2015/02/10 City Council Resolution 2015-024RESOLUTION NO. 2015-024
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK
AUTHORIZING AND APPROVING AN AGREEMENT REGARDING EXPENDITURE
OF SERIES 1999 EXCESS BOND PROCEEDS FOR SPECIFIED PROPOSED PUBLIC
IMPROVEMENTS CONSISTENT WITH BOND COVENANTS
WHEREAS, the Redevelopment Dissolution Law (AB Ix 26, enacted June 28, 2011, as
amended by AB 1484, enacted June 27, 2012) provided for creation of the Successor Agency
( "Successor Agency ") to the Community Development Commission of the City of Rohnert Park
( "CDC ") and required the Successor Agency to expeditiously wind down the affairs of the CDC
as directed by the oversight board created pursuant to Section 34179 of the California Health and
Safety Code ( "Oversight Board "); and
WHEREAS, following the successful completion of certain statutory prerequisites, the
Successor Agency received a Finding of Completion from the State of California Department of
Finance by letter dated April 26, 2013; and
WHEREAS, Health and Safety Code Section 34191.4(c) provides that once a finding of
completion has been issued by the Department of Finance, the successor agency is authorized to
use bond proceeds for the purposes for which the bonds were sold; and
WHEREAS, the Successor Agency may designate the use of and commit indebtedness
obligation proceeds that were derived from indebtedness issued for redevelopment purposes on
or before December 31, 2010, and that remain available after the satisfaction of enforceable
obligations that have been approved on a Recognized Obligation Payment Schedule ( "ROPS ")
and that are consistent with the indebtedness obligation covenants (hereafter, "Excess Bond
Proceeds "); and
WHEREAS, the City Council of the City of Rohnert Park ( "City ") previously approved
by Resolution No. 2014 -108 adopted September 9, 2014, and the City and the Successor Agency
thereafter entered into, that certain Agreement Regarding Expenditure of Excess Bond Proceeds
dated as of September 29, 2014 to allow the Successor Agency to transfer to the City the Excess
Bond Proceeds (the "Series 2007 Excess Bond Proceeds ") remaining from the issuance of certain
Tax Allocation Bonds, Series 2007R Bonds in the original principal amount of $34,680,000 (the
"Series 2007 Bonds ") and to require the City to use the Series 2007 Excess Bond Proceeds for
the purposes identified in and consistent with the Series 2007 Bonds covenants and the
requirements of the Community Redevelopment Law; and
WHEREAS, the CDC issued its Rohnert Park Redevelopment Project Tax Allocation
Bonds, Series 1999 (the "Series 1999 Bonds ") in the total original principal amount of
$11,936,650.95; and
WHEREAS, the Series 1999 Bonds were issued pursuant to that certain First
Supplemental Indenture of Trust, dated as of January 1, 1999, between the CDC and U.S. Bank
Trust National Association as trustee ( "Trustee "), supplemental to an Indenture of Trust dated as
of May 1, 1991 (collectively, the "Indenture "); and
OAK #4826- 9536 -4897 v3
WHEREAS, the Indenture requires that the Series 1999 Bonds proceeds be expended for
redevelopment purposes and in compliance with federal Tax Code requirements, as further
provided in the Tax and Nonarbitrage Certificate executed by the CDC in connection with
issuance of the Series 1999 Bonds and described in the Official Statement for the Series 1999
Bonds; and
WHEREAS, there are $627,545.62 in Excess Bond Proceeds from the Series 1999
Bonds ( "Series 1999 Excess Bond Proceeds ") remaining; and
WHEREAS, the City and the Successor Agency desire to use the Series 1999 Excess
Bond Proceeds consistent with the Series 1999 Bonds covenants to pay costs related to capital
improvements of certain publicly -owned facilities located in the Rohnert Park Redevelopment
Project Area and identified in the staff report accompanying this Resolution; and
WHEREAS, the City desires to enter into an agreement with the Successor Agency to
allow the Successor Agency to transfer the remaining Series 1999 Excess Bond Proceeds to the
City and to require the City to use the Series 1999 Excess Bond Proceeds for the purposes
identified in and consistent with the Series 1999 Bonds covenants and the requirements of the
Community Redevelopment Law.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ROHNERT
PARK DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. Based on the foregoing recitals, the City Council hereby approves and
authorizes the Mayor or City Manager to execute the Agreement Regarding Expenditure of
Series 1999 Excess Bond Proceeds in the form attached to the staff report accompanying this
Resolution, subject to minor, technical changes approved by the City Attorney.
Section 2. The Mayor and City Manager or his designee are authorized and directed to
execute such additional instruments and to take such actions as are necessary to carry out the
intent of this Resolution.
DULY AND REGULARLY ADOPTED this 10th day of February, 2015.
CITY � G T PARK ,
1 r 1 �.
Amy O. Ahanotu, Mayor
ATTEST:
Fp![r:eyr f5, .
'9- 1k•.i -6
Aru�e M. Buergler, City lerk -Q�ln c
r�L�Pi�aNt:•
Attachment: Agreement
CALLINAN: � I IVIACKENZIE: Al 2_- lz STAFFORD: \I F BELFORTE: � �'vl1 AHANOTu. k1 Z
AYES: (3 ) NOES: ( V ) ABSENT: ( a ) ABSTAIN: (® )
OAK #4826 - 9536 -4897 v3
AGREEMENT REGARDING
EXPENDITURE OF SERIES 1999 EXCESS BOND PROCEEDS
(Rohnert Park Redevelopment Project Tax Allocation Bonds Series 1999)
This Agreement Regarding Expenditure of Series 1999 Excess Bond Proceeds (this
"Agreement ") is entered into effective as of , 2015 ( "Effective Date ") by and
between the Successor Agency to the Community Development Commission of the City of
Rohnert Park ( "Successor Agency ") and the City of Rohnert Park, a municipal corporation
( "City "). The Successor Agency and the City are hereinafter collectively referred to as the
"Parties."
RECITALS
A. Pursuant to authority granted under the Community Redevelopment Law
(California Health and Safety Code Section 33000 et seq.) ( "CRL "), the former Community
Development Commission of the City of Rohnert Park ( "CDC ") had responsibility to implement
the Rohnert Park Redevelopment Project Area (the "Project Area "), originally approved by
Ordinance No. 479 enacted by the City Council of the City of Rohnert Park (the "City
Council ").
B. Pursuant to Resolution No. 2012 -10 adopted by the City Council on
January 10, 2012, the City agreed to serve as the Successor Agency to the CDC commencing on
February 1, 2012 pursuant to Assembly Bill lx 26 ( "AB 26 ").
C. On April 26, 2013 the Successor Agency received its finding of completion from
the Department of Finance.
D. Health and Safety Code Section 34191.4(c) provides that a successor agency that
has been issued a finding of completion by the Department of Finance may use proceeds of
bonds issued before December 31, 2010 for the purposes for which the bonds were sold.
Further, the Successor Agency may designate the use of and commit indebtedness obligation
proceeds that were derived from bonds issued for redevelopment purposes on or before
December 31, 2010, and that remain available after the satisfaction of enforceable obligations
that have been approved on a Recognized Obligation Payment Schedule ( "ROPS ") and that are
consistent with the bond obligation covenants ( "Excess Bond Proceeds ").
E. Health and Safety Code Section 34191.4(c) further provides that the expenditure
of Excess Bond Proceeds must be listed separately on the ROPS.
F. The City and the Successor Agency have previously entered into that certain
Agreement Regarding Expenditure of Excess Bond Proceeds dated as of September 29, 2014 to
allow the Successor Agency to transfer to the City the Excess Bond Proceeds (the "Series 2007
Excess Bond Proceeds ") remaining from the issuance of certain Tax Allocation Bonds, Series
2007R Bonds in the original principal amount of $34,680,000 (the "Series 2007 Bonds ") and to
require the City to use the Series 2007 Excess Bond Proceeds for the purposes identified in and
consistent with the Series 2007 Bonds covenants and the requirements of the CRL.
OAK 44851- 4247 -8881 0
G. Pursuant to that certain First Supplemental Indenture of Trust dated as of
January 1, 1999 (supplemental to the Indenture of Trust dated as of May 1, 1991), and executed
by and between the CDC and U.S. Bank Trust National Association as trustee (collectively, the
"Indenture "), the CDC issued Tax Allocation Bonds, Series 1999 Bonds in the original
principal amount of $11,936,650.95 (the "Series 1999 Bonds ").
H. Pursuant to the Indenture, proceeds from the sale of the Series 1999 Bonds are
required to be used solely for the purposes of redevelopment and in compliance with the
requirements of the federal Tax Code as further provided in the Tax and Nonarbitrage Certificate
executed by the CDC in connection with issuance of the Series 1999 Bonds (the "Tax
Certificate ") and described in the Official Statement for the Series 1999 Bonds ( "Official
Statement "). The Tax Certificate and the Official Statement are on file with the City Clerk of
the City of Rohnert Park.
1. The Tax Certificate provides that the Series 1999 Bonds are to be sold and
delivered for the purpose of financing certain capital costs of the Issuer, and the Official
Statement provides that the proceeds of the Series 1999 Bonds are to be used to finance capital
improvements in the Project Area.
J. The City and the Successor Agency desire to use the Series 1999 Excess Bond
Proceeds consistent with the Series 1999 Bonds covenants to pay costs related to capital
improvements of certain publicly -owned facilities located in the Project Area and identified in
Exhibit A to this Agreement ( "Proposed Public Improvements "), incorporated herein by this
reference.
K. The Parties now desire to enter into this Agreement to allow the Successor
Agency to transfer the remaining Series 1999 Excess Bond Proceeds to the City and to require
the City to use the Series 1999 Excess Bond Proceeds for the purposes identified in and
consistent with the Series 1999 Bonds covenants and the requirements of the CRL.
L. The execution of this Agreement was approved by the City Council acting in its
capacity as the governing board of the City and in its capacity as the governing board of the
Successor Agency by resolutions adopted on _ , 2015.
M. The execution of this Agreement by the Successor Agency was approved by the
Oversight Board by resolution adopted on
NOW, THEREFORE, in consideration of the mutual covenants, conditions and
promises herein contained, the Parties hereby agree as follows.
AGREEMENT
1. Incorporation of Recitals. The Parties acknowledge the truth of the foregoing
Recitals which by this reference are incorporated into this Agreement.
2. Term. The term of this Agreement shall commence on the Effective Date, and
shall continue in effect until the date that all Series 1999 Excess Bond Proceeds are expended in
accordance with the requirements of this Agreement.
2
OAK #4851-4247-8881 v3
3. Use of Series 1999 Excess Bond Proceeds. The City agrees that it shall use the
Series 1999 Excess Bond Proceeds solely for the purposes identified in Recitals I and J above,
the projects identified in this Section 3, or, as determined by the City Council, for other
infrastructure projects consistent with the Series 1999 Bonds covenants. Among other projects,
the City agrees to use the Series 1999 Excess Bond Proceeds for the following infrastructure
projects: B -Pool Renovation and New Restroom, Sports Center Locker Rooms Retrofit, Public
Safety Main HVAC Replacement, A -Park Restroom Renovation and L -Park Restroom
Renovation. City shall notify Successor Agency and Oversight Board if City Council decides to
use the Series 1999 Excess Bond Proceeds for infrastructure projects not identified in Recitals I
or J or in this Section 3.
4. Transfer of Excess Bond Proceeds. Within 120 days of the execution of this
Agreement, subject to DOF approval of the inclusion of this Agreement on the ROPS 15 -16A,
the Successor Agency shall transfer the remaining Series 1999 Excess Bond Proceeds to the
City, and the City shall deposit such funds into a Series 1999 Excess Bond Proceeds Fund for
City's use solely in accordance with the terms, conditions, and purposes set forth in this
Agreement. Funds deposited into a Series 1999 Excess Bond Proceeds Fund shall not be
commingled with any City funds. As of the Effective Date, the amount of Series 1999 Excess
Bond Proceeds not separately identified on the ROPS for project expenditures during the
ROPS 15 -16A period equals the sum of Six Hundred Twenty Seven Thousand Five Hundred
Forty Five and 62/100 Dollars ($627,545.62).
5. Bi- annual Report to Successor A enc . City shall provide Successor Agency and
Oversight Board with a bi- annual written statement identifying the amount of Series 1999 Excess
Bond Proceeds expended in the January through June and July through December six -month
periods, the date of the expenditure, and a brief description of the projects funded with the Series
1999 Excess Bond Proceeds.
6. Project Approvals; Environmental Review. This Agreement is not intended to
limit in any manner the discretion of City in connection with the issuance of approvals and
entitlements for the projects described in this Agreement, including without limitation, the
undertaking and completion of any required enviromnental review pursuant to CEQA and
NEPA, as applicable, and the review and approval of plans and specifications.
7. Severability. If any term, provision, covenant, or condition set forth in this
Agreement is held by the final judgment of a court of competent jurisdiction to be invalid, void,
or unenforceable, the remaining provisions, covenants, and conditions shall continue in full force
and effect to the extent that the basic intent of the Parties as expressed herein can be
accomplished. In addition, the Parties shall cooperate in good faith in an effort to amend or
modify this Agreement in a manner such that the purpose of any invalidated or voided provision,
covenant, or condition can be accomplished to the maximum extent legally permissible.
8. No Third -Party Beneficiaries; Assignments. Nothing in this Agreement is
intended to create any third -party beneficiaries to this Agreement, and no person or entity other
than the Successor Agency and the City, and the permitted successors and assigns of either of
then, shall be authorized to enforce the provisions of this Agreement.
OAK 44851-4247-8881 v3
9. Further Assurances. Each Party agrees to execute, acknowledge and deliver all
additional documents and instruments, and to take such other actions as may be reasonably
necessary to carry out the intent of the transactions contemplated by this Agreement.
10. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
11. Counterparts. This Agreement may be executed in counterparts, each of which
shall be deemed an original and all of which shall constitute but one and the same instrument.
12. Amendments. This Agreement may be modified or amended, in whole or in part,
only by an instrument in writing, executed by the Parties.
IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the
date first written above.
CITY:
City of Rohnert Park
Lo
Amy O. Ahanotu, Mayor
ATTEST:
Lo
JoAnne Buergler, City Clerk
APPROVED AS TO FORM:
IN
Michelle Marchetta Kenyon
City Attorney
4
OAK #4851- 4247 -8881 v3
SUCCESSOR AGENCY:
Successor Agency to the Community
Development Commission of the City of
Rohnert Park
Darrin Jenkins, City Manager
City of Rohnert Park
ATTEST:
IM
Eydie Tacata, Oversight Board
Clerk
APPROVED AS TO FORM:
Elizabeth Ann Strauss
Oversight Board Counsel
Exhibit A
Proposed Public Improvements
[to be inserted]
Exhibit A
OAK #4851- 4247 -8881 0
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