HomeMy WebLinkAboutRES NO 032-09RESOLUTION NO. 0 3 2 09
A RESOLUTION OF THE GOVERNING BOARD OF THE
BAKERSFIELD PUBLIC FINANCING AUTHORITY AUTHORIZING
THE EXECUTION AND DELIVERY OF A BOND PURCHASE
AGREEMENT BY AND AMONG THE AUTHORITY, THE
BAKERSFIELD REDEVELOPMENT AGENCY AND GEORGE K.
BAUM & COMPANY AND AUTHORIZING AND DIRECTING
ACTIONS RELATED THERETO
WHEREAS, the Bakersfield Redevelopment Agency (the "Agency") has determined to
issue its Tax Allocation Bonds, Series 2009A (Tax-Exempt - Tax Increment Revenue), Old
Town Kern-Pioneer Project (the "Series 2009A Bonds"), Series 2009B (Tax-Exempt - Tax
Increment Revenue), Southeast Bakersfield Redevelopment Project (the "Series 2009B Bonds"),
Series 2009C (Taxable - Tax Increment Revenue), Southeast Bakersfield Redevelopment Project
(the "Series 2009C Bonds"), and Series 2009D (Taxable - Housing Set-Aside Revenue) (the
"Series 2009D Bonds") (collectively, the four separate series comprising the "2009 Bonds"), in
the aggregate principal amount of not to exceed $16.5 million; and
WHEREAS, the Bakersfield Public Financing Authority (the "Authority"), acting
pursuant to Article 4, Chapter 5, Division 7, Title 1 of the California Government Code, has the
authority to purchase and resell the 2009 Bonds; and
WHEREAS, as determined by the Agency, the purchase and resale by the Authority of
the 2009 Bonds will result in significant public benefits in the form of demonstrable savings in
effective interest rates and the more efficient delivery of local agency services; and
WHEREAS, Orrick, Herrington & Sutcliffe LLP, as Bond Counsel to the Agency for the
2009 Bonds ("Bond Counsel"), has prepared and provided to the Secretary of the Authority (the
"Secretary") and the Secretary has provided each of the members of this Governing Board (this
"Board") with a copy of a proposed form of Bond Purchase Agreement (the "Bond Purchase
Agreement"), among the Authority, the Agency and George K. Baum & Company (the
"Underwriter"), providing the terms and conditions of the purchase of the 2009 Bonds by the
Authority from the Agency for resale to the Underwriter; and
WHEREAS, this Board wishes by this resolution to approve the form and substance of
the Bond Purchase Agreement, to authorize changes thereto as determined to be appropriate by
the Executive Director of the Authority (the "Executive Director"), in consultation with Bond
Counsel, and to authorize the execution and delivery thereof on behalf of the Authority;
NOW, THEREFORE, BE IT RESOLVED by the Governing Board of the Bakersfield
Public Financing Authority, as follows:
Section 1. The foregoing recitals are true and correct, and this Board hereby so finds and
determines.
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Section 2. The form of Bond Purchase Agreement on file with the Secretary and
presented to this meeting is hereby approved. The Executive Director is hereby authorized and
directed to execute and deliver the Bond Purchase Agreement in substantially said form, with
such additions thereto or changes or insertions as the Executive Director may deem appropriate
and in the interest of the Authority, in consultation with Bond Counsel, such approval to be
conclusively evidenced by such execution and delivery; provided, however, that in no event shall
the Bond Purchase Agreement specify an aggregate principal amount of the 2009 Bonds
exceeding $16.5 million, an interest rate per annum exceeding 7.5% for the Series 2009A Bonds
and the Series 2009B Bonds, or 9.5% for the Series 2009C Bonds and the Series 2009D Bonds,
or an underwriter's discount (exclusive of original issue discount) exceeding 1.25% of the
aggregate principal amount of the 2009 Bonds.
Section 3. The Chair, General Counsel, Executive Director and Secretary of the
Authority and all other officers, agents and employees of the Authority are hereby authorized
and directed, jointly and severally, to do any and all things and to execute and deliver any and all
documents, certificates and opinions which they, or any of them, in consultation with Disclosure
Counsel, may deem necessary or advisable in order to consummate the issuance, sale and
delivery of the 2009 Bonds as contemplated in the Bond Purchase Agreement, and any such
actions previously taken by the aforementioned officers are hereby ratified, confirmed and
approved in all respects. Whenever the Chair, the General Counsel, the Executive Director or
the Secretary are authorized and directed to take any action or execute any document pursuant to
this resolution, in the absence of the Chair, the General Counsel, the Executive Director or the
Secretary, the Vice-Chair, any Deputy Counsel, any Assistant Executive Director or any
Assistant Secretary, respectively, or such other persons as shall be designated by further action of
this Board shall also be authorized to take such actions or execute such documents.
Section 4. This resolution shall take effect from and after its adoption.
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I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the
Bakersfield Public Financing Authority at a regular meeting thereof held on April 1, 2009, by the
following vote:
AY
NOES:
ABSTAIN
ABSENT:
BOARD MEMBER yw SjW,m Sc*- I Vne*-
BOARD MEMBER
BOARD MEMBER Yw'Y~--
BOARD MEMBER (.O U C--
PAMELA A. McCARTHY C
SECRETARY of the Bakersfield
Public Financing Authority
APPROVED:
0
HARVEY HALL
CHAIRPERSON /
BAKERSFIELD PUBLIC FINANCING
AUTHORITY
APPROVED AS TO FORM:
VIRGINIA GENNARO
GENERAL COUNSEL
By: , 111-&,4 f
JOSHUA H. RUDNICK
Deputy Counsel
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