HomeMy WebLinkAboutReso - CC - 014-2004BURLINGAME FINANCING AUTHORITY
RESOLUTION NO. 14-2004
RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF WATER AND
WASTEWATER REVENUE BONDS TO FINANCE CERTAIN IMPROVEMENTS TO
THE WATER AND WASTEWATER SYSTEMS OF THE CITY; AUTHORIZING THE
PROCUREMENT OF BOND INSURANCE FOR THE BONDS; APPROVING THE
FORMS OF A TRUST AGREEMENT AND INSTALLMENT SALE AGREEMENTS;
APPROVING FORMS OF AND AUTHORIZING PUBLICATION AND DISTRIBUTION
OF AN OFFICIAL NOTICE OF SALE, A NOTICE OF INTENTION TO SELL BONDS,
AND AN OFFICIAL STATEMENT DESCRIBING SAID BONDS; AND AUTHORIZING
EXECUTION OF DOCUMENTS AND THE TAKING OF ALL NECESSARY ACTIONS
RELATING TO THE ISSUANCE OF THE BONDS
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 public
capital improvements whenever there are significant public benefits; and
WHEREAS, the Authority desires to issue bonds for the purpose of financing the
construction of certain improvements to the water and wastewater systems of the City
(collectively, the "Projects"); and
WHEREAS, this Board of the Authority hereby determines that there are significant
public benefits, including through demonstrable savings in the effective interest rates and bond
issuance costs expected to be paid for the Bonds issued to finance the Projects, and that it
furthers the public purpose to assist in such financing; and
WHEREAS, in order to achieve such significant public benefits and public purpose, this
Board of the Authority desires to authorize the issuance and sale by public sale of not to exceed
$23,000,000 in aggregate principal amount of its Burlingame Financing Authority Water and
Wastewater Revenue Bonds, Series 2004 (the 'Bonds"); and
WHEREAS, there have been submitted and are on file with the Secretary of the
Authority proposed forms of an Official Notice of Sale of Bonds, a Notice of Intention to Sell
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Bonds, and an Official Statement, all with respect to not to exceed $23,000,000 aggregate
principal amount of Bonds proposed to be sold; and
WHEREAS, this Authority now desires to approve the form and authorize the
publication of said Notices, and the distribution of a preliminary form of said Official Statement
describing the Bonds and a final Official Statement for the Bonds; and
WHEREAS, the Authority desires to enter into a Trust Agreement (the "Trust
Agreement") with BNY Western Trust Company (the "Trustee"), for the purpose of securing the
Bonds; and
WHEREAS, in order to finance the Projects, the Authority desires to enter into an
instalhnent sale agreement (water system) and an installment sale agreement (wastewater system)
(collectively, the "Installment Sale Agreements") with the City; and
WHEREAS, there have been presented to this meeting proposed forms of the Trust
Agreement, Installment Sale Agreements, Official Notice of Sale and Notice of Intention to Sell
Bonds;
NOW THEREFORE, the Governing Board of the Burlingame Financing Authority
hereby finds, determines, declares and resolves, as follows:
Section 1. The foregoing recitals are true and correct and the Authority hereby so
finds and determines.
Section 2. The issuance and sale of the Burlingame Financing Authority Water and
Wastewater Revenue Bonds, Series 2004, in an aggregate principal amount not to exceed
$23,000,000, are hereby approved.
Section 3.
(a) The proposed form of Trust Agreement by and between the Authority and Trustee,
on file with the Secretary of the Authority, is hereby approved. The Executive Director of the
Authority (or other officer designated by the Executive Director) is hereby authorized and
directed for and in the name and on behalf of the Authority, to execute and deliver a trust
agreement in substantially said form, with such changes therein as such officer may require or
approve (including changes as may be necessary to obtain municipal bond insurance as set forth
in Section 9 hereof), such approval to be conclusively evidenced by the execution and delivery
thereof. The date, maturity date or dates (not to exceed April 1, 2033), interest rate or rates (not
to exceed a true interest cost of five and one-half percent (5.5%) per annum), interest payment
dates, series, denominations, forms, registration privileges, manner of execution, place or places
of payment, terms of redemption and other terms of the Bonds shall be as provided in said Trust
Agreement, as finally executed.
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(b) BNY Western Trust Company is hereby approved and appointed as Trustee of the
Authority with respect to the Bonds, and shall be authorized to act as Trustee in accordance with
the terms of the Trust Agreement.
(c) The Treasurer and Controller of the Authority is hereby authorized and directed to
hold the funds and accounts created under the Trust Agreement and specified therein to be held
by the Treasurer and Controller of the Authority, in trust as a fiduciary for the owners of the
Bonds as set forth in said documents.
Section 4. The proposed form of 2004 Installment Sale Agreement (Water System),
by and between the City and the Authority, on file with the Secretary of the Authority, is hereby
approved. The Executive Director (or other officer designated by the Executive Director) is
hereby authorized and directed, for and in the name and on behalf of the Authority, to execute
and deliver an installment sale agreement in substantially said form, with such changes therein as
such officer may require or approve (including changes as may be necessary to obtain municipal
bond insurance as set forth in Section 9 hereof), 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, 2033.
