HomeMy WebLinkAboutReso - BFA - 001-2019BURLINGAME FINANCING AUTHORITY
RESOLUTION NO.001-2019
RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF
LEASE REVENUE BONDS TO FINANCE THE BURLINGAME
COMMUNITY CENTER; APPROVING THE FORMS OF A TRUST
AGREEMENT, A FACILITIES LEASE, A FACILITIES SUBLEASE
AND A NOTICE OF SALE; APPROVING 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
and refinancing public capital improvements whenever there are significant public benefits; and
WHEREAS, the Authority desires to issue bonds for the purpose of financing the
Burlingame Community Center (the 'Project"); 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, 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 of not to exceed
$40,000,000 in aggregate principal amount of its Burlingame Financing Authority Lease
Revenue Bonds, Series 2019 (the "Bonds"); and
WHEREAS, the Authority desires to sell the Bonds pursuant to a public sale; and
WHEREAS, the Authority desires to enter into a Trust Agreement (the "Trust
Agreement") with U.S. Bank National Association, as trustee (the "Trustee"), for the purpose of
securing the Bonds; and
WHEREAS, in order to finance the Project, the Authority desires to lease from
the City certain facilities (the "Facilities") pursuant to a facilities lease (the "Facilities Lease")
between the City and the Authority, and the Authority desires to lease back to the City the
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Facilities pursuant to a facilities sublease (the "Facilities Sublease") between the Authority and
the City; and
WHEREAS, proposed forms of the Trust Agreement, Facilities Lease, Facilities
Sublease and Official Notice of Sale are on file with the Secretary of the Authority;
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 Lease
Revenue Bonds, Series 2019, in an aggregate principal amount not to exceed $40,000,000, 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, such approval to be conclusively evidenced by the execution and
delivery thereof. The date, maturity date or dates (not to exceed July 1, 2050), interest rate or
rates (not to exceed a true interest cost of five percent (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.
(b) U.S. Bank National Association 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.
Section 4. The proposed form of Facilities Lease, 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 a facilities
lease 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, that the term of said facilities lease shall end no later than July 1, 2050, plus
an extension period of not to exceed ten (10) years.
Section 5. The proposed form of Facilities Sublease, 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 a
facilities sublease 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
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thereof, provided, however, that the term of said facilities sublease shall end no later than July 1,
2050, plus an extension period of not to exceed ten (10) years.
Section 6. The proposed form of Official Notice of Sale, is hereby approved.
Bids for the purchase of the Bonds shall be received and awarded to the lowest responsible
bidder (the "Purchaser") by the Executive Director of the Authority, or an designee of such
official, provided that the true interest cost of the Bonds shall not exceed 5% per annum.
Section 7. The proposed form of Official Statement relating to the Bonds (the
"Official Statement"), on file with the Secretary of the Authority and incorporated into this
Resolution by reference, is hereby approved. The Executive Director (or other officer designated
by the Executive Director) is each hereby authorized and directed, for the Authority, 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 Purchaser is hereby directed to distribute copies of the Official Statement
to all actual purchasers of the Bonds. Distribution by the Authority of a preliminary Official
Statement relating to the Bonds is hereby approved and the Executive Director (or other officer
designated by the Executive Director) is hereby authorized and directed, 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 8. The Board hereby designates Orrick, Herrington & Sutcliffe, LLP as
Bond and Disclosure Counsel and PFM Financial Advisors LLC as Municipal Advisor.
Section 9. 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, including but not limited to the publication
of a Notice of Intention to Sell.
Section 10. 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 11. This Resolution shall take effect from and after its adoption.
Donna Colson, Chair
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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 Burlingame Financing Authority at a regular meeting thereof
held on the 21 st day of October, 2019, by the following vote of the members thereof:
AYES: BOARDMEMBERS: BEACH, BROWNRIGG, COLSON, KEIGHRAN, ORTIZ
NOES: BOARDMEMBERS: NONE
ABSENT: BOARDMEMBERS: NONE
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SECRETARY'S CERTIFICATE
I, Meaghan Hassel -Shearer, 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
regular meeting of the Governing Board of said Authority duly and legally held at City Hall,
Burlingame, California, on October 21, 2019, of which meeting all of such members had due
notice, as follows:
AYES: BEACH, BROWNRIGG, COLSON, KEIGHRAN, ORTIZ
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: Cc tv �t. i , 2019.
1
cretary of the Burlingame
Financing Authority
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