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HomeMy WebLinkAboutResolution - 05-01STATE OF CALIFORNIA) COUNTY OF RIVERSIDE) CITY OF SAN 4'T NTO .•� pan 7 ' .. [WRIMMAIM1411110MIN WHEREAS, the Redevelopment Agency of the City of San Jacinto (the "Agency") is a redevelopment agency duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Community Redevelopment Law, being Part I of Division 24 of the Health and Safety Code of the State of California, and the powers of the Agency include the power to issue bonds for any of its corporate purposes; and WHEREAS, a redevelopment plan for a redevelopment project known as the San Jacinto Redevelopment Project Area (the "Redevelopment Project") has been adopted, amended and approved and all requirements of law for, and precedent to, the adoption and approval of said plan have been duly complied with; and WHEREAS, the Agency has previously issued its $4,130,000 original principal amount of Tax Allocation Bonds, Issue of 1993 (the "1993 Bonds") for the purpose of financing redevelopment activities in the Redevelopment Project; and WHEREAS, the Agency proposes to issue not to exceed $10,000,000 aggregate principal amount of its Tax Allocation Bonds, Series 2005 (the `Bonds") the proceeds of which will be used to finance redevelopment activities within the Redevelopment Project and to refinance the 1993 Bonds, the Bonds will be secured from tax increment revenues of the Redevelopment Project; and WHEREAS, there has been presented at this meeting a form of true. indenture providing for the issuance of the Bonds; and WHEREAS, the Agency proposes to sell the Bonds to the San Jacinto Financing Authority (the "Authority") which will concurrently sell the Bonds to Westhoff, Cone & Hoimstedt, as purchaser of the Bonds (the "Underwriter"), all on the terms and conditions herein set forth and as provided in the form of bond purchase agreement (the "Purchase Contract") on file with the Secretary; WHEREAS, the Agency, with the assistance of C.M. De Crinis & Co. (the "Financing Consultant"), and Best Best & Krieger LLP, Disclosure Counsel, has caused Page 1 of 5 to be prepared an official statement describing the Bonds, the preliminary form of which is on file with the Secretary (the "Official Statement"); and WHEREAS, the Agency, with the aid of its staff has reviewed such trust indenture, the Escrow Agreement, the Purchase Contracts and the Official Statement and the Agency wishes at this time to approve the foregoing in the public interests of the Agency, NOW, THEREFORE, BE IT RESOLVED by the Redevelopment Agency of the City of San Jacinto as follows: Section I. Approval of Issuance of Bonds. The Agency hereby authorizes the issuance of the Bonds, in order to provide a portion of the moneys required to finance redevelopment activities in the Redevelopment Project and to refund the 1993 Bonds. The Bonds shall be issued in an aggregate principal amount of not to exceed S10,000,000. Section 2. Trust Indenture. The form of Trust indenture, for the issuance of the Bonds, by and between the Agency and Union Bank of California, N.A., as trustee (the "Indenture"), presented at this meeting are hereby approved and the Chairperson, the Executive Director/Secretary or the Treasurer is and each of them are hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute, acknowledge and deliver the Indenture in substantially the forms presented at this meeting with such changes therein as the officers executing the same may approve, such approval to be conclusively -evidenced by the execution and -delivery thereof. Section 3. Appointment of Trustee. Union Bank of California, N.A. is hereby appointed at Trustee pursuant to the Indenture, to take any and all action provided for therein to be taken by the Trustee. Section 4. Official Statement. The form of Preliminary Official Statement relating to the Bonds and presented to this meeting is hereby approved. The preparation of a final official statement relating to the Bonds (the "Final Official Statement") is hereby approved and the Chairperson, the Executive Director/Secretary or the Treasurer is and each of them are hereby authorized and directed, for and in the name and on behalf of the Agency, to execute and deliver a Final Official Statement containing such changes from the Preliminary Official Statement as may be approved by the Chairperson, the Executive Director/Secretary, the Treasurer, Bond Counsel and/or the Agency Counsel, and the distribution of the Official Statement and the Final Official Statement in connection with the sale of the Bonds is hereby authorized. The Chairperson, the Executive Director/Secretary or the Treasurer is and each of them are also authorized and directed to deem the Preliminary Official Statement final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934 (the "Rule"), omitting only such information as is permitted under such Rule, and to execute an appropriate certificate stating the Agency's determination that the Preliminary Official Statement has been deemed final within the meaning of such Rule. The Executive Director/Secretary Page 2 of 5 or the Treasurer is authorized to execute such continuing disclosure obligation as may be necessary to comply with Rule 15c2-12. Section 5. Form of Bonds. The form of the Bonds as set forth in the Indenture as presented