Section 5. The proposed form of 2004 Installment Sale Agreement (Wastewater
System), by and between the Authority and City, on file with the Secretary of the Authority, is
hereby approved. The Executive Director (or other officer designated by the Executive Director)
is hereby authorized and directed, for and in the name and on behalf of the Authority, to execute
and deliver an installment sale agreement in substantially said form, with such changes therein as
such officer may require or approve (including changes as may be necessary to obtain municipal
bond insurance as set forth in Section 9 hereof), 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, 2033.
Section 6. The form of proposed Official Notice of Sale inviting bids for the Bonds,
in substantially the form submitted to this Board and on file with the Secretary of the Authority,
is hereby approved, subject to such corrections, revisions or additions as deemed necessary by the
Executive Director of the Authority. Kelling, Northcross & Nobriga, Oakland, California (the
"Financial Advisor"), is hereby authorized and directed to cause to be mailed to prospective
bidders for the Bonds copies of said Official Notice of Sale in the form finally approved by the
Executive Director of the Authority.
Section 7. The form of proposed Notice of Intention to Sell Bonds, in substantially
the form submitted to this Board and on file with the Secretary of the Authority, is hereby
approved, subject to such corrections, revisions or additions as deemed necessary by the
Executive Director of the Authority. The Executive Director is hereby authorized and directed to
cause said Notice of Intention to Sell Bonds to be published once at least fifteen days before the
date of sale in THE BOND BUYER.
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Section 8.
(a) The Executive Director, or his designee, is hereby authorized and directed to
entertain bids for the Bonds, and to accept the lowest true interest cost bid, provided that (i) the
true interest rate on the Bonds shall not exceed five and one-half percent (5.5%) per annum, and
(ii) the price to be paid for the Bonds shall not be less than ninety-nine percent (99%) of the par
value thereof (without taking into account the premium, if any, for a policy of municipal bond
insurance with respect to the Bonds), plus accrued interest, if any, to the date of delivery. If such
true interest cost and price are acceptable to the Executive Director, the Executive Director is
hereby authorized to award the sale of the Bonds to the maker of the best responsive bid for the
Bonds; if no bid for the Bonds is acceptable, the Executive Director is requested to reject all bids
for the Bonds and to re -bid the Bonds or, if the Executive Director shall deem it necessary, to sell
the Bonds by negotiated sale as permitted by law.
(b) The Authority hereby consents to obtaining a bid for the Bonds from the Financial
Advisor.
Section 9. The officers of the Authority are hereby authorized to negotiate with
providers of bond insurance for the Bonds, and, if the Executive Director determines it is in the
best interests of the Authority and the City, to commit to purchase or enter into or approve
agreements providing for bond insurance for some or all of the Bonds.
Section 10. The proposed form of Preliminary Official Statement relating to the Bonds
(the 'Preliminary Official Statement"), on file with the Secretary of the Authority, is hereby
approved, subject to such corrections, revisions or additions as deemed necessary or desirable by
the Executive Director of the Authority. The Financial Advisor is hereby authorized and directed
to cause to be printed and mailed to prospective bidders for the Bonds copies of the Preliminary
Official Statement in substantially the same form of Official Statement approved and adopted as
the Official Statement describing the Bonds, as so added to, corrected or revised, and to supply to
the accepted bidder or bidders for the Bonds copies of the final Official Statement, completed to
include the interest rate or rates, principal amounts, and final sale information.
The Executive Director (or other officer designated by the Executive Director) is hereby
authorized and directed to execute and deliver the final Official Statement (the "Official
Statement') and to execute a certificate confirming that the Preliminary Official Statement has
been "deemed final" by the Authority for purposes of Securities and Exchange Commission Rule
15c2-12.
Section 11. The officers and directors 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 and certificates which they deem necessary or advisable in order to consummate the
issuance, sale and delivery of the Bonds and otherwise to effectuate the purposes of this
Resolution and the transactions contemplated hereby.
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Section 12. The officers and board members of the Authority are hereby authorized
and directed, jointly and severally, to execute and deliver any Certificate of the Authority or
Written Request of the Authority required to be delivered pursuant to the Trust Agreement.
Section 13. This Resolution shall take effect from and after its adoption and
supersedes and replaces Resolution No. 1-2004.
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Chair Or
I hereby certify that the foregoing is a full, true and correct copy of a resolution duly
passed and adopted by the Burlingame Financing Authority at a regular meeting thereof held on
the 1st day of March, 2004, by the following vote of the members thereof:
AYES: BOARDMEMBERS BAYLOCK, COFFEY, GALLIGAN, NAGEL, O'MAHONY
NOES: BOARDMEMBERS:
ABSENT: BOARDMEMBERS:
SECRETARY'S CERTIFICATE
I, ANN T. MUSSO, Secretary of the Burlingame Financing Authority, 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 members of the Governing Board of said Authority at a special meeting
of the Governing Board of said Authority duly and legally held at City Hall, Burlingame,
California, on March 1, 2004, of which meeting all of such members had due notice, as follows:
AYES: BAYLOCK, COFFEY, GALLIGAN, NAGEL, O'MAHONY
NOES:
ABSENT:
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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: March A , 2004.
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1W, Secretary ofteBfikingame Financing Authority
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