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HomeMy WebLinkAboutRES NO 052-12RESOLUTION NO. 052- 1 2 RESOLUTION OF THE CITY OF BAKERSFIELD TO APPROVE THE FORM AND SUBSTANCE OF A REIMBURSEMENT AGREEMENT WITH CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY (CSCDA) FOR DISTRICT FORMATION AND DECLARING ITS PRELIMINARY INTENTION TO REFUND SPECIFIED LIMITED OBLIGATION BONDS, AND APPOINTING AN UNDERWRITER AND BOND COUNSEL, AND AUTHORIZING STAFF TO WORK WITH CSCDA TO HIRE A REASSESSMENT ENGINEER TO PREPARE A REPORT THEREON WHEREAS, the California Statewide Communities Development Authority (the "Authority ") has established a public financing program known as the "Statewide Community Infrastructure Program," or "SCIP," for the purpose of providing public financing for certain authorized public improvements ( "Improvements ") situated within a city or county which has taken action to become a participant in SCIP; WHEREAS, the City of Bakersfield (the "City ") has previously issued the bonds listed on the attached Exhibit A (the "Prior Bonds ") pursuant to the Improvement Bond Act of 1915 (Sections 9500 and following, California Streets and Highways Code); WHEREAS, pursuant to SCIP, the City has applied to the Authority for the assistance in the refunding of the Prior Bonds and the City intends (a) to initiate proceedings for the establishment of a reassessment district, presently expected to be known as "City of Bakersfield Reassessment District No. 12 -01" ( "AD No. 12 -01 "), and (b) to issue and sell limited obligation improvement bonds of the City to the Authority (the "Reassessment Bonds "), pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds (being Division 11.5 of the California Streets and Highways Code) (the "Refunding Act ") upon the security of the special reassessments levied and recorded as a lien against the real property within AD No. 12 -01; WHEREAS, the City Council has determined, preliminarily, to proceed with such refunding, provided that it can be accomplished without notice and hearing on the basis of the three conditions prescribed by Section 9525 of the Refunding Act, with satisfaction of such conditions being evidenced by the written report to be prepared and submitted in conformity with Sections 9523 and 9524 of the Refunding Act; WHEREAS, the Authority is authorized under the provisions of Article 4, Chapter 5, Division 7, Title 1 of the California Government Code to issue its bonds for the purpose of purchasing various local obligations issued by certain local agencies, and the Authority intends to issue bonds (the "Authority Bonds ") to provide funds to purchase the Reassessment Bonds; WHEREAS, the City intends to hire the Authority as its agent to administer AD No. 12- 01; WHEREAS, a form of Reimbursement Agreement between the Authority and the City is on file with the City Clerk and presented to this meeting; and OHSUSA 750812540.1 �g NKF9 o sT t-- r- U O ORIGINAL. NOW, THEREFORE, BY IT RESOLVED by the City as follows: Section 1. The foregoing recitals are true and correct, and the City so finds and determines. Section 2. The City Council hereby preliminarily determines that the public interest and necessity require the refunding of the Prior Bonds and to levy and collect reassessments as security for the Reassessment Bonds under and pursuant to the Refunding Act. Section 3. The form of Reimbursement Agreement is hereby approved. The Mayor, the City Manager, and the Finance Director are each, jointly and severally, hereby authorized and directed to execute and deliver the Reimbursement Agreement, with any changes therein as may be necessary after consultation with counsel to the City, such approval to be conclusively evidenced by the execution and delivery of the Reimbursement Agreement. Section 4. The City Council hereby refers the matter of the proposed reftmding of the Prior Bonds and the levy and collection of reassessments as security for the Reassessment Bonds to the Authority to select and appoint a qualified engineer to prepare a report in writing containing the matters specified in Section 9523 of the Refunding Act. Such report shall show the credits on original assessments applied pursuant to Section 2 of this Resolution. Section 5. The firm of Orrick, Herrington & Sutcliffe LLP is hereby appointed bond counsel in connection with the issuance of the bonds. Section 6. The firm of RBC Capital Markets, Inc. is hereby appointed underwriter in connection with the issuance of the bonds. Section 7. This resolution shall take effect immediately upon its passage. OHSUSA:750812540.1 2 F 6 A KF9 O J, -n CJ r" L7 0 R;Gi 4 , HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the Council of the City of Bakersfield at a regular meeting thereof held on JUN n R 9019 , by the following vote: AY . COUNCIL MEMBER: SALAS, BENHAM, WEIR, COUCH, HANSON, SULLIVAN, JOHNSON NOES: COUNCIL MEMBER pMo ABSTAIN: COUNCIL MEMBER ✓V1'i�Q ABSENT: COUNCIL MEMBER i'1M2 JUN g 2 APPROVED -A By ARVEY L. HALL Mayor APPROVED AS TO FORM: VIRGINIA GENNARO City Att ey By JOSHUA RUDNIC DEPUTY CITY ATTORNEY II OHSUSA:750812540.1 3 CITY CLERK AND EX