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HomeMy WebLinkAboutRDA RES 10-12RDA RESOLUTION NO. 10-12 A RESOLUTION OF THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF TUSTIN, CALIFORNIA, AUTHORIZING THE ISSUANCE AND SALE OF TAX ALLOCATION BONDS TO FINANCE REDEVELOPMENT ACTIVITIES WITHIN OR FOR THE BENEFIT OF THE AGENCY'S MCAS-TUSTIN REDEVELOPMENT PROJECT AREA AND APPROVING RELATED DOCUMENTS AND ACTIONS The Tustin Community Redevelopment Agency (the "Agency") of the City of Tustin does hereby resolve as follows: WHEREAS, the Agency is a public body, corporate and politic, duly established and authorized to transact business and exercise powers under and pursuant to the provisions of the Community Redevelopment Law of the State of California, constituting Part 1 of Division 24 of the California Health and Safety Code (the "Law"), including the power to issue bonds for any of its corporate purposes; WHEREAS, a redevelopment plan for the MCAS-Tustin Redevelopment Project Area (the "Redevelopment Project") has been adopted in compliance with all requirements of the Law; WHEREAS, the Agency has determined that, due to prevailing financial market conditions, it is in the best interests of the Agency at this time to finance redevelopment activities of the benefit of the Redevelopment Project (the "2010 Project"); WHEREAS, to provide moneys to finance the 2010 Project, the Agency has determined to issue its Tustin Community Redevelopment Agency Tax Allocation Bonds (MCAS-Tustin Redevelopment Project Area), Series 2010, in the aggregate principal amount of not to exceed $45,000,000 (the "Bonds"), under the provisions of Part 1 of Division 24 of the California Health and Safety Code, commencing with section 33640 of said Code (the "Bond Law"); and WHEREAS, the Agency has duly considered such transactions and wishes at this time to authorize proceedings for the issuance and sale of the Bonds; NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: SECTION 1: Authorization. The Agency hereby authorizes the issuance of the Bonds to finance the 2010 Project. SECTION 2: Issuance of the Bonds; Approval of the Indenture. The Bonds shall RDA Resolution No. 10-12 Page 1 of 4 be issued pursuant to the Bond Law and pursuant to an indenture of trust, by and between the Agency and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Indenture"). The Agency hereby approves the Indenture in substantially the form on file with the Secretary, together with such additions thereto and changes therein as the Chair or the Executive Director shall deem necessary, desirable or appropriate, and the execution thereof by the Chair or the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Chair or the Executive Director is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest to, the final form of the Indenture for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the Indenture. SECTION 3: Sale of the Bonds. The Agency hereby authorizes the sale of the Bonds to the Tustin Public Financing Authority (the "Authority") for concurrent re-sale to Stone & Youngberg LLC (the "Underwriter"), so long as the total Underwriter's discount, excluding original issue discount which does not constitute compensation to the Underwriter, does not exceed 0.5% of the principal amount of the Bonds. The Agency hereby approves a bond purchase agreement, by and among the Underwriter, the Agency and the Authority, in substantially the form on file with the Secretary (the "Bond Purchase Agreement"), together with such additions thereto and changes therein as the Chair or the Executive Director shall deem necessary, desirable or appropriate, and the execution thereof by the Chair or the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Chair or the Executive Director is hereby authorized and directed to execute the final form of the Bond Purchase Agreement for and in the name and on behalf of the Agency. SECTION 4: Approval of the Preliminary Official Statement. The preliminary official statement describing the Bonds on file with the Secretary (the "Preliminary Official Statement") is hereby approved for distribution by the Underwriter to municipal bond broker-dealers, to banking institutions and to members of the general public who may be interested in purchasing the Bonds. The Chair or Executive Director is authorized to approve, upon advice of the Agency's Disclosure Counsel, modifications to the Preliminary Official Statement, from time to time, pending such distribution as shall be required to cause the Preliminary Official Statement to contain any further information necessary to accurately describe the Bonds. With respect to the distribution of the Preliminary Official Statement, the Chair or Executive Director is authorized and directed, on behalf of the Agency, to deem the Preliminary Official Statement "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule"). SECTION 5: Approval of the Final Official Statement. A final official statement, which shall include such changes and additions thereto deemed advisable by the Chair or Executive Director and upon advice of the Agency's Disclosure Counsel (the "Final Official Statement"), is hereby approved for delivery to the purchasers of the Bonds, and the Chair or the Executive Director is authorized and directed to execute the Final Official Statement for and on behalf of the Agency. The Chair or Executive Director is RDA Resolution No. 10-12 Page 2 of 4 authorized and directed to deliver (i) a certificate with respect to the information set forth therein, and (ii) a continuing disclosure certificate substantially in the form appended to ~ the Final Official Statement. SECTION 6: Official Actions. The Chair, the Executive Director and the Secretary, 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 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 the application to providers of municipal bond insurance 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 7: Effect. This Resolution shall take effect from and after the date of its passage and adoption. PASSED AND ADOPTED at a regular meeting of the Tustin Community Redevelopment Agency held on the 19th day of October, 2010. ATTEST: i P MELA STOKER Recording Secretary RDA Resolution No. 10-12 Page 3 of 4 STATE OF CALIFORNIA ) ORANGE COUNTY )ss CITY OF TUSTIN ) I, Pamela Stoker, Recording Secretary and ex-officio Clerk of the Tustin Community Redevelopment Agency of the City of Tustin, California, do hereby certify that the whole number of the members of the Redevelopment Agency of the City of Tustin is five; that the above and forgoing RDA Resolution No. 10-12 was duly passed and adopted at a joint regular meeting of the Tustin Community Redevelopment Agency and City Council, held on October 19, 2010, by the following vote: AGENCYMEMBER AYES: Amante, Nielsen, Davert, Palmer (4) AGENCYMEMBER NOES: None (0) AGENCYMEMBER ABSTAINED: None (~) AGENCYMEMBER ABSENT: Gavello (1) PA LAS OKE , Recording Secretary RDA Resolution No. 10-12 Page 4 of 4