HomeMy WebLinkAboutRES NO 077-15RESOLUTION NO. 0 7 7- 15
RESOLUTION OF THE CITY OF BAKERSFIELD AUTHORIZING
ISSUANCE OF LIMITED OBLIGATION REFUNDING BONDS,
REASSESSMENT DISTRICT NO. 15 -1 (CONSOLIDATED REASSESSMENT
DISTRICT), SERIES 2015A AND SERIES 2015B (FEDERALLY TAXABLE);
APPROVING A BOND PURCHASE CONTRACT; APPROVING AN
OFFICIAL STATEMENT; AUTHORIZING THE EXECUTION OF THE
BONDS; APPROVING A FISCAL AGENT AGREEMENT; APPROVING A
REFUNDING ESCROW AGREEMENT; APPROVING A CONTINUING
DISCLOSURE CERTIFICATE; AND AUTHORIZING RELATED ACTIONS
AND THE EXECUTION OF RELATED DOCUMENTS WITH RESPECT TO
THE ISSUANCE AND SALE OF THE BONDS
WHEREAS, the City Council (the "Council ") of the City of Bakersfield (the "City "), by
proceedings duly had and taken, previously provided for the issuance of the following bonds
(hereinafter referred to as the "Prior Bonds "):
1) City of Bakersfield Assessment District No. 04 -1 (Countryside /The Homestead/
Cherry Hill /Olive Park III) Limited Obligation Improvement Bonds, in the
original principal amount of $4,195,000, dated February 9, 2005, currently
outstanding in the principal amount of $2,245,000; and
2) City of Bakersfield Assessment District No. 04 -2 (Brighton Parks /Brighton
Village/ Stockdale at Allen Commercial /Cherry Hill 1I) Limited Obligation
Improvement Bonds in the original principal amount of $4,915,000, dated July
13, 2005, currently outstanding in the principal amount of $2,605,000; and
3) City of Bakersfield Assessment District No. 04 -3 (Solera/Rio Vista) Limited
Obligation Improvement Bonds (Taxable) in the original principal amount of
$3,380,000, dated June 28, 2005, currently outstanding in the principal amount of
$2,075,000; and
4) City of Bakersfield Assessment District No. 05 -3 (Liberty II/Village
Green/Tesoro- Encanto /Lin/Rider /Diamond Ridge) Limited Obligation
Improvement Bonds in the original principal amount of $8,705,000, dated
March 2, 2006, currently outstanding in the principal amount of $4,410,000; and
5) City of Bakersfield Assessment District No. 06 -1 (Etcheverry /Lin II/University
Park) Limited Obligation Improvement Bonds in the original principal amount of
$5,010,000, dated May 2, 2007, currently outstanding in the principal amount of
$3,520,000; and
WHEREAS, the Council has determined to issue refunding bonds in two separate series
(the "Refunding Bonds" as defined herein) pursuant to the conditions and terms of the Refunding
Bond Act of 1984 for 1915 Improvement Act Bonds (being Division 11.5 of the California
Streets and Highways Code) (the "Refunding Act ") for the purpose of refunding the umnatured
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portions of the Prior Bonds and to provide for the levy and collection of reassessments as
security for the Refunding Bonds;
WHEREAS, the Council referred the matter of the refunding of the Prior Bonds and the
levy and collection of reassessments as security for the Refunding Bonds to Koppel & Gruber
Public Finance, civil engineers (the "Reassessment Engineer "), as the reassessment engineer in
these proceedings, and directed the Reassessment Engineer to prepare and file with the City
Clerk a report in writing containing the matters specified in Section 9523 of the California
Streets and Highways Code;
WHEREAS, the Reassessment Engineer has prepared and filed with the City Clerk a
report in writing (the "Report") containing the matters required by Section 9523 of the California
Streets and Highways Code, and the Report was presented by the City Clerk to the Council for
consideration;
WHEREAS, the Report was carefully considered and reviewed by the Council, and the
Council was fully advised in the matter, and on the basis of the review the Council found and
determined that all of the conditions in connection with the issuance of the Refunding Bonds
specified in Section 9525 of the California Streets and Highways Code were satisfied;
WHEREAS, the Report was thereafter adopted, approved and confirmed by the Council,
and the reassessments as contained therein were thereby confirmed and levied;
WHEREAS, in furtherance of implementing the refunding, there has been filed with the
City Clerk for consideration and approval by the Council a form of Fiscal Agent Agreement (the
"Fiscal Agent Agreement ") under the terms of which the City of Bakersfield Limited Obligation
Refunding Bonds, Reassessment District No. 15 -1 (Consolidated Reassessment District), Series
2015A (the "Series A Bonds ") and Series 2015B (Federally Taxable) (the "Series B Bonds" and
together with the Series A Bonds, the "Refunding Bonds "), are to be issued;
WHEREAS, the Council has determined that a negotiated sale of the Refunding Bonds
under the Refunding Act would result in a lower overall cost to the City on the Refunding Bonds.
