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HomeMy WebLinkAbout410 RDA_CCv0001.pdf RESOLUTION NO. 410 A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF REDLANDS APPROVING THE ISSUANCE OF ITS REDLANDS REDEVELOPMENT PROJECT AREA TAXABLE TAX ALLOCATION BONDS, SERIES 2007 A, APPROVING A SECOND SUPPLEMENT TO INDENTURE, AN OFFICIAL STATEMENT, A BOND PURCHASE AGREEMENT SETTING THE MAXIMUM FINAL TERMS OF THE SALE OF THE BONDS AND MAKING CERTAIN DETERMINATIONS RELATING THERETO WHEREAS, the Redevelopment Agency of the City of Redlands (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 Section 33000 and following 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, on September 26, 1972, the City Council of the City of Redlands adopted Ordinance No. 1500, approving a Redevelopment Plan for a redevelopment project known as the Redlands Redevelopment Project Area (the "Project"). The Redevelopment Plan for the Project, as amended, has been adopted 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 proposes to issue not to exceed $5,000,000 principal amount of its Redlands Redevelopment Project Area Taxable Tax Allocation Bonds, Taxable Series 2007 A (the "2007 Bonds"), the proceeds of which will be used to finance low and moderate income housing related to the Project, on a parity with its Redlands Redevelopment Project Tax Allocation Refunding Bonds, Series 1998A (the "1998 Bonds") and its Redlands Redevelopment Project Area Tax Allocation Bonds, Series 2003 A (the -2003 Bonds," and together with the 1998 Bonds referred to herein as the "Prior Bonds"), the repayment of which 2007 Bonds will be secured from tax increment revenues of the Project on a parity basis with the Prior Bonds; and WHEREAS, there has been presented to this meeting a form of Second Supplement to Indenture providing for the issuance of the 2007 Bonds; and WHEREAS, there has been presented to the Agency a proposed form of Official Statement describing the Bonds, to be used in, connection with the marketing thereof; and a Bond Purchase Agreement pursuant to which E. J. De La Rosa & Co. has agreed to purchase the 2007 Bonds; and WHEREAS, the Agency will use a portion of the unspent proceeds of the 2003 Bonds in the 2003 Low and Moderate Income Housing Fund to prepay and defease a portion of the 2003 1 Bonds pursuant to the terms of an Escrow Deposit and Trust Agreement, the form of which has been presented to this meeting; NOW, THEREFORE, THE REDEVELOPMENT AGENCY OF THE CITY OF REDLANDS DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: RVPU11TBAUW73]372.I Section 1. Approval of Issuance of 2007 Bonds. The issuance of not to exceed $5,000,000 in principal amount of 2007 Bonds in order to provide moneys to finance low and moderate income housing relating,to the Project is hereby authorized and approved. Section 2. Second Supplement to Indenture. The form of the Second Supplement to Indenture by and between the Agency and U.S. Bank National Association, as trustee (the "Indenture"), presented at this meeting is hereby approved and the Chairman, the Executive Director or the Finance Officer 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 form presented at this meeting with such changes therein as the officer executing the same may approve upon consultation with Agency Counsel and the Agency's financial advisor and Bond Counsel, such approval to be conclusively evidenced by the execution and delivery thereof Section 3. Appointment of Trustee. U.S. Bank National Association is hereby appointed as Trustee pursuant to the Indenture, to take any and all action provided for therein to be taken by the Trustee. Section 4. Bond Purchase Agreement. The form of Bond Purchase Agreement (the "Purchase Agreement") as presented to this meeting between the Agency and the Underwriter and the sale of the 2007 Bonds pursuant thereto upon the terms and conditions set forth herein is hereby approved, and subject to such approval and subject to the provisions of Section 6 hereof, the Chairman or any other member of the Agency or Executive Director or his designee is hereby Z-n authorized and directed to evidence the Agency's acceptance of the offer made by the Purchase Agreement by executing and delivering the Purchase Agreement in said form with such changes therein as the officer executing the same may approve and such matters as are authorized by Section 6 hereof, such approval to be conclusively evidenced by the execution and delivery thereof. Section 5. Official Statement. The form of Preliminary Official Statement relating to the 2007 Bonds and presented to this meeting is hereby approved. The preparation of a Final Official Statement relating to the 2007 Bonds is hereby approved and the Chairman, the Executive Director or the Finance Officer 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 Chairman, the Executive Director, the Finance Officer, Bond Counsel and/or the Agency Counsel, and the distribution of such Preliminary and Final Official Statements in connection with the sale of the 2007 Bonds is hereby authorized. The Chairman, the Executive Director or the Finance Officer 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 or the Finance Officer is authorized to execute a continuing disclosure agreement on behalf of the Agency as may be necessary to comply with Rule 15c2-12 of the Securities Exchange Act of 1934. Section 6. Executive Director Authorized to Establish Final Terms of Sale by Bonds. The Executive Director, based on such advice of Staff and the Agency's financial advisor as he RVPUBA-BAU` ',731372.1 2 may deem necessary, is hereby authorized and directed to act on behalf of the Agency to establish and determine (1) the final principal amount of the various maturities of the 2007 Bonds, which amount shall not exceed $5,000,000 in the aggregate for the 2007 Bonds; (ii) the final interest rates on various maturities of the 2007 Bonds, provided that such rates shall not exceed 7.00% per annum for any maturity of the 2007 Bonds; and (iii) the Underwri'ter's discount for the purchase of the 2007 Bonds, which amount shall not exceed 1.50% of the principal amount of the 2007 Bonds. Section 7. Form of 2007 Bonds. The form of the 2007 Bonds as set forth in the Indenture as presented to this meeting is hereby approved and the Chairman or the Vice Chairman 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, such 2007 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 Indenture. Section 8. Requisitions. The Executive Director or the Finance Officer is and each of them are hereby authorized and directed to execute one or more requisitions authorizing the Trustee to pay the costs of issuing the 2007 Bonds from the proceeds of the 2007 Bonds and the moneys, if any, deposited by the Agency with the Trustee for such purpose, all pursuant to the Indenture. Section 9. Rating• Bond Insurance. The Executive Director, or his designee, acting in the name of the Agency and on its behalf hereby is authorized and empowered to approve the obtaining of a rating on the 2007 Bonds from one or more nationally recognized rating agencies and/or a policy of insurance guaranteeing payment of all or a portion of the 2007 Bonds and, if available and desirable, a reserve fund surety bond to replace a cash reserve fund for the 2007 Bonds upon such terms and conditions as may be approved by the Executive Director or his designee and the Executive Director or his designee is authorized and empowered to executive any certificates or agreements that may be required by the issuer of such ratings and insurance policy or surety bond. Section 10. Escrow Agreement. The form of Escrow Deposit and Trust Agreement (the "Escrow Agreement") relating to the use of a portion of the unspent proceeds of the 2003 Bonds in the 2003 Low and Moderate Income Housing Fund for the prepayment and defeasance of a portion of the 2003 Bonds as presented at this meeting and by and between the Agency and U.S. Bank National Association, as Escrow Bank, is hereby approved and any of the Chairman, the Executive Director or the Finance Officer are hereby authorized and directed, for and in the name of and on behalf of the Agency, to execute, acknowledge, and deliver the Escrow Agreement in substantially the form presented at this meeting with such changes therein as the officer executing the same may approve, such approval to be conclusively evidenced by the execution and delivery thereof. The Agency further approves the deposit of such funds under the Escrow Agreement for the purpose of prepaying and defeasing, a portion of the 2003 Bonds. Section 11. Bond Counsel and Disclosure Counsel. The law firm of Best Best & Krieger LLP is hereby retained as Bond Counsel and Disclosure Counsel by the Agency in connection with the issuance and sale of the 2007 Bonds in accordance with the terms of the proposal letter of said firm on file with the Agency and any of the Chairman, Executive Director or Finance Officer are hereby authorized to enter into an agreement for such services by said Finn by signing the proposal letter of said finn by and on behalf of the Agency. RVPUB IMAUM',731372.1 3 Section 12. 2007 Bonds to be Issued as Taxable Bonds. Pursuant to the provisions of Chapter I I of Division 6 of Title I (commencing with Section 5900) of the Government Code of I the State of California, the Agency hereby determines that the interest payable on the 2007 Bonds will be subject to federal income taxation under the law in existence on the date of issuance of the 2007 Bonds. Section 1.3. Other Acts. The Chairman, the Vice-Chairman, the Executive Director, the Finance Officer and the Secretary of the Agency are hereby authorized and directed,jointly and severally, to do any and all things to execute and deliver any and all documents which in consultation with Staff, Bond Counsel and the Agency Counsel, they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the 2007 Bonds, or otherwise effectuate the purposes of this Resolution, and any and all. such actions previously taken by such officers or staff members are hereby ratified and confirmed. Section 14. Effective Date. This Resolution shall take effect upon adoption. ADOPTED SIGNED AND APPROVED this 7t' day of August, 2007. ATTEST:' ��arrison, dtairrnan Lorrie Poyzer, "t*y 1, Lorrie Poyzer, hereby certify that Resolution No. 410 was duly and regularly adopted by the Redevelopment Agency of the City of Redlands at a regular meeting thereof held on the 7t" day of August, 2007 by the following vote: AYES: Members Gilbreath, Gil, Gallagher, Aguilar; Chairperson Harrison NOES: None ABSENT: None ABSTAIN: None Lorrie'Poyzer, Secr!t ) 4