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HomeMy WebLinkAboutReso - CC - 075-2011Attachment I. RESOLUTION NO. _2011 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING THE ISSUANCE BY THE BURLINGAME FINANCING AUTHORITY OF NOT TO EXCEED $7,500,000 AGGREGATE PRINCIPAL AMOUNT OF WATER AND WASTEWATER REVENUE REFUNDING BONDS TO REFUND WATER AND WASTEWATER REVENUE BONDS, SERIES 2003; AUTHORIZING EXECUTION AND DELIVERY OF INSTALLMENT SALE AGREEMENTS AND A BOND PURCHASE CONTRACT; APPROVING FORM OF OFFICIAL STATEMENT; AND AUTHORIZING EXECUTION OF DOCUMENTS AND THE TAKING OF ALL NECESSARY ACTIONS RELATING TO THE FINANCING 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 or refinancing public capital improvements whenever there are significant public benefits to be realized; and WHEREAS, the City desires to approve the Authority's issuance of not to exceed $7,500,000 aggregate principal amount of Burlingame Financing Authority Water and Wastewater Revenue Refunding Bonds, Series 2011 (the "Bonds") for the purpose of refunding the Authority's Water and Wastewater Revenue Bonds, Series 2003 (the "Prior Bonds"); and WHEREAS, in order to refund the Prior Bonds, the City desires to enter into an installment sale agreement (water system) and an installment sale agreement (wastewater system) (collectively, the "Installment Sale Agreements"); and WHEREAS, the Authority and City will enter into a Contract of Purchase (the "Bond Purchase Contract") with E.J. De La Rosa & Co., Inc. (the "Underwriter); and WHEREAS, there have been submitted and are on file with the City Clerk proposed forms of the Installment Sale Agreements, Bond Purchase Contract, an Official Statement with respect to the Bonds proposed to be issued by the Authority, and a Trust Agreement by and between the Authority and The Bank of New York Mellon Trust Company, N.A. (the "Trust Agreement"); and WHEREAS, the issuance of the Bonds by the Authority and the execution and delivery of the Installment Sale Agreements will result in significant public benefits through demonstrable savings in the effective interest rates and bond issuance costs expected to be paid for the Bonds, and that it furthers the public purpose to assist in such financing; :a:�y�m��wzaesyssz:� 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 $7,500,000, to refund the Prior Bonds. 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 and the Installment Sale Agreements, 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 Installment Sale Agreement (Water System) 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 name and on behalf of the City, to execute and deliver an installment sale agreement 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 installment sale agreement shall end no later than April 1, 2028 and the interest rate or rates shall not exceed a true interest cost of four and fifteen hundredths percent (4.15%) per annum. Section 4. The proposed form of Installment Sale Agreement (Wastewater System) 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 an installment sale agreement 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 installment sale agreement shall end no later than April 1, 2028 and the interest rate or rates shall not exceed a true interest cost of four and fifteen hundredths percent (4.15%) per annum. Section 5. The proposed form of Bond Purchase Contract, by and among the Underwriter, the Authority and the City, on file with the City Clerk, is hereby approved. The 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 one-half percent (1.5%) 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 OHS WEST:261354694.2 -2- 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, making appropriate changes to the year referenced in the series designation for the Bonds and changes to dates in the documents in the event the Bonds are issued in 2012. Section 9. All actions heretofore taken by the officers and agents of the Council of the City with respect to the refunding of the Prior Bonds are hereby ratified, confirmed and approved. Section 10. This Resolution shall take effect from and after its adoption and approval 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 7th day of November, 2011, by the following vote of the members thereof: AYES: COUNCILMEMBERS: BAYLOCK, BROWNRIGG,DEAL, KEIGHRAN, NAGEL NOES: COUNCILMEMBERS: NONE ABSENT: COUNCILMEMBERS: NONE ATTEST: b "� City Clerk OHS WEST:261354694.2 -3- CLERK'S CERTIFICATE I,�p LLFT(K n�E , 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 November 7, 2011, of which all of such members had due notice, as follows: AYES: BAYLOCK, BROWNRIGG,DEAL, KEIGHRAN, NAGEL NOES: NONE ABSTAIN: NONE ABSENT: NONE 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:, 2011. U L444 � " Clerk of thb City of Bu•lingame OHS WEST:261354694.2