WHEREAS, the City has determined to negotiate the price for the purchase of the
Refunding Bonds with Stifel, Nicolaus & Company, Inc. as underwriter (the "Underwriter "), and
a form of Bond Purchase Contract (the "Bond Purchase Contract ") is on file with the City Clerk
and is presented to this meeting;
WHEREAS, in connection with implementation of the issuance and sale of the
Refunding Bonds, there has been filed with the City Clerk for consideration and approval by the
Council a form of official statement (the "Official Statement "), describing the proposed issuance
and sale of the Refunding Bonds;
WHEREAS, in furtherance of implementing the refunding, there has been filed with the
City Clerk for consideration and approval by the Council a form of Refunding Escrow
Agreement (the "Refunding Escrow Agreement ") under the terms of which the Prior Bonds are
to be redeemed;
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WHEREAS, in order to facilitate the sale of the Refunding Bonds, the City will provide
the Underwriter with a continuing disclosure certificate (the "Continuing Disclosure
Certificate "), the form of which is now on file with the City Clerk;
WHEREAS, the Council is fully advised in this matter.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL, AS FOLLOWS:
Section 1. The City Council finds and determines that the foregoing recitals are true
and correct.
Section 2. The Council has reviewed all proceedings heretofore taken relative to the
foregoing and hereby finds and determines, 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 Refunding Act as hereinafter authorized and provided do exist, have happened and
have been performed in due time, form and manner as required by the Act and all other
applicable laws, and the City is now authorized pursuant to each and every requirement of law to
authorize the issuance of the Refunding Bonds.
Section 3. The Series A Bonds in aggregate principal amount not to exceed
$12,550,000 and the Series B Bonds in aggregate principal amount not to exceed $1,940,000
shall be issued upon and shall represent and shall be secured by the reassessments, in accordance
with the provisions of the Refunding Act, to provide means, along with other available funds, 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
Bakersfield Limited Obligation Refunding Bonds, Reassessment District No. 15 -1 (Consolidated
Reassessment District), Series 2015A" and "City of Bakersfield Limited Obligation Refunding
Bonds, Reassessment District No. 15 -1 (Consolidated Reassessment District), Series 2015B
(Federally Taxable)." The net proceeds of the Refunding Bonds, along with other available
funds, shall be used to defease and redeem the Prior Bonds for cancellation.
Section 4. The costs of issuing the Refunding Bonds set forth in the Reassessment
Report approved by the Council today are designated and approved within the meaning of
California Streets and Highways Code Section 9600.
Section 5. The Bond Purchase Contract providing for the sale of the Refunding
Bonds, in the form submitted by the Underwriter and now on file with the City Clerk, is hereby
approved, and the Finance Director or any Authorized Representative (used herein as defined in
the Fiscal Agent Agreement) is authorized to execute and deliver the Bond Purchase Contract on
behalf of the City in substantially the form now on file with the City Clerk, with such changes as
the Finance Director or any Authorized Representative may require or approve after consultation
with the City Attorney and Bond Counsel in the interest of the City, for the sale of the Refunding
Bonds to the Underwriter at the purchase price to be set forth in the Bond Purchase Contract,
upon the terms and conditions set forth in the Bond Purchase Contract; provided, that the Series
A Bonds shall be sold at a true interest cost not to exceed four per cent (4.0 %) per annum, the
Series B Bonds shall be sold at a true interest cost not to exceed five and one half percent (5.0 %)
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per annum, and an underwriter's discount on the Refunding Bonds (exclusive of original issue
discount) not in excess of one and one quarter per cent (1.25 %) of the principal amount thereof.
