HomeMy WebLinkAboutReso - CC - 071-2012RESOLUTION NO. 71-2012
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
BURLINGAME APPROVING THE ISSUANCE BY THE
BURLINGAME FINANCING AUTHORITY OF NOT TO EXCEED
$14,000,000 AGGREGATE PRINCIPAL AMOUNT OF LEASE
REVENUE BONDS, SERIES 2012 TO FINANCE THE BURLINGAME
AVENUE STREETSCAPE IMPROVEMENT PROJECT;
AUTHORIZING EXECUTION AND DELIVERY OF A FACILITIES
LEASE, A FACILITIES SUBLEASE AND A BOND PURCHASE
AGREEMENT; APPROVING FORM OF OFFICIAL STATEMENT;
AND AUTHORIZING EXECUTION OF DOCUMENTS AND THE
TAKING OF ALL NECESSARY ACTIONS RELATING TO THE
REFINANCING WITH THE BURLINGAME FINANCING
AUTHORITY
WHEREAS, the City of Burlingame (the "City") and the Redevelopment Agency
of the City of Burlingame (the "Agency") have heretofore executed a Joint Exercise of Powers
Agreement, dated as of May 15, 1995 (the "Joint Powers Agreement"), by and between the City
and the Agency, which Joint Powers Agreement creates and establishes the Burlingame
Financing Authority (the "Authority"); and
WHEREAS, pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of the
Government Code of the State of California (the "Marks -Roos Local Bond Pooling Act of
1985") and the Joint Powers Agreement, the Authority is authorized to issue bonds for financing
and refinancing public capital improvements whenever there are significant public benefits to be
realized; and
WHEREAS, in accordance with Government Code Section 6586.5, the City has
published notice of a public hearing in a newspaper of general circulation and on the date hereof
held a public hearing concerning the financing of the Project by the Authority through the
issuance of the Bonds as required by Government Code Section 6586.5(a)(2); and
WHEREAS, the City desires to approve the Authority's issuance of not to exceed
$14,000,000 in aggregate principal amount of Burlingame Financing Authority Lease Revenue
Bonds, Series 2012 (the "Bonds") for the purpose of financing the Burlingame Avenue
Streetscape Improvement Project (the "Project"); and
WHEREAS, in order to the Project, the City desires to lease to the Authority
certain facilities (the "Facilities") pursuant to a facilities lease (the "Facilities Lease") between
the City and the Authority, and the City desires to lease back from the Authority the Facilities
pursuant to a facilities sublease (the "Facilities Sublease") between the Authority and the City;
and
WHEREAS, the Authority will enter into a Bond Purchase Agreement (the "Bond
Purchase Agreement") with E. J. De La Rosa & Co. Inc. (the "Underwriter); and
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WHEREAS, there have been submitted and are on file with the City Clerk
proposed forms of the Facilities Lease, Facilities Sublease and Bond Purchase Agreement, an
Official Statement with respect to the Bonds proposed to be sold by the Authority, and a Trust
Agreement by and between the Authority and The Bank of New York Mellon Trust Company,
N.A., as trustee (the "Trust Agreement'); and
WHEREAS, the issuance of the Bonds by the Authority and the execution and
delivery of the Facilities Lease and Facilities Sublease will result in significant public benefits
through demonstrable savings in the effective interest rates and bond issuance costs, and that it
furthers the public purpose to assist in such refinancing;
NOW THEREFORE, the City Council of the City of Burlingame hereby finds,
determines, declares and resolves as follows:
Section 1. All of the recitals set forth above are true and correct, and the City
Council so finds and determines.
Section 2. The City Council hereby approves the issuance of the Bonds by the
Authority, in an aggregate principal amount not to exceed $14,000,000, to finance the
Burlingame Avenue Streetscape Improvement Project. The City Manager and Finance
Director/Treasurer of the City are hereby directed to perform the duties, if any, imposed upon
each of them by the provisions of the financing documents approved herein, including the Trust
Agreement for the Bonds, the Facilities Sublease, the Facilities Lease and the Purchase
Agreement, and the Finance Director/Treasurer of the City is hereby authorized and directed to
hold the funds and accounts created in said financing documents and directed or permitted to be
held by the City.
Section 3. The proposed form of Facilities Lease, by and between the City and
the Authority, on file with the City Clerk, is hereby approved. The City Manager and the
Finance Director/Treasurer, jointly and severally, are hereby authorized and directed, for and in
the naive and on behalf of the City, to execute and deliver a facilities lease in substantially said
form, with such changes therein as such officers may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof; provided, however, that the term
of said facilities lease shall end no later than June 1, 2042, plus an extension period of not to
exceed ten (10) years.
