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HomeMy WebLinkAboutRES NO 126-05 RESOLUTION NO. "1 2 6 - 0 5 RESOLUTION APPROVING FORM AND SUBSTANCE OF PRELIMINARY OFFICIAL STATEMENT AND BOND PURCHASE CONTRACT, AUTHORIZING MODIFICATIONS THERETO, AUTHORIZING EXECUTION THEREOF, AND AUTHORIZING RELATED DOCUMENTS AND ACTIONS CITY OF BAKERSFIELD ASSESSMENT DISTRICT NO. 04-2 (BRIGHTON P ARKSIBRlGHTON VILLAGE/ STOCKDALE AT ALLEN COMMERCIAL/CHERRY HILL II) WHEREAS, in conneclion with the proposed issuance, sale and delivery of the City of Bakersfield, Limited Obligation Improvement Bonds, Assessment District No. 04-2 (Brighton Parks/Brighton Village/Stockdale at Allen Commercial/Cherry Hill II) (the "Bonds"), the City of Bakersfield (lhe "City") has retained Pillsbury Winthrop Shaw Piltman LLP as Disclosure Counsel ("Disclosure Counsel"), 10 assist the City in lhe preparation of a Preliminary Official Statement for use and dislribution by RBC Dain Rauscher, as Underwriter of the Bonds (the "Underwriter") in connection wilh issuance, sale and distribution ofthe Bonds to the public; and WHEREAS, Disclosure Counsel has filed with the City Clerk of the City (the "City Clerk") a proposed Preliminary Official Statement (the "Preliminary Official Statement"), and lhis City Council hereby finds and delermines that it is in the public interest and for the public benefit that the Preliminary Official Statement be approved; and WHEREAS, Disclosure Counsel has also prepared and filed with the City Clerk a proposed Bond Purchase Conlract, which has been reviewed and approved as to form by Orrick, Herrington & Sutcliffe LLP, Bond Counsel to lhe City for lhe Bonds. DOCSSFI:817864.! 40213-34 SS4 '< "6Aki.-..ç, o \P >- ~, 1-- rn Õ !; CRIC~¡Þ.l NOW, THEREFORE, THE CITY COUNCIL HEREBY FINDS, DETERMINES AND RESOLVES as follows: SECTION 1. APPROVAL OF PRELIMINARY OFFICIAL STATEMENT. This City Council hereby approves the Preliminary Official Statement, and in connection therewith, hereby finds, determines and declares (1) that the facts contained in the Preliminary Official Statement as presented on the dale hereof are true and correct in all malerial respects and (2) that the 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 Preliminary Official Stalement shall be deemed "nearly final" for purposes of compliance with U.S. Securities and Exchange Commission Rule l5c(2)-12, and the Finance Director of the City (the "Finance Director") is hereby authorized, upon request of the Underwriter, to execute and deliver a certificate respecting such finality along with the Preliminary Official Slatement. This City Council hereby authorizes the making of corrections to or additions to the Preliminary Official Slalement by supplement or amendment thereto or by appropriate insertions into the Preliminary Official Statement. The Underwriter is authorized to distribute the Preliminary Official Statement in connection with its offering of the Bonds to the public, leading to the sale of the Bonds to the Underwriter, as evidenced by execution ofthe Bond Purchase Contract. SECTION 2. EXECUTION AND DISTRIBUTION OF OFFICIAL STATEMENT AUTHORIZED. This City Council hereby authorizes the Finance Direclor 10 execule the Official Statement to be substantially derived from the Preliminary Official~ ,?:~I{I::<> J !~P r -\Ï r-:: in \,':'> t" ORiUNAt' DOCSSF1 :817864.1 40213-34 SS4 2 Statement. The Underwriter is authorized to distribute the Official Statement in connection with its offering or reoffering of the Bonds to the public. This City Council hereby authorizes the preparation of an Official Statement to be subslantially derived from the Preliminary Official Statement. SECTION 3. BOND PURCHASE CONTRACT APPROVED. The proposed Bond Purchase Contract is hereby approved as to form and substance, and once Schedule I thereto has been completed to the satisfaction of the Finance Direclor, the Finance Director is hereby authorized to execute the same. The Finance Director is further authorized to approve changes and modifications to said Bond Purchase Contract prior to execution, which approval shall be conclusively demonstrated by execution thereof by the Finance Director; provided that (1) the principal amounl of lhe Bonds shall not exceed $5,045,000, (2) the average coupon interesl rate (exclusive of bond discount) shall not exceed seven percent (7.00%) per annum, and (3) the bond discount shall not exceed two percent (2.0%) of the principal amount of the Bonds. SECTION 4. AUTHORIZATION FOR RELATED ACTIONS. Any appropriate officer, employee or representative of the City is hereby authorized to take any action and to execute and deliver any documenl reasonably required 10 accomplish the issuance, sale and delivery ofthe Bonds. * * * DOCSSFL817864.1 40213-34 SS4 3 <¡,II.K,<:;ç, ~ <I' , -<' )-. - ~~-: g"! ;) \J ,·_·,nt- 0, ;.. I HEREBY CERTIFY lhal the foregoing resolution was passed and adopted by the Council of the Cily of Bakersfield at a regular meeting thereof held on June 8, 2005, by the following vole: v v v" v v v CARSON, BENHAM, MAGGARD, COUCH, HANSON, SULLIVAN, SCRIVNER 6 YEs.) NOES: ABSTAIN: Q~EN'SJ COUNCILMEMBER COUNCILMEMBER COUNCILMEMBER COUNCILMEMBER ~~ 'S-\,~ n~ Cily Clerk and Ex Officio Clerk of the Council ofthe Cily of Bakersfield . HARVEY L. HALL, MAYOR APPROVED AS TO FORM: ORRICK, HERRINGTON & SUTCLIFFE LLP Bond Counsel By COUNTERSIGNED: VIRGINIA GENNARO City Attorney By/~ÌJ1'~ 'ôA/í ' " . f:/) C) ú' :;.-. --f\ f-_u_ ñ1 ;::) r~ CRIC:~'AI(:;, DOCSSFL8I7864.1 40213-34 SS4 4