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HomeMy WebLinkAboutReso CIFA 01-2006 RESOLUTION NO. CIFA 01-2006 CAPITAL IMPROVEMENTS FINANCING AUTHORITY CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA RESOLUTION AUTHORIZING THE PURCHASE AND SALE OF TAX ALLOCATION BONDS RELATING TO THE MERGED PROJECT AREA IN THE AGGREGATE MAXIMUM PRINCIPAL AMOUNT OF $80,000,000, APPROVING RELATED DOCUMENTS AND AUTHORIZING OFFICIAL ACTIONS WHEREAS, the City of South San Francisco (the "City") and the Redeveloplnent Agency of the City of South San Francisco (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreelnent establishing the City of South San Francisco Capital I1nprovelnents Financing Authority (the "Authority") for the purpose, among others, of purchasing bonds issued by the Agency for financing and refinancing public capital ilnprovements, whenever there are significant public benefits, as detennined by the Agency, pursuant to the provisions of Article 4 (comlnencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of Cali fomi a (the "Act"); and WHEREAS, pursuant to the Act, the Authority is further authorized to sell bonds so purchased to public or private purchasers at public or negotiated sale; and WHEREAS, the Agency has previously adopted redeveloPlnent plans for the Gateway, El Cmnino Corridor, Downtown/Central and U.S. Steel/Shearwater Project Areas (the "Constituent Project Areas"); and WHEREAS, effective June 30, 2005, the Agency caused the Constituent Project Areas to be fiscally merged, as pennitted by the Redeveloplnent Law, such areas, subsequent to such fiscallnerger, being referred to herein as the "Merged Project Area"; WHEREAS, in order to finance various redeveloplnent projects in the Downtown/Central Redeveloplnent Project Area, the Agency issued its $11,590,000 aggregate principal amount of Redevelopment Agency of the City of South San Francisco Downtown/Central Redeveloplnent Project 1997 Tax Allocation Bonds (the "1997 Downtown/Central Bonds"); and WHEREAS, in order to finance various redevelopment projects in the Gateway Redeveloplnent Project Area, the Agency issued its $28,045,000 aggregate principal amount of Redeveloplnent Agency of the City of South San Francisco 1999 Tax Allocation Bonds, Series A (Gateway Redevelopment Project) (the "1999 Gateway Bonds"); and WHEREAS, in order to provide funds to purchase the 1999 Gateway Bonds, as well as the Agency's $3,675,000 1999 Tax Allocation Bonds, Series B (the "1999 Agency Housing Set- Aside Bonds"), the Authority issued its $31,720,000 1999 Revenue Bonds, Series A (South San Francisco Redeveloplnent Projects) (the "1999 Authority Bonds") pursuant to an Indenture of Trust (the "1999 Authority Indenture"), dated as of February 1, 1999, between the Authority and The Bank of New York Trust Company, N.A., as successor to U.S. Bank National Association (the "1999 Trustee"); and WHEREAS, $28,045,000 of the proceeds of the 1999 Authority Bonds were used to purchase the 1999 Gateway Bonds, and $3,675,000 of the proceeds of the 1999 Authority Bonds were used to purchase the Agency's 1999 Housing Set-Aside Bonds; and WHEREAS, attached as Exhibit B to the 1999 Authority Indenture is the mnortization schedule for the 1999 Gateway Bonds and the 1999 Housing Set-Aside Bonds, and the 1999 Authority Bonds shown as Inaturing (or subject to Inandatory redelnption) under the colulnn "Gateway Bonds" in said Exhibit B are referred to herein as the "Refunded 1999 Authority Bonds"; WHEREAS, the Agency has detennined to refund and defease the 1997 Downtown/Central Bonds and the 1999 Gateway Bonds, but not the 1999 Housing Set-Aside Bonds; and WHEREAS, the refunding and defeasance of the 1999 Gateway Bonds will refund and defease the Refunded 1999 Authority Bonds; and WHEREAS, the 1999 Gateway Bonds and the Refunded 1999 Authority Bonds are referred to herein as the "Prior Gateway Bonds", and the Prior Gateway Bonds and the 1997 Downtown/Central Bonds are referred to herein as the "Prior Bonds"; and WHEREAS, the Agency has found and declared that it is necessary, essential and a public purpose for the Agency to issue a series of tax allocation revenue bonds of the Agency, designated "Merged Redevelopment Tax Allocation Revenue Bonds, Series 2006A" (the "Bonds") to refund the Prior Bonds, and to finance various redevelopment activities in the Merged Project Area in the City of South San Francisco (the "City"); and WHEREAS, the Board of Directors (the "Board") of the Authority has duly considered such transactions and wishes at this time to authorize proceedings for the purchase and sale of the Bonds, and to approve an Escrow Deposit and Trust Agreelnent relating to the refunding and defeasance of the Prior Gateway Bonds, in the public interests of the Authority; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of South San Francisco Capitall1nprovelnents Financing Authority as follows: Section 1. The foregoing recitals are true and correct and this Authority so finds and detennines. Section 2. Sale of Bonds. The Authority hereby approves the purchase and sale of the Bonds by negotiation with Citigroup Global Markets Inc. (the "Underwriter"). The Bond Purchase Agreelnent, by and mnong the Authority, the Underwriter and the Agency, pursuant to which the Agency agrees to sell the Bonds to the Authority, for re-sale to the Underwriter, and the Underwriter agrees to purchase the Bonds from the Authority, are hereby approved, and the Chainnan, the Treasurer and the Executive Director are hereby separately authorized and directed to execute said doculnents, with such changes, insertions and olnissions as may be approved by such official, so long as: the aggregate principal amount of the Bonds does not exceed $80,000,000; so long as the average interest rate on the Bonds does not exceed 5.5% per annum; and so long as the Underwriter's discount (exclusive of original issue discount) on the Bonds does not exceed .50/0 Section 3. Approval of Escrow Deposit and Trust Agreement. The Escrow Deposit and Trust Agreelnent (the "Escrow Agreelnent") pursuant to which the Prior Gateway Bonds are to be defeased and refunded, between the Agency, the Authority and The Bank of New York Trust Company, N.A., as escrow bank (the "Escrow Bank") in the fonn presented to this meeting, is hereby approved. The Chair and the Executive Director (the "Designated Officers") are, and each of theln acting alone is, hereby authorized and directed, for and in the nmne and on behalf of the Agency, to execute and deliver the Escrow Agreelnent, and the Secretary is hereby authorized and directed, for and in the nmne and on behalf of the Authority, to attest the Designated Officer's signature to the Escrow Agreelnent, in said form, together with such additions thereto or changes therein as are recOlnmended or approved by the Designated Officer, upon consultation with bond counsel to the Authority. The approval of such additions or changes shall be conclusively evidenced by the execution and delivery by the Authority of the Escrow Agreelnent. Section 4. This resolution shall take effect froln and after its adoption. * * * * * I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Board of Directors of the City of South San Francisco Capital I1nprovements Financing Authority at a speciallneeting held on the 22nd day of February 2006 by the following vote: AYES: Boardlnelnbers Mark N. Addiego. Pedro Gonzalez and Karyl Matsulnoto. Vice Chainnan Richard A. Garbarino and Chairman Joseph A. Femekes NOES: ABSTAIN: ABSENT: