonds and (2) the registered owners of the 1997 Refunding Revenue Bonds of the
� Authority that, in the event any reassessment or installment thereof, including any interest
thereon, is not paid when due, it will order and cause to be commenced by October 1 following
the date of delinquency, and thereafter diligently prosecute to completion, a judicial foreclosure
action regarding such delinquent installments of reassessments, in any yeaz in which the sum of
uncured delinquent installments of reassessments securing the Refunding Bonds exceeds five
percent (5%) of the reassessment installments posted to the tax roll for that fiscal year or the
amount in the Reserve Fund is less than five percent (5%) of the then outstanding reassessments.
The City Council hereby further covenants with the registered owners of the Refunding Bonds
and the registered owners of the 1997 Reassessment Revenue Bonds of the Authority that it will
monitor the records of the Auditor-Controller of Shasta County for the purpose of ascertaining
the occurrence of any delinquency.
Section 9. There is hereby created and established a fund to be known as the
"City of Redding Limited Obligation Refunding Bonds, Consolidated Reassessment District No.
1997-1, Redemption Fund," which fund shall be kept by the Treasurer and shall constitute a trust
fund for the benefit of the registered owners of the Refunding Bonds, and all sums received by
the Treasurer which are received from the collection of said reassessments (except for those
amounts allocable to administrative expenses), and of the interest and penalties thereon, and
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including amounts paid to the City on account of any prior pay-off and discharge of a
reassessment lien (whether in whole or in part), shall upon receipt be deposited in said fund. At
the time of the issuance of the Refunding Bonds, the City shall deposit in the Redemption Fund
from the proceeds of sale of the Refunding Bonds the amount representing the capitalized
interest, if any, and the accrued interest, if any, received on the delivery of the Refiznding Bonds.
All sums to become due for the principal of and the interest on the Refiznding Bonds shall be
withdrawn by the Treasurer from said fund for transfer to the Paying Agent for use for the
payment of the principal of and the interest on the Refunding Bonds, and the Refunding Bonds
and the interest thereon shall not be paid out of any other funds. Any surplus remaining in said
fund after payment of all Refunding Bonds and the interest thereon shall be applied as directed
by the City.
Section 10. There is hereby created and established a fund to be known as the
"City of Redding Limited Obligation Refunding Bonds, Consolidated Reassessment District No.
1997-1, Expense Fund," which fund shall be kept by the Treasurer. After making the deposits in
the Redemption Fund as required by Section 9, all remaining proceeds of the sale of the
Refunding Bonds, if any, shall be deposited in the Expense Fund and shall be kept sepazate and
distinct from all other City funds. All moneys collected by the City as administrative costs
pertaining to administration of the reassessments and the Refunding Bonds shall also be
deposited in the Expense Fund. All money in the Expense Fund shall be disbursed on such dates
and in such amounts as are necessary to pay all costs of administering the reassessments and the
Refunding Bonds (as provided under the Act), including all expenses incident to administering
installments and prepayments collected on account of the unpaid reassessments, apportioning the
reassessmerits if necessary in the event of division of any reassessment pazcel, and all expenses
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incident to the calling, retiring or paying of the Refunding Bonds, and including,but not limited
to, fees of bond counsel,underwriters, trustees, certified public accountants and rating agencies,
continuing disclosure service providers, administrative expenses of the City and the charges of
the Treasurer in connection with the Refunding Bonds and the Authority's 1997 Reassessment
Revenue Bonds, Series A and Subordinated Series B.
Section 11. Upon delivery of the Refunding Bonds to the Authority, and in lieu
of payment by the Authority to the City of that portion of the purchase price of the Refunding
Bonds required for purposes of redemption of the Prior Bonds on March 2, 1998, as the amount
of said portion is specified in the Series A Tnzst Agreement pertaining to the Authority's 1997
Reassessment Revenue Bonds, Series A, the City will provide the Authority with written
instructions at the time of such delivery providing for payment of said portion to the Refunding
Escrow pertaining to the Prior Bonds, from which the Prior Bonds will be redeemed on March 2,
1998.
Section 12. The City will not take or omit to take any action that would cause the
interest on the Refunding Bonds to be included in gross income for federal income tax purposes.
Without limiting the generality of the foregoing:
(a) The City will not directly or indirectly use or allow the use of more than 10%
of the proceeds of the Refunding Bonds in the trade or business of any nongovernmental persons,
and the City will not allow any actions to be taken that would result in the Refunding Bonds
being treated as federally guaranteed pursuant to Section 149(b) of the Internal Revenue Code of
1986, as amerided (the "Code"); and
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(b) The City will not directly or indirectly use or allow the use of the proceeds of
the Refunding Bonds in a manner that would cause the Refunding Bonds to be arbitrage bonds
described in Section 148 of the Code, and in particulaz, the City will not invest or allow the
investment of proceeds of the Refunding Bonds in investments with a yield materially higher
than the yield on the Refunding Bonds except as described in the Tax Certificate executed in
connection with the issuance of the Refunding Bonds. In addition, the City will pay from time to
time all amounts, if any, required to be rebated to the United States Government pursuant to
Section 148(fl of the Code. If the City fails to expend all proceeds of the Refunding Bonds
within six (6) months of the date of issue thereof, or establishes any funds pledged to the
payment of the Refunding Bonds other than as currently provided herein, the City shall contact
nationally recognized bond counsel for advice relative to compliance with the rebate
requirements of Section 148 of the Code.
Section 13. The form and substance of the Reassessment Local Obligation
Purchase Contract is hereby approved. The Reassessment Local Obligation Purchase Contract
makes reference to Exhibit A to be attached thereto to set forth and establish, among other
things, the Dated Date, the maturity schedule and the interest rates for the Refunding bonds.
This City Council hereby authorizes the Treasurer to approve Exhibit A after the date of this
resolution and upon the condition that notwithstanding the foregoing, Exhibit A to the
Reassessment Local Obligation Purchase Contract shall not specify (i) a final maturity of the
Refunding Bonds later than the last maturity of any of the Prior Bonds or(ii) terms for the
Refunding Bonds which cause the yield on the Refunding Bonds to exceed any limitation
imposed by law.
DOCSSF 1212465.1
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Following attachment of the approved Exhibit A, and subject to such modification
and revisions to the body thereof not inconsistent with the essential terms thereof,which
modifications shall be approved by the City Attorney(such approval to be conclusively
established by execution thereof"approved as to form" by the City Attorney), and concurrently
with execution thereof by the authorized representatives of the Authority, the Treasurer is
authorized to execute the Reassessment Local Obligation Purchase Contract on behalf of the
City.
Section 14. The form and substance of the Preliminary Official Statement
describing the Authority's 1997 Reassessment Revenue Bonds, Series A and B and the
Refiznding Bonds is hereby approved. The facts contained therein, as of this date, aze true and
correct in all material respects, and said Preliminary Official Statement neither contains any
untrue statement of a material fact nor omits to state any material fact necessary to make any
statement therein not misleading in light of the circumstances under which it was made. The
Treasurer is authorized to execute a certificate as to finality of the Preliminary Official Statement
and to execute the final Official Statement to be derived therefrom.
This City Council hereby finds and determines that said Preliminary Official
Statement is and shall be deemed "nearly final" for purposes of Rule 15c(2)-12 of the Securities
and Exchange Commission, and the Treasurer is hereby authorized to execute a certificate to
such effect in the customary form upon request of the Underwriter.
The Treasurer is authorized to approve corrections and additions to the
Preliminary Official Statement by supplement or amendment thereto, by appropriate insertions,
or otherwise as appropriate, provided that such conections or additions shall be regarded by the
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Treasurer as necessary to cause the information contained therein to conform to facts material to
the Refunding Bonds or the Authority's reassessment revenue bonds or to the proceedings of this
City Council or the Authority Board or that such corrections or additions are in form rather than
in substance.
Section 15. The City Clerk is directed to cause the Refunding Bonds to be
typewritten, lithographed, printed or engraved, and to cause the blank spaces thereof to be filled
in to comply with the provisions hereof, and to procure their execution either manually or in
facsimile by the proper officers, and thereafter to deliver them, when so executed, to the Paying
Agent, who shall authenticate them, and thereafter to deliver them to the purchaser thereof on
receipt by the City of the purchase price thereof. The Treasurer and the City Clerk aze further
authorized and directed to make, execute and deliver to the purchaser of the Refunding Bonds a
signature certificate in the form customarily required by purchasers of municipal bonds,
certifying to the genuineness and due execution of the Refunding Bonds. The Treasurer and the
City Clerk are authorized and directed to make, execute and deliver to the purchaser of the
Refunding Bonds a no-litigation certificate in the form customarily required by purchasers of
municipal bonds, certifying to all facts within their knowledge relative to any litigation which
may or might affect the City or said officers or the Refunding Bonds. The Treasurer is further
authorized and directed to make, execute and deliver to the purchaser of the Refunding Bonds a
receipt in the form customarily required by purchasers of municipal bonds, evidencing the
payment of the purchase price of the Refunding Bonds, which receipt shall be conclusive
evidence that said purchase price has been paid and has been received by the City (in part) and
the Escrow Agent (in part). Any purchaser or subsequent taker or holder of the Refunding
Bonds is hereby authorized to rely upon and shall be justified in relying upon such signature
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certificate, such no-litigation certificate and such receipt with respect to the Refunding Bonds
executed, sold and delivered pursuant to the authority of this resolution. Additionally, the
officers 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 contracts which they may deem
necessary or advisable in order to consummate the sale, execution and delivery of the Refunding
Bonds and otherwise to carry out, give effect to and comply with the terms and intent of this
resolution, the Refunding Bonds, and the Purchase Contract; and any such actions heretofore
taken by such officers in connection therewith are hereby ratified, confimied and approved.
Section 16. This City Council hereby covenants for the benefit of the Authority
and the holders of the Refunding Bonds, from time to time, to establish and to implement a
program of continuing disclosure in compliance with the requirements of Rule 15c(2)-12 of the
Securities and Exchange Commission. Without 1'uniting the generality of the foregoing, the
Treasurer is hereby authorized and directed to execute an appropriate Continuing Disclosure
Uridertaking, in a form and containing such matters as are recommended by Bond Counsel to the
City for this proposed refunding bond issue, which such undertaking shall provide for
preparation and filing of an annual report containing the matters specified in such agreement and
for issuance and publication of notices of material events, if such material events shall occur,
pertaining to the Refunding Bonds and related matters as prescribed by said Rule 15c(2)-12.
This City Council hereby further covenants and agrees that it will comply with and carry out all
of the provisions of the Continuing Disclosure Undertaking. The estimated cost and expense of
such continuing disclosure services shall be included in the annual administrative cost
assessment to be added to the annual installments billed on account of unpaid reassessments, as
provided in the Reassessment Report.
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Section 17. This resolution shall take effect immediately upon its adoption.
PASSED AND ADOPTED this 2"aday of December, 1997,by the following vote:
AYES:Members - Anderson, Kehoe, McGeor�e and Murrav
NOES:Members - None
ABSENT: Members - None
�;
Mayo
ATTEST:
City Clerk
I certify that the foregoing resolution is a full, true and correct copy of Resolution
No. ��assed by the City Council of the City of Redding on December 2, 1997.
City Clerk
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Proceeds Fund. Amounts in the Proceeds Fund shall be applied on the Dated Date by the Trustee upon
receipt of a Written Order of the Authority to the purchase of the Local Obligations designated in such Written
Order. If any amount shall remain in the Proceeds Fund following such purchase, such amount shall be deposited
by the Trustee in the Revenue Fund.
Local Obligation Fund. All Local Obligations acquired by the Trustee pursuant to the Series A Trust
Agreement shall be deposited in the Local Obligation Fund, which the Trustee shall establish and tnaintain.
Neither the Trustee nor the Authority may sell the Local Obligations without the prior written consent of the Bond
Insurer.
Revenue Fund. All Revenues received by the Trustee, other than Revenues derived from Reassessment
Prepayments (which shall be deposited in the Prepayment Account and administered in accordance with the Series
A Trust Agreement), shall be deposited by the Trustee into the Revenue Fund. Not later than one (1) Business
Day prior to each Interest Payment Date and Principal Payment Date on the Bonds, the Trustee shall transfer
Revenues from the Revenue Fund, in the amounts specified for the Interest Fund, Principal Fund and Reserve
Fund under the Series A Trust Agreement, for deposit into the respective Funds specified therein in the order of
priority set forth, the requirements of each Fund to be fully satisfied, leaving no deficiencies therein, prior to any
deposit into any Fund later in priority.
Revenues Derived From Reassessment Prepayments.
(a) The Authority and the City aclmowledge that the Act requires that aznounts received by
the City on account of Reassessment Prepayments shall be utilized, in accordance with the Act, for the sole
purpose of prior redemption of Local Obligations, and not to pay current, scheduled debt service payments on the
Local Obligations. Correspondingly, in order to maintain a proper matching between debt service payments on the
Local Obligations and debt service payments on the Bonds, all Revenues received by the Trustee which constitute
Reassessment Prepayments when received by the City shall be transferred to the Trustee and shall be utilized by
the Trustee pursuant to the extraordinary redemption provisions of the Series A Trust Agreement. The City shall
provide the Trustee with written notification of any amounts sent to the Trustee by the City which constitute
Reassessment Prepayments.
(b) The Authority covenants for the benefit of the Owners that, as to each separate date upon
which Bonds and Series B Bonds are to be redeemed from the proceeds of Reassessmeni Prepayments, the Written
Orders of the Authority required pursuant to the Series A Trust Agreement shall as neazly as possible (taking into
account the minimum denominations of such bonds and the requiremenu of the Series A Trust Agreement) apply
such Reassessment Prepayments to the redemption of Bonds and Series B Bonds in the proportion of their
respective original principal amounts, namely % of Series A Bonds and � of Series B Bonds,
irrespective of whether some portion of the principal of the Series B Bonds has not been paid as scheduled.
(c) All Revenues derived from Reassessment Prepayments received by the Trustee shall be
immediately deposited in the Prepayment Account within the Revenue Fund, which account the Trustee agrees to
establish and maintain. An amount equal to the amount of Series B Bonds to be redeemed from such Reassessment
Prepayments (including any redemption premium thereon)pursuant to the Written Order of the Authority delivered
under the Series A Trust Agreement shall be immediately transferred to the Series B Trustee for deposit in the
Series B Redemption Fund under the Series B Trust Agreement. All other amounts on deposit in the Prepayment
Account shall be uansfened to the Redemption Fund to be used to redeem Bonds pursuant to the extraordinary
redemption provisions of the Series A Trust Agreement.
Interest Fund. The Trustee shall deposit in the Interest Fund before each Interest Payment Date from the
Revenue Fund an amount of Revenues which together with any amounts then on deposit in the Interest Fund is
equal to the interest on the Bonds due on such date. On each Interest Payment Date, the Trustee shall pay the
interest due and payable on the Bonds on such date from the Interest Fund. All amounts in the Interest Fund shall
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