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HomeMy WebLinkAbout10-02 RDA Resolution RESOLUTION NO. RDA 10 -02 A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA AUTHORIZING THE ISSUANCE AND SALE OF TAX ALLOCATION HOUSING BONDS, AND APPROVING RELATED DOCUMENTS AND ACTIONS THE BOARD OF DIRECTORS OF THE TEMECULA REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Part 1 of Division 24 of the Health and Safety Code of the State of California, as amended (the "Law "), authorizes redevelopment agencies to incur indebtedness for the purpose of financing housing activities within or of benefit to redevelopment project areas of redevelopment agencies. Section 2. The Redevelopment Agency of the City of Temecula (the "Agency ") has determined at this time to issue revenue bonds (as further described below, the "Bonds "), under the provisions of the Law to finance housing activities within or of benefit to the Agency's Temecula Redevelopment Project No. 1 (the "Redevelopment Project "), with the payment of the principal of and interest on the Bonds to be secured by a pledge of the tax increment revenues received by the Agency from the Redevelopment Project required to be deposited to the Low and Moderate Income Housing Fund of the Agency. Section 3. All conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the Bonds as contemplated by this Resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Law, and the Agency now desires to authorize the issuance of the Bonds, as provided herein. Section 4. The Agency hereby authorizes the issuance of its Temecula Redevelopment Project No. 1 Tax Allocation Housing Bonds (the "Bonds ") in one or more series (as described below), in the aggregate initial principal amount of not to exceed $15,000,000. The Bonds shall be issued pursuant to the Law and an Indenture of Trust (the "Indenture "), by and between the Agency and U.S. Bank National Association, as trustee (the "Trustee "). The Agency hereby approves the Indenture in the form on file with the Secretary. The Executive Director is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the Indenture in such form together with such additions thereto and changes therein as the Executive Director, upon consultation with Bond Counsel and the Agency's General Counsel, shall deem necessary, desirable or appropriate, and the execution thereof by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Agency hereby authorizes the delivery and performance of the Indenture as so executed. R: /RDA Resos 2010 /RDA 10 -02 1 The Bonds may be issued in one or more series, including (a) bonds the interest on which is excluded from the gross income of the owners thereof for purposes of federal income taxation ( "Tax- Exempt Bonds "); (b) bonds to be designated in the Indenture as "Build America Bonds" under the provisions of the American Recovery and Reinvestment Act of 2009, the interest on which is included in the gross income of the owners thereof for federal income tax purposes ( "Build America Bonds "); or (c) both a series of Tax - Exempt Bonds and a series of Build America Bonds. The Treasurer, upon consultation with the Agency's Financial Advisor for the Bonds and Stone & Youngberg LLC, the underwriter for the Bonds (the "Underwriter "), shall determine, subject to the limitation on the aggregate initial principal amount of the Bonds set forth in the preceding sentence, the portion of the Bonds, if any, to be issued as Tax - Exempt Bonds and as Build America Bonds, as is in the best economic interest of the Agency. Section 5. The Agency hereby approves the bond purchase contract (the "Bond Purchase Agreement "), by and among the Underwriter, the Temecula Public Financing Authority (the "Authority "), and the Agency, in the form on file with the Secretary. The Executive Director is hereby authorized and directed to execute the Bond Purchase Agreement in such form together with such additions thereto and changes therein as the Executive Director, upon consultation with Bond Counsel and the Agency's General Counsel, shall deem necessary, desirable or appropriate, and the execution thereof by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Agency hereby approves the negotiated sale of the Bonds to the Authority, and the sale of the Bonds by the Authority to the Underwriter, pursuant to the Bond Purchase Agreement, so long as the Underwriter's discount, excluding original issue discount, does not exceed 2.00% of the principal amount of the Bonds, the net interest cost of any Bonds as Tax - Exempt Bonds does not exceed 7.50 %, the net interest cost of any Bonds issued as Build America Bonds does not exceed 9.50 %, and the initial aggregate principal amount of the Bonds is not in excess of $15,000,000. Section 6. The Agency hereby authorizes the Executive Director to approve and deem final within the meaning of Rule 15c2 -12 of the Securities Exchange Act of 1934, except for permitted omissions, a form of Official Statement describing the Bonds in the preliminary form on file with the Secretary. Distribution of such preliminary Official Statement by the Underwriter to prospective purchasers of the Bonds is hereby approved. The Executive Director is hereby authorized to execute the final form of the Official Statement, including as it may be modified by such additions thereto and changes therein as the Executive Director, upon consultation with Disclosure Counsel and the Agency's General Counsel, shall deem necessary, desirable or appropriate, and the execution of the final Official Statement by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Agency hereby authorizes the distribution of the final Official Statement by the Underwriter. Section 7. The Bonds, when executed, shall be delivered to the Trustee for authentication. The Trustee is hereby requested and directed to authenticate the Bonds by executing the Trustee's certificate of authentication and registration appearing R: /RDA Resos 2010 /RDA 10 -02 2 thereon, and to deliver the Bonds, when duly executed and authenticated, to or upon the instruction of the Underwriter in accordance with written instructions executed on behalf of the Agency by the Executive Director, which instructions such officer is hereby authorized and directed to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Underwriter in accordance with the Bond Purchase Agreement upon payment of the purchase price therefor. Section 8. The Continuing Disclosure Certificate, in the form on file with the Secretary, is hereby approved. The Executive Director is hereby authorized and directed to execute and deliver the Continuing Disclosure Certificate in such form with such additions thereto or changes therein as the Executive Director, upon consultation with Disclosure Counsel, shall deem necessary, desirable or appropriate, the approval of such changes to be conclusively evidenced by the execution and delivery by the Executive Director of the Continuing Disclosure Certificate. Section 9. The Chairperson, the Vice Chairperson, the Executive Director, the Treasurer and the Secretary of the Agency, and any and all other officers of the Agency, are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things (including, but not limited to, obtaining bond insurance for the Bonds if the Agency's Financial Advisor determines that such insurance is economically advantageous in the circumstances) and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Bonds as described herein, including any certificates or agreements (or changes to the documents herein approved) related to the provision of bond insurance if it is obtained for the Bonds. Whenever in this Resolution any officer of the Agency is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. Section 10. This Resolution shall take effect upon its adoption. R: /RDA Resos 2010 /RDA 10 -02 3 PASSED, APPROVED, AND ADOPTED by the Board of Directors of the Temecula Redevelopment Agency of the City of Temecula this 9th day of February, 2010. G Michael S. Naggar, Chairperson ATTEST: 4 Susan VI. Jon s, MMC ity Clerk/Boa Secret [SEAL] 1 R: /RDA Resos 2010 /RDA 10 -02 4 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan W. Jones, MMC, City Clerk/Board Secretary of the Temecula Redevelopment Agency of the City of Temecula, do hereby certify that the foregoing Resolution No. RDA 10 -02 was duly and regularly adopted by the Board of Directors of the Temecula Redevelopment Agency of the City of Temecula at a meeting thereof held on the 9th day of February, 2010, by the following vote: AYES: 5 BOARD MEMBERS: Comerchero, Edwards, Roberts, Washington, Naggar NOES: 0 BOARD MEMBERS: None ABSENT: 0 BOARD MEMBERS: None ABSTAIN: 0 BOARD MEMBERS: None age Susan W. ones, MMC Ci Clerk/Bo: rd Secretary R: /RDA Resos 2010 /RDA 10-02 5