Section 6. The form of Official Statement in preliminary form relating to the
issuance and sale of the Refunding Bonds, distributed to the Council prior to this meeting and on
file with the City Clerk, is hereby approved, with such changes as the Finance Director or any
Authorized Representative shall approve, and the Finance Director or any Authorized
Representative is hereby authorized and directed to approve the distribution of the Official
Statement in preliminary form when he is satisfied with it and to certify on behalf of the City that
the Official Statement in preliminary form has been "deemed final" by the City, except for
certain final pricing and related information pursuant to Rule 15c2 -12 of the Securities and
Exchange Commission; and the Finance Director or any Authorized Representative is hereby
authorized and directed, for and in the name and on behalf of the City, to execute and deliver to
the Underwriter the Official Statement in final form, with such changes as the Finance Director
or any Authorized Representative may require or approve after consultation with the City
Attorney and Bond Counsel in the interest of the City, such approval to be conclusively
evidenced by the execution and delivery thereof.
Section 7. The Finance Director and the City Clerk are hereby authorized and
directed, respectively, as such officers, to execute manually or in facsimile each of the Refunding
Bonds on behalf of the City, and the City Clerk is hereby authorized and directed to affix
manually or in facsimile 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 these 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 just as if the officer had remained in office
until the delivery of the Refunding Bonds.
Section 8. The form of Fiscal Agent Agreement by and between the City and U.S.
Bank National Association, as Fiscal Agent, submitted to this meeting and on file with the City
Clerk, is hereby approved. The Finance Director or any Authorized Representative is hereby
authorized and directed to execute and deliver the Fiscal Agent Agreement in substantially the
form on file with the City Clerk, with such changes, additions or deletions as the Finance
Director or the Authorized Representative may require or approve after consultation with the
City Attorney and Bond Counsel in the interest of the City, such approval to be conclusively
evidenced by such execution and delivery.
Section 9. The form of Refunding Escrow Agreement by and between the City and
U.S. Bank National Association, as Escrow Agent, submitted to this meeting and on file with the
City Clerk, is hereby approved. The Finance Director or any Authorized Representative is
hereby authorized and directed to execute and deliver the Refunding Escrow Agreement in
substantially the form on file with the City Clerk, with such changes, additions or deletions as the
Finance Director or the Authorized Representative may require or approve after consultation
with the City Attorney and Bond Counsel in the interest of the City, such approval to be
conclusively evidenced by such execution and delivery.
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Section 10. The form of Continuing Disclosure Certificate on file with the City Clerk
is hereby approved. The Finance Director or any Authorized Representative is hereby authorized
and directed to execute and deliver the Continuing Disclosure Certificate in substantially the
form on file with the City Clerk, with such changes, additions or deletions as the Finance
Director or the Authorized Representative may require or approve after consultation with the
City Attorney and Bond Counsel in the interest of the City, such approval to be conclusively
evidenced by such execution and delivery.
Section 11. The City Manager, Finance Director, Superintendent of Streets (being the
Director of Public Works of the City), City Attorney, City Clerk and any and all other officers,
agents and employees of the City are hereby authorized and directed to take any and all actions
and execute and deliver any and all documents necessary or convenient to accomplish the
purposes of this Resolution.
Section 12. This resolution shall take effect immediately upon its adoption.
[SIGNATURE PAGE FOLLOWS]
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I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the
Council of the City of Bakersfield at a regular meeting thereof held June 3, 2015, by the
following vote:
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NOES: COUNCIL MEMBER NQYL
ABSTAIN: COUNCIL MEMBER NOW—
ABSENT: COUNCIL MEMBER WDN.,
ROBERTA GAFFORD, C
CITY CLERK AND EX OF ICIO of the
Council of the City of Bakersfield
Mayor
APPROVED AS TO FORM:
VIRGINIA GENNARO
City Attorney
By
JOSHUA H. RUDNICK
Deputy City Attorney
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