FICIO f the Council of the City of Bakersfield A KF9� 0 r b ORIGINAL EXHIBIT A PRIOR ASSESSMENT BONDS Limited Obligation Improvement Bonds of the City of Bakersfield for the following assessment districts: 1. Assessment District 96 -1 2. Assessment District 97 -1 3. Assessment District 98 -1 4. Assessment District 99 -1 5. Assessment District 99 -2 6. Assessment District 01 -1 7. Assessment District 0 1 -2 8. Assessment District 0 1 -3 9. Assessment District 02 -1 10. Assessment District 03 -1 11. Assessment District 03 -2 12. Assessment District 03 -3 ,:§g AKF9 OHSUSA:750812540.1 4 CD r d ORIGINAL CERTIFICATION OF RESOLUTION I, the undersigned, the duly appointed and qualified City Clerk of the City of Bakersfield, do hereby certify that the foregoing Resolution No. was duly adopted at a regular meeting of the City Council of the City of Bakersfield duly and regularly held at the regular meeting place thereof on the 6th day of June, 2011, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present. An agenda of said meeting was posted at least 72 hours before said meeting at , a location freely accessible to members of the public, and a brief description of said resolution appeared on said agenda. I have carefully compared the foregoing with the original minutes of said meeting on file and of record in my office, and the foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes. Said resolution has not been amended, modified or rescinded since the date of its adoption and the same is now in full force and effect. Dated: , 2012 Roberta Gafford City Clerk City of Bakersfield U111 I [Seal] OHSUSA:750812540.1 5 O� 0 AKF9� i-- m v o ORIGINAL CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY STATEWIDE COMMUNITY INFRASTRUCTURE PROGRAM CITY OF BAKERSFIELD REASSESSMENT DISTRICT NO. 12 -01 REIMBURSEMENT AGREEMENT By and Between CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY and CITY OF BAKERSFIELD Dated as of 2012 OHSUSA:750731401.3 OH &S Draft 04/26/2012 ©�gAKF9� r— m v Q ORIGINAL REIMBURSEMENT AGREEMENT City of Bakersfield Reassessment District No. 12 -01 Recitals A. The parties to this agreement are the CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY, a California joint exercise of powers authority (the "Authority "), and the CITY OF BAKERSFIELD, a charter city and municipal corporation (the "City "). B. The effective date of this agreement shall be 2012. C. The Authority has established a public financing program known as the "Statewide Community Infrastructure Program," or "SCIP," for the purpose of providing public financing for certain authorized public improvements ( "Improvements ") situated within a City or County which has taken action to become a participant in SCIP. D. The City has previously issued the bonds listed on the attached Exhibit A pursuant to the Improvement Bond Act of 1915 (Sections 9500 and following, California Streets and Highways Code). E. Pursuant to SCIP, the City has applied to the Authority for the assistance in the refunding of the Prior Assessment Bonds, and subject to the terms and conditions of this agreement, the City intends (a) to initiate proceedings for the establishment of a reassessment district, presently expected to be known as "City of Bakersfield Reassessment District No. 12 -01 " ( "AD No. 12 -01 "), and (b) to issue and sell limited obligation improvement bonds of the City to the Authority (the "Reassessment Bonds "), pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds (being Division 11.5 of the California Streets and Highways Code) upon the security of the special reassessments levied and recorded as a lien against the real property within AD No. 12 -01. F. The Authority is authorized under the provisions of Article 4, Chapter 5, Division 7, Title 1 of the California Government Code to issue its bonds for the purpose of purchasing various local obligations issued by certain local agencies, and the Authority intends to issue bonds (the "Authority Bonds ") to provide funds to purchase the Reassessment Bonds. G. The City intends to hire the Authority as its agent to administer AD No. 12 -01. H. In consideration for the mutual undertakings of the parties stated herein, the parties agree as follows. OHSUSA:750731401.3 o`` g AKF9� y _r ORIOiNAL Agreement The foregoing recitals are true and correct, and the parties expressly so acknowledge. 2. The City hereby appoints the Authority to act as its agent to administer AD No. 12 -01, and authorizes the Authority to hire or contract with any agent, administrator or reassessment engineer or staff that it deems necessary in the administration of AD No. 12 -01. The City further agrees that to the extent reassessments collected or bond proceeds are insufficient to pay the Expenses (as defined below) of administering AD No. 12 -01, the City will, upon receipt of an invoice of the Authority, promptly pay or cause to be paid to the Authority such Expenses. "Expenses" shall mean all costs of issuing the Authority Bonds and the Reassessment Bonds and all administrative costs of the Authority that are charged directly or apportioned to the administration of the Reassessment Bonds, AD No. 12 -01 and the Authority Bonds, such as salaries and wages of employees, audits, overhead and taxes (if any), legal and financial consultant fees and expenses, amounts necessary to pay to the United States of America or otherwise to satisfy requirements of the Internal Revenue Code of 1986, as amended, in order to maintain the tax - exempt status of the Bonds, and compensation, reimbursement and indemnification of any bond trustee or fiscal agent relating to the Reassessment Bonds or the Authority Bonds, together with all other reasonable and necessary costs of the Authority or charges required to be paid by it to comply with the terms of any refunding escrow agreement or the Authority Bonds or any other documentation relating thereto, or in connection with the acquisition of the Reassessment Bonds. Upon written notice from the City to the Authority the City may terminate the Authority as its agent for administration of AD No. 12 -01 and the City shall pay or cause to be paid to the Authority any Expenses to the date set for termination. 3. Upon completion of formation of AD No. 12 -01, the Authority shall proceed with all due diligence to accomplish issuance and sale of the Authority Bonds to purchase the Reassessment Bonds. Upon receipt of proceeds of sale of the Authority Bonds, the Authority shall proceed with all due diligence to accomplish the authorized purposes of AD No. 12 -01, including but not limited to reimbursement to the City for its deposit or deposits pursuant to this agreement and facilitating, on a conduit basis, the refunding of the Prior Assessment Bonds. 4. The Authority agrees to use its best efforts to accomplish a public offering and sale of the proposed Authority Bonds, it being understood that the Authority intends to accomplish such offering and sale through a negotiated sale to RBC Capital Markets, San Francisco, California (the "Underwriter "). To enable the Authority, disclosure counsel to the Authority for the Bonds ( "Disclosure Counsel ") and the Underwriter to prepare an Official Statement to be utilized in connection with the Underwriter's public offering of the proposed Authority Bonds, the City agrees to provide such financial information, development information, title reports, appraisal reports, and such other information as the Authority, Disclosure Counsel and the Underwriter may consider material in connection with preparing the Official Statement OHSUSA:750731401.3 2 �- rn O ORIGINAL and determining feasibility and structure of the proposed bond issue. Such reports and information shall be provided to the Authority, Disclosure Counsel and the Underwriter at no cost, and the actual cost and expense of the City shall be eligible for reimbursement from bond sale proceeds, provided that sufficient proceeds from the purchase of the Reassessment Bonds are available for that purpose. 5. The parties hereto acknowledge that either (a) proceedings for formation of AD No. 12 -01 or (b) following completion of formation proceedings, further proceedings for the issuance, sale and delivery of the Reassessment Bonds upon the security of the assessments levied for AD No. 12 -01, and of the Authority Bonds, may be suspended or abandoned upon receipt by the Authority of a written request from the City for such suspension or abandonment. Within fifteen (15) business days after receipt by the Authority of such a written request from the City, the Authority shall direct the Trustee to return any then unexpended moneys in the Fund to the City, without interest, less (i) any amount equal to any costs incurred by the Authority or that the Authority is otherwise obligated to pay, which costs would be subject to payment under Section 2 above but have not yet been paid by the Authority, and (ii) any costs incurred by the Authority through the date of receipt of the written request from the City. [Remainder of page intentionally left blank; signatures follow on next page] OHSUSA:750731401.3 3 gA�F9 ti. m C7 ORI GINAIr., IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed, the day and year first -above written. "CITY" "CONTRACTOR" CITY OF BAKERSFIELD CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY, a California joint exercise of powers authority Z Authorized Representative Rv- HARVEY L. HALL Mayor APPROVED AS TO FORM: VIRGINIA GENNARO City Attorney By: JOSHUA RUDNICK DEPUTY CITY ATTORNEY II Insurance: APPROVED AS TO CONTENT: CITY MANAGERS OFFICE By: ALAN TANDY, CITY MANAGER COUNTERSIGNED: M NELSON SMITH Finance Director Attachment: Exhibit A OHSU8A:750731401.3 4 o``gAKF9� r- GJ EXHIBIT A PRIOR ASSESSMENT BONDS Limited Obligation Improvement Bonds of the City of Bakersfield for the following assessment districts: 1. Assessment District 96 -1 2. Assessment District 97 -1 3. Assessment District 98 -1 4. Assessment District 99 -1 5. Assessment District 99 -2 6. Assessment District 01 -1 7. Assessment District 01 -2 8. Assessment District 0 1 -3 9. Assessment District 02 -1 10. Assessment District 03 -1 11. Assessment District 03 -2 12. Assessment District 03 -3 OHSUSA:750731401.3 P.KF9 } s-r 0RIG1NA.L