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HomeMy WebLinkAboutReso 2013-072 - Redding Joint Powers Financing Authority f~~ e e RESOLUTION NO. 2013-072 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; A LEASE TERMINATION AGREEMENT; AN AMENDMENT TO FACILITIES SUBLEASE; 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 I 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 a new police facility on City owned property adjacent to City Hall and related site improvements (the ~'Project"); and WHEREAS, the City desires to approve the Authority's issuance of not to exceed $15,000,000 aggregate principal amount of Redding Joint Powers Financing Authority Lease Revenue Bonds (2013 Capital Projects), 2013 Series Band 2013 Series C (Taxable) (the "Bonds"), for the purpose of refunding all or a portion of the Authority's Redding Joint Powers Financing Authority Lease Revenue Bonds, 2003 Series A and 2003 Series B (Taxable) (the "Prior Bonds") and for the purpose of financing the Project; and WHEREAS, the Authority and City will enter into a Bond Purchase Agreement (the "Bond Purchase Agreement") with RBC Capital Markets, 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 Agreement (Lease) (the "Continuing Disclosure Agreement"); and 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 OHSUSA:754142249.3 r.~' e e Agreement and Quitclaim Deed (the "Lease Termination Agreement") with the Authority and U.S. Bank National Association, as Trustee; and WHEREAS, in connection with the refunding of the Prior Bonds, the City will enter into an Amendment to Facilities Sublease (the "Amendment to Facilities Sublease") with the County of Shasta of the City of Anderson; 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, Amendment to Facilities Sublease, Bond Purchase Agreement, Continuing Disclosure Agreement and Official Statement 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; 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 $15,000,000, to refund the Prior Bonds and to finance the Project. The officers of the City is 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 Cjty 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. 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, OHSUSA:754142249.3 -2- {- e e that the term of said facilities lease (including extensions, if any) shall end no later than October 1, 2054, and the annual base rental payment shall not exceed $1,200,000. Section 5. The proposed form of Lease Termination Agreement and Quitclaim Deed, by and among the Authority, the City and the trustee for 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 a lease termination 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. Section 6. The proposed form of Amendment to Facilities Sublease by and among the City, the County of Shasta and the City of Anderson, 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 an amendment to facilities sublease in substantially said form, with such changes as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereon. Section 7. 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 sixty-five hundredths of one percent (0.65%) of the aggregate principal amount of the Bonds: Section 8. 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 anq 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 9. The proposed form of Official Statement relating to the Bonds (the "Official Statement"), 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 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. Distribution by the Underwriter of a preliminary Official Statement relating to the Bonds is hereby approved and the Mayor or City Manager of the City (or other officer designated by the City Manager) hereby authorized and directed, to execute a certificate OHSUSA:754142249.3 -3- ,- e e confirming that the preliminary Official Statement has been "deemed final" by the City for purposes ofS.ecurities and Exchange Commission Rule 15c2-12. Section 10. 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 Agreement, Amendment to Facilities Sublease, Bond Purchase ContraCt and Continuing Disclosure Agreement in accordance with this resolution. Section 11. 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 and otherwise to effectuate the purposes of this Resolution and the transactions contemplated hereby. Section 12. 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 13. 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 Qf Redding at a regular meeting thereof . held on the 6th day of August, 2013, by the following vote of the members thereof: AYES: NOES: ABSENT: ABSTAIN: COUNCIL MEMBERS: COUNCIL MEMBERS: COUNCIL MEMBERS: COUNCIL MEMBERS: Cadd, Sullivan, & Bosetti Jones McArthur None ~~~ RICK BOSETTI, Mayor - , { A TTES'T:~ 1 j t- , ./" - I: . . .-~':'- 4,*,/,.0}; '_ ....,/'"01:; FORM APPROVAL:- .:.... , ,.....~,.~ (,J _ OHSUSA:754142249.3 -4- .- .- '. e e CERTIFICATE OF THE CLERK I, Pamela Mize, City Clerk ofthe City of Redding (the "City"), hereby certify that the foregoing Resolution No. 2013-072, is a full, true, and correct copy of a resolution duly adopted at a special meeting of the City Council of the City duly held in Redding, California, on August 6,2013, of which meeting all ofthe 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: ~~vJ- 1:/-,2013. "' ',' . t .,,' '; ) j ~{ , c.. ~ ~- 4_~ .... .......:.... OHSUSA:754142249.3