Section 4. The proposed form of Facilities Sublease, by and between the
Authority and City, on file with the City Clerk, is hereby approved. The City Manager and
Finance Director/Treasurer, jointly and severally, are hereby authorized and directed, for and in
the name and on behalf of the City, to execute and deliver a facilities sublease in substantially
said form, with such changes therein as such officers may require or approve, such approval to
be conclusively evidenced by the execution and delivery thereof; provided, however, that the
term of said facilities sublease shall end no later than June 1, 2042, plus an extension period of
not to exceed ten (10) years.
Section 5. The proposed form of Bond Purchase Agreement, by and among the
Underwriter, the Authority and the City, on file with the City Clerk, is hereby approved. The
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City Manager and the Finance Director/Treasurer, jointly and severally, or any such officer's
designee, are each hereby authorized and directed, on behalf of the City, to execute and deliver a
bond purchase contract in substantially said form, with such changes therein as such officer may
require or approve, such approval to be conclusively evidenced by the execution and delivery
thereof; provided, however, the underwriting discount (not including original issue discount)
shall not exceed one and six -tenths percent (1.61/o) of the aggregate principal amount of the
Bonds.
Section 6. The proposed form of Official Statement relating to the Bonds (the
"Official Statement"), on file with the City Clerk, is hereby approved. The City Manager and the
Finance Director/Treasurer, jointly and severally, are hereby authorized and directed, for and in
the name and on behalf of the City, to execute and deliver an Official Statement in substantially
said form, with such changes therein as such officer may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof The Underwriter is hereby
directed to distribute copies of the Official Statement to all actual purchasers of the Bonds.
Distribution by the Underwriter of a preliminary Official Statement relating to the Bonds is
hereby approved and the City Manager and Finance Director/Treasurer, jointly and severally, are
hereby authorized and directed, to execute a certificate confirming that the preliminary Official
Statement has been "deemed final" by the City for purposes of Securities and Exchange
Commission Rule 15c2-12.
Section 7. The City Manager and Finance Director/Treasurer, jointly and
severally, are hereby authorized on behalf of the City to execute a Continuing Disclosure
Certificate containing such covenants of the City as shall be necessary to comply with the
requirements of Securities and Exchange Commission Rule 15c2-12. The City hereby covenants
and agrees that it will comply with and carry out all of the provisions of such Continuing
Disclosure Certificate.
Section 8. The officers and City Council members of the City are hereby
authorized and directed, jointly and severally, to do any and all things and to execute and deliver
any and all documents and certificates which they deem necessary or advisable in order to
consummate the execution and delivery of the documents mentioned herein and otherwise to
effectuate the purposes of this Resolution and the transactions contemplated hereby, including
but not limited to obtaining bond insurance.
Section 9. All actions heretofore taken by the officers and agents of the Council
of the City with respect to the refinancing are hereby ratified, confirmed and approved.
Section 10. This Resolution shall take effect from and after its adoption and
approval.
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I hereby certify that the foregoing is a full, true and correct copy of a resolution
duly passed and adopted by the City Council of the City of Burlingame at a regular meeting
thereof held on the 15th day of October, 2012, by the following vote of the members thereof:
AYES: COUNCILMEMBERS: BROWNRIGG, DEAL, KEIGHRAN, NAGEL
NOES: COUNCILMEMBERS: NONE
ABSENT: COUNCILMEMBERS: BAYLOCK
&,
ATTEST:
City C erk
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CLERK'S CERTIFICATE
I, Mary Ellen Kearney, City Clerk of the City of Burlingame, do hereby certify as
follows:
The foregoing resolution is a full, true and correct copy of a resolution duly
adopted by a vote of a majority of the City Council of the City of Burlingame at a regular
meeting of said Council duly and regularly and legally held at the Council Chambers, 501
Primrose Road, Burlingame, California, on October 15, 2012, of which all of such members had
due notice, as follows:
AYES: BROWNRIGG, DEAL, KEIGHRAN, NAGEL
NOES: NONE
ABSTAIN: NONE
ABSENT: BAYLOCK
An agenda of said meeting was posted at least 72 hours before said meeting at
501 Primrose Road, Burlingame, California, 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: 6444A, 1S 2012.
N`
Cit Clerk of the City of B ingame
[Seal]
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