to this meeting is hereby approved and the Chairperson or the Vice Chairperson and the Secretary or any Assistant Secretary are hereby authorized and directed to execute by manual or facsimile signature, in the name and on behalf of the Agency and under its seal, such Bonds in either temporary and/or definitive form in the aggregate principal amount set forth in the Indenture and all in accordance with the terms and provisions of the Indentures. Section 6. Sale of the Bonds. The Agency hereby authorizes the sale of the Bonds to the Authority for concurrent resale by the Authority to the Underwriter pursuant to and in accordance with the Purchase Contract in substantially the form on file with the Secretary together with any additions thereto or changes therein approved by the Executive Director, including any modifications necessary to implement the private placement of all or a portion of the Bonds and the payment of allocable placement agency fees, and the execution thereof shall be conclusive evidence of such approval. The Agency hereby delegates to the Executive Director (or his written designee) the authority to accept an offer from the Underwriter to purchase the Bonds from the Authority and to execute the Purchase Contract for and in the name and on behalf of the Agency; provided, however, that the stated average annual interest rate payable with respect to the Bonds shall not exceed six percent (6.000%) per annurn, and the purchase price paid by the Underwriter for the purchase of each series of the Bonds shall be not less than Ninety Eight and Seven Hundred Twenty Fifths percent (98.725%) of the par amount thereof, excluding any original issue discount on the Bonds. In addition to the foregoing, the Agency hereby approves such changes to the Purchase Contract as the Executive Director shall deem necessary, desirable or appropriate to provide for the direct purchase of all or a portion of the Bonds by Fannie Mae or other institutional purchaser that is precluded by its charter or otherwise from purchasing Bonds through the Underwriter. Section 7. Section 7. Credit Rating and Bond Insurance Expenses. The Agency staff and its consultants for the Bonds are hereby authorized and directed to make application to one or more credit rating agencies for assignment of a credit rating to the Bonds or to one or more insurance companies for bond insurance with respect to the Bonds, or both (as the Financing Consultant shall recommend), and the Agency shall pay expenses incident to any such applications or shall reimburse the Financing Consultant for any advance of such expenses, such reimbursement to be made to the Financing Consultant not more than thirty (30) days following the date of any such advance (all expenses ultimately to be reimbursed to the Agency from the proceeds of the Bonds). Section S. Escrow Agreement. The refunding of the 1993 Bonds is hereby approved together with the form of Escrow Deposit and Trust Agreement, presented to this meeting, by and between the Agency and Union Bank of California, N.A., as escrow bank, and the Chairperson, the Executive Director/Secretary, or the Page 3 of 5 Finance Director is and each of them are hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute, acknowledge and deliver the Escrow Deposit and Trust Agreement in substantially the form presented at this meeting with such changes therein as the officers executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 9. Official Action. The Chairperson, the Vice -Chairperson, er on, the Executive Director, Assistant Executive Director. the Agency Treasurer, the Secretary, the Assistant Secretary, the Agency General Counsel and any and all other officers 0€ the Agency are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, including, without limitation, requisitions for the payment of costs of issuance of the Bonds, agreements, including, without limitation, agreements providing for investment of proceeds of the Bonds, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the issuance, sale and deilvery of the Bonds. Any officer of the Agency herein authorized or directed to take any action may designate another officer of the Agency to take such action on his or her behalf, such designation to be approved or ratified in writing with respect to the taking of the applicable action. Section 10. Effective Date. This Re -solution shall take effect immediately upon adoption. PASSED, APPROVED- and ADOPTED at a regular meeting of the Redevelopment Agency of the City of San Jacinto on this 5th day of May, 2005, by the following vote: Ayes: Ayres, Ritchie, Shaw, Buydos Nays: None Absent: Stubblefield Abstain: None REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO By: 4� Chris Carlson Buydos, Chairperson ATTEST: /11 D4othy L. C '. uinard, Secretary Redevelopmvlt Agency of the City of San Jacinto Page 4 of 5 APPROVED AS TO FORM BEST BEST & k ER LLP __,G4ty'Attorney CERTIFICATION 1, Dorothy L. Chouinard, Secretary of the Redevelopment Agency of the City Of San Jacinto, California, DO HEREBY CERTIFY that the foregoing Resolution No. RDA 005-01 was adopted at the regular meeting of the Redevelopment Agency of the City of San Jacinto, held on this51h day of May, 2005. REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO D4tfiy L. Chov' ard, Agency Secretary Page